-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Qc57I3qplorNZavgN+/wQJ6AnP27nlrc8DjJjQ2TTfD5kcUuUqjb5qhc2ISHO0bp +M/Y5e/SobHroeuAcUvyHA== 0000930413-07-001090.txt : 20070209 0000930413-07-001090.hdr.sgml : 20070209 20070209095037 ACCESSION NUMBER: 0000930413-07-001090 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070209 DATE AS OF CHANGE: 20070209 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ROME BANCORP INC CENTRAL INDEX KEY: 0001088144 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 161573070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-57009 FILM NUMBER: 07595707 BUSINESS ADDRESS: STREET 1: 100 WEST DOMINICK STREET CITY: ROME STATE: NY ZIP: 13440 BUSINESS PHONE: 3153367300 MAIL ADDRESS: STREET 1: 100 WEST DOMINICK STREET CITY: ROME STATE: NY ZIP: 13440 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ROME BANCORP INC CENTRAL INDEX KEY: 0001088144 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 161573070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 100 WEST DOMINICK STREET CITY: ROME STATE: NY ZIP: 13440 BUSINESS PHONE: 3153367300 MAIL ADDRESS: STREET 1: 100 WEST DOMINICK STREET CITY: ROME STATE: NY ZIP: 13440 SC 13G 1 c46671_sc13g.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No.) *

 

Rome Bancorp, Inc.
(Name of Issuer)
 
 
 
Common Stock, $.01 par value per share
(Title of Class of Securities)
 
 
 
77587P103
(CUSIP Number)
 
 
 
December 31, 2006
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x       Rule 13d-1(b)
o   Rule 13d-1(c)
o   Rule 13d-1(d)

_______________________
* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


 
      1. Names of Reporting Persons.    
    I.R.S. Identification Nos. of above persons (entities only)    
         
      Employee Stock Ownership Plan Trust of Rome Bancorp, Inc.
 
 
  2. Check the Appropriate Box if a Member of a Group (See Instructions)  
       
    (a)        
 
  (b)        
 
 
  3. SEC Use Only  
 
    
 
 
  4. Citizenship or Place of Organization Employee benefit plan of Delaware corporation
 
 
      5. Sole Voting Power
0
 
  Number of    
 
  Shares
 
  Beneficially 6. Shared Voting Power
          416,164
 
  Owned by    
 
  Each
 
  Reporting 7. Sole Dispositive Power
0
 
  Person With              
 
   
 
 
  8. Shared Dispositive Power
          669,936
 
 
 
  9. Aggregate Amount Beneficially Owned by Each Reporting Person 669,936
 
 
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions): o
 
 
 
11.
Percent of Class Represented by Amount in Row (9)   7.92%
 
 
 
12.     
Type of Reporting Person (See Instructions)   EP
 


Item 1(a).   Name of Issuer:
    Rome Bancorp, Inc.
 
Item 1(b).   Address of Issuer’s Principal Executive Offices:
    100 West Dominick Street
    Rome, NY 13440-5810
 
Item 2(a).   Name of Person Filing:
    Employee Stock Ownership Plan Trust of Rome Bancorp, Inc.
    Trustee: RSGroup Trust Company
 
Item 2(b).   Address of Principal Business Office or, if None, Residence:
    100 West Dominick Street
    Rome, NY 13440-5810
 
Item 2(c).   Citizenship or Place of Organization:
    Employee Benefit Plan of a Delaware corporation
 
Item 2(d).   Title of Class of Securities:
    Common Stock, $.01 par value per share
 
Item 2(e).         CUSIP Number:
        77587P103
 
Item 3. If This Statement is Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check
  Whether the Person Filing is a:
   
  The person filing is an:
   
  (f) Employee benefit plan which is subject to the provisions of the Employee Retirement
  Income Security Act of 1974


Item 4.       Ownership.
   
