Reporting Person 1 of 6
CUSIP No.: 957550 10 6
1. Name of Reporting Person: Paul J. McCann
I.R. S. Identification Number of Above Person: ###-##-####
2. Check The Appropriate Box If A Member of a Group
a.
b. XX
3. SEC Use Only:
4. Source of Funds: OO
5. Check If Disclosure of Legal Proceedings Is Required Pursuant To
Items 2(d) or 2(e):
6. Citizenship or Place of Organization: United States
7. Sole Voting Power:
8. Shared Voting Power: 278,083 (See Item 5)
9. Sole Dispositive Power:
10. Shared Dispositive Power: 278,083 (See Item 5)
11. Aggregate Amount Beneficially Owned By Each Reporting Person:
278,083 (See Item 5)
12. Check Box If The Aggregate Amount in Row (11) Excludes Certain
Shares:
13. Percent of Class Represented By Amount in Row (11): 6.2
14. Type Of Reporting Person: IN
Reporting Person 2 of 6
CUSIP No.: 957550 10 6
1. Name of Reporting Person: TSI, Inc.
I.R. S. Identification Number of Above Person: 81-0267738
2. Check The Appropriate Box If A Member of a Group
a.
b. XX
3. SEC Use Only:
4. Source of Funds: OO
5. Check If Disclosure of Legal Proceedings Is Required Pursuant To
Items 2(d) or 2(e):
6. Citizenship or Place of Organization: Montana
7. Sole Voting Power: 172,420 (See Item 5)
8. Shared Voting Power:
9. Sole Dispositive Power: 172,420 (See Item 5)
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned By Each Reporting Person:
172,420 (See Item 5)
12. Check Box If The Aggregate Amount in Row (11) Excludes Certain
Shares:
13. Percent of Class Represented By Amount in Row (11): 3.8
14. Type Of Reporting Person: CO
Reporting Person 3 of 6
CUSIP No.: 957550 10 6
1. Name of Reporting Person: First Montana Title Insurance Company.
I.R. S. Identification Number of Above Person: 81-0272695
2. Check The Appropriate Box If A Member of a Group
a.
b. XX
3. SEC Use Only:
4. Source of Funds: OO
5. Check If Disclosure of Legal Proceedings Is Required Pursuant To
Items 2(d) or 2(e):
6. Citizenship or Place of Organization: Montana
7. Sole Voting Power: 97,087 (See Item 5)
8. Shared Voting Power:
9. Sole Dispositive Power: 97,087 (See Item 5)
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned By Each Reporting Person:
97,087 (See Item 5)
12. Check Box If The Aggregate Amount in Row (11) Excludes Certain
Shares:
13. Percent of Class Represented By Amount in Row (11): 2.2
14. Type Of Reporting Person: IC, CO
Reporting Person 4 of 6
CUSIP No.: 957550 10 6
1. Name of Reporting Person: UAC, Inc.
I.R. S. Identification Number of Above Person: 45-0258649
2. Check The Appropriate Box If A Member of a Group
a.
b. XX
3. SEC Use Only:
4. Source of Funds: OO
5. Check If Disclosure of Legal Proceedings Is Required Pursuant To
Items 2(d) or 2(e):
6. Citizenship or Place of Organization: Delaware
7. Sole Voting Power: 5,576 (See Item 5)
8. Shared Voting Power:
9. Sole Dispositive Power: 5,576 (See Item 5)
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned By Each Reporting Person:
5,576 (See Item 5)
12. Check Box If The Aggregate Amount in Row (11) Excludes Certain
Shares:
13. Percent of Class Represented By Amount in Row (11): .1
14. Type Of Reporting Person: CO
Reporting Person 5 of 6
CUSIP No.: 957550 10 6
1. Name of Reporting Person: First Montana Title Company of Great Falls.
I.R. S. Identification Number of Above Person: 81-0176970
2. Check The Appropriate Box If A Member of a Group
a.
b. XX
3. SEC Use Only:
4. Source of Funds: WC
5. Check If Disclosure of Legal Proceedings Is Required Pursuant To
Items 2(d) or 2(e):
6. Citizenship or Place of Organization: Montana
7. Sole Voting Power: 2,300 (See Item 5)
8. Shared Voting Power:
9. Sole Dispositive Power: 2,300 (See Item 5)
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned By Each Reporting Person:
2,300 (See Item 5)
12. Check Box If The Aggregate Amount in Row (11) Excludes Certain
Shares:
13. Percent of Class Represented By Amount in Row (11): .0
14. Type Of Reporting Person: IC, CO
Reporting Person 6 of 6
CUSIP No.: 957550 10 6
1. Name of Reporting Person: First Montana Title Company of Billings.
I.R. S. Identification Number of Above Person: 81-0242503
2. Check The Appropriate Box If A Member of a Group
a.
b. XX
3. SEC Use Only:
4. Source of Funds: WC
5. Check If Disclosure of Legal Proceedings Is Required Pursuant To
Items 2(d) or 2(e):
6. Citizenship or Place of Organization: Montana
7. Sole Voting Power: 700 (See Item 5)
8. Shared Voting Power:
9. Sole Dispositive Power: 700 (See Item 5)
10. Shared Dispositive Power:
11. Aggregate Amount Beneficially Owned By Each Reporting Person:
700 (See Item 5)
12. Check Box If The Aggregate Amount in Row (11) Excludes Certain
Shares:
13. Percent of Class Represented By Amount in Row (11): .0
14. Type Of Reporting Person: CO
ITEM 1. Security and Issuer
The class of securities to which this statement relates is the one cent
($.01) par value common stock of WesterFed Financial Corporation
("WesterFed"). The corporate office of WesterFed is located at 110 East
Broadway, Missoula, Montana 59806. The President and Chief Executive
Officer of WesterFed is Mr. Lyle R. Grimes.