  (a)      Amount beneficially owned: 669,936 shares
  (b) Percent of class: 7.92%
  (c) Number of shares as to which the person has:
    (i) sole voting power to vote or direct the vote: 0 shares
    (ii) shared power to vote or to direct the vote: 416,164 shares
    (iii) sole power to dispose or to direct the disposition of: 0 shares
    (iv)       shared power to dispose or to direct the disposition of: 669,936 shares
 
  The reporting person is a tax qualified employee stock ownership plan under the Employee Retirement Income Security
Act of 1974, as amended (“ERISA”), with individual accounts for the accrued benefits of participating employees and their beneficiaries.
The reporting person is administered by an ESOP Committee (“ESOP Committee”) and its assets are held in trust by a
trustee (“Plan Trustee”). The number of shares listed as beneficially owned represents the entire number
of shares of Common Stock held by RSGroup Trust Company, as Plan Trustee, as of December 31, 2006. As of December 31,
2006, 253,772 of such shares of Common Stock had been allocated to individual accounts established for participating
employees and their beneficiaries, and 416,164 of such shares were held, unallocated, for allocation in future years.
In general, participating employees and their beneficiaries have the power and authority to direct
the voting of shares of Common Stock allocated to their individual accounts. Such allocated shares are,
therefore, not included as shares over which the reporting person has sole or shared voting power. The reporting person,
through Plan Trustee, has shared voting power over unallocated Common Stock. Any unallocated
Common Stock is generally required to be voted by the Plan Trustee in the same proportion as Common Stock which has been allocated
to Participants is directed to be voted. The reporting person, through the Plan Trustee (who is instructed by the ESOP Committee) shares
dispositive power over all unallocated Common Stock held by the reporting person. The reporting person, acting through the Plan Trustee
(who is instructed by the ESOP Committee) shares dispositive power over allocated Common Stock with participating employees and
their beneficiaries, who have the right to determine whether Common Stock allocated to their respective accounts
will be tendered in response to a tender offer but otherwise have no dispositive power.
Any unallocated Common Stock is generally required to be tendered by the Plan Trustee in the same proportion
as Common Stock which has been allocated to Participants is directed to be tendered. In limited circumstances,
ERISA may confer upon the Plan Trustee the power and duty to control the voting and tendering of Common Stock
allocated to the accounts of participating employees and beneficiaries who fail to exercise their voting and/or tender rights.
The reporting person disclaims voting power with respect to such allocated Common Stock.
   
Item 5. Ownership of Five Percent or Less of a Class.
   
  Not applicable.

   
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
   
  Dividends declared on Common Stock held by the Plan which have been allocated to the
account of a Participant are allocated to the account of such Participant. Such dividends may
be held and invested in the same manner as funds generally held or invested by the Plan
which are not invested in Common Stock or distributed to Participants in accordance with an
at such time as provided in the Plan Document. Participants may receive, or direct the receipt
of, proceeds of the sale of Common Stock held by the Plan and allocated to their accounts to
the extent they have become vested in such Common Stock and at such times as provided in
the Plan document. No participant has the right to receive or the power to direct the receipt
of dividends on, or the proceeds of the sale of, more than 8% of the Common Stock issued
and outstanding as of the date hereof.
 
Item 7. Identification and Classification of the Subsidiary which Acquired the Security being
  Reported on by the Parent Holding Company.
   
  Not applicable.
 
Item 8. Identification and Classification of Members of the Group.
   
  The Reporting Person is an employee benefit plan subject to the provisions of the Employee
Retirement Income Security Act of 1974.
   
Item 9.      Notice of Dissolution of Group.
   
  Not applicable.
 
Item 10. Certification.
   
  By signing below I certify that, to the best of my knowledge and belief, the securities referred
to above were not acquired and are not held for the purpose of or with the effect of changing
or influencing the control of the issuer of the securities and were not acquired and are not
held in connection with or as a participant in any transaction having that purpose or effect.


Signature:

          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.

Date:      February 7, 2007

EMPLOYEE STOCK OWNERSHIP PLAN TRUST OF ROME BANCORP, INC.

RSGroup Trust Company, as Trustee of the Employee Stock Ownership Plan Trust of Rome Bancorp, Inc.

By: /s/ G. Michael Morgenroth
   
Name/Title:      G. Michael Morgenroth, Sr. VP
   
ESOP Committee of Employee Stock Ownership Plan Trust of Rome Bancorp, Inc.
 
 
By: /s/ Kirk B. Hinman
   
Name/Title: Kirk B. Hinman, Director, Rome Bancorp, Inc.
   
   
By: /s/ Michael J. Valentine
   
Name/Title: Michael J. Valentine, Director, Rome Bancorp, Inc.

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