ITEM 2. Identity and Background
Paul J. McCann is an investor and a citizen of the United States whose
principal business address is 110 Second Street South, Great Falls, Montana
59405. Paul J. McCann, his wife Anne Marie McCann and members of their
family control, directly or indirectly, a majority of the outstanding
common stock of M Corp. First Montana Title Insurance Company ("FMTIC"),
TSI, Inc. ("TSI"), UAC, Inc. ("UAC"), First Montana Title Company of Billings
("Billings") and First Montana Title Company of Great Falls ("Great Falls")
are each controlled, directly or indirectly, through M Corp. The principal
business address of each corporate entity is 110 Second Street South,
Great Falls, Montana 59405.
During the past five (5) years, neither Mr. McCann nor FMTIC nor TSI nor UAC
nor Billings nor Great Falls have been convicted in a criminal proceeding,
excluding possible traffic violations or similar misdemeanors, nor have any
of them been a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such proceeding were or
are subject to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or state
securities laws or finding any violation with respect to such laws.
ITEM 3. Source and Amount of Funds or Other Consideration
Mr. McCann and all corporate reporting entities referred to herein have held
their interests in the Issuer's common stock since the filing of that
certain Amendment Number 2 to Schedule 13D filed on or about October 29, 1997
which Amendment reported total holdings in the Issuer's common stock of
278,083 shares, or 4.9% of the Issuer's then outstanding common stock.
Mr. McCann's and the corporate reporting entities' aggregate holdings in the
Issuer's common stock have remained at 278,083 shares but the percentage
ownership of the Issuer's outstanding common stock has increased due to the
Issuer's purchases of its own shares.
FMTIC, TSI and UAC each acquired the Issuer's securities as a result of a
merger transaction wherein and whereby the Issuer acquired all of the issued
and outstanding common stock of Security Bancorp on or about February 28,
1997. Billings and Great Falls each acquired their interests in the Issuer
upon the conversion of the Issuer from a mutual organization to a stock form
of organization for cash supplied from the working capital of each
respective entity in January, 1994.
ITEM 4. Purpose of Transaction
Each filing person identified herein hold their holdings for investment
purposes. Certain of the filing persons identified herein may acquire
additional shares or may dispose of currently held shares of the Issuer's
common stock at such times as they deem appropriate.
ITEM 5. Interest in Securities of the Issuer
Pursuant to Rule 13d-3, Paul J. McCann, FMTIC, TSI, UAC, Billings and
Great Falls may be deemed to be the beneficial owners of an aggregate of
278,083 shares of the Issuer's common stock which represents approximately
6.16 percent of the Issuer's reported outstanding common stock at December
31, 1998. FMTIC owns and has sole power to vote and dispose of 97,087 shares
of the Issuer's common stock. TSI owns and has sole power to vote and
dispose of 172,420 shares of the Issuer's common stock. UAC owns and has sole
power to vote and dispose of 5,576 shares of the Issuer's common stock.
Billings owns and has sole power to vote and dispose of 700 shares of the
Issuer's common stock. Great Falls owns and has sole power to vote and
dispose of 2,300 shares of Issuer's common stock. Mr. McCann does
not directly own any shares of the Issuer's common stock.
Mr. McCann, by joining in the filing of this Schedule 13D, does not admit
that he is, for purposes of Section 13(d) of the act, the beneficial owner
of the Issuer's common stock owned by FMTIC, TSI, UAC, Billings or
Great Falls. FMTIC, by joining in the filing of this Schedule 13D, does
not admit that it is, for purposes of Section 13(d) of the act, the
beneficial owner of the Issuer's common stock owned by TSI, UAC, Billings
or Great Falls. TSI, by joining in the filing of this Schedule 13D, does not
admit that it is, for purposes of Section 13(d) of the act, the beneficial
owner of the Issuer's common stock owned by FMTIC, UAC, Billings or Great
Falls. UAC, by joining in the filing of this Schedule 13D, does not admit
that it is, for purposes of Section 13(d) of the act, the beneficial owner
of the Issuer's common stock owned by FMTIC, TSI, Billings or Great Falls.
Billings, by joining in the filing of this Schedule 13D, does not admit that
it is, for purposes of Section 13(d) of the act, the beneficial owner of the
Issuer's common stock owned by FMTIC, TSI, UAC or Great Falls. Great Falls,
by joining in the filing of this Schedule 13D, does not admit that it is,
for purposes of Section 13(d) of the act, the beneficial owner of the
Issuer's common stock owned by FMTIC, TSI, UAC or Billings.
ITEM 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
There are no contracts, arrangements, understandings or relationships (legal
or otherwise) relating, directly or indirectly, between any of the filing
persons identified herein and any other person with respect to any
securities of the Issuer, including but not limited to, transfer
or voting of any of the securities, finder's fees, joint ventures, loan
or option arrangements, puts or calls, guarantees of profits, division of
profits or losses, or the giving or withholding of proxies.
ITEM 7. Material to be filed as Exhibits
None.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
April 9, 1999
On Behalf Of
Paul J. McCann, First Montana Title
Insurance Company, TSI, Inc., UAC, Inc.,
First Montana Title Company of Billings, and
First Montana Title Company of Great Falls.
s/Jerry K. Mohland
Jerry K. Mohland