Schedule 13G

-----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, F8jFltv7jXG7baABhepfJumeIrAZs3PqOolDAYpDjHuJXI2oSA/MfGLK0p5a70F1 8tytvZSM+SjvlEJeNiVYaA== 0001193125-06-009132.txt : 20060120 0001193125-06-009132.hdr.sgml : 20060120 20060120114527 ACCESSION NUMBER: 0001193125-06-009132 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060120 DATE AS OF CHANGE: 20060120 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Legacy Bancorp, Inc. CENTRAL INDEX KEY: 0001332199 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-81117 FILM NUMBER: 06539860 BUSINESS ADDRESS: STREET 1: 99 NORTH STREET CITY: PITTSFIELD STATE: MA ZIP: 01202 BUSINESS PHONE: 413-443-4421 MAIL ADDRESS: STREET 1: 99 NORTH STREET CITY: PITTSFIELD STATE: MA ZIP: 01202 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Legacy Banks Employee Stock Ownership Plan CENTRAL INDEX KEY: 0001350301 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: P. O. BOX 1148 CITY: PITTSFIELD STATE: MA ZIP: 01202-1148 BUSINESS PHONE: 413-443-4421 MAIL ADDRESS: STREET 1: P. O. BOX 1148 CITY: PITTSFIELD STATE: MA ZIP: 01202-1148 SC 13G 1 dsc13g.htm SCHEDULE 13G Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(AMENDMENT NO. )*

LEGACY BANCORP, INC.

(Name of Issuer)

Common Stock, par value $.01 per share

(Title of Class of Securities)

52463G 10 5

(CUSIP Number)

December 31, 2005

(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)

¨ Rule 13d-1(c)

¨ 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).

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

CUSIP No.


1.		Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). The Legacy Banks Employee Stock Ownership Plan 00-0000000
2.		Check the Appropriate Box if a Member of a Group (See Instructions). (a) ¨ (b) ¨
3.		SEC Use Only
4.		Citizenship or Place Organization Commonwealth of Massachusetts

Number of

Beneficially

Owned by

Each

Reporting

Person

With

5. Sole Voting Power

769,709

6. Shared Voting Power

54,979

7. Sole Dispositive Power

824,688

8. Shared Dispositive Power


9.		Aggregate Amount Beneficially Owned by Each Reporting Person 824,688
10.		Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
11.		Percent of Class Represented by Amount in Row (9) 8.0% of 10,308,600 shares of Common Stock outstanding as of January 17, 2006.
12.		Type of Reporting Person (See Instructions) EP

Item 1

(a).

Name of Issuer

Legacy Bancorp, Inc.

Item 1

(b).

Address of Issuer’s Principal Executive Offices

99 North Street

Pittsfield, MA 01201

Item 2

(a).

Name of Person Filing

The Legacy Banks Employee Stock Ownership Plan

Item 2

(b).

Address of Principal Business Office or, if none, Residence

99 North Street

Pittsfield, MA 01201

Item 2

(c).

Citizenship

Commonwealth of Massachusetts

Item 2

(d).

Title of Class of Securities

Common Stock, par value $0.01 per share

Item 2

(e).

CUSIP Number

52463G 10 5

Item 3.

IF THIS STATEMENT IS FILED PURSUANT TO SS.SS.240.13D-1(B) OR 240.13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS:

(f)

An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F)



Item 4.	Ownership Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

	(a)	Amount beneficially owned: 824,688

	(b)	Percent of class: 8.0% of 10,308,600 shares of Common Stock outstanding as of January 17, 2006.

	(c)	Number of shares as to which the person has:

		(i)	Sole power to vote or to direct the vote 769,709

		(ii)	Shared power to vote or to direct the vote 54,979

		(iii)	Sole power to dispose or to direct the disposition of 824,688

		(iv)	Shared power to dispose or to direct the disposition of 0

		The Legacy Banks Employee Stock Ownership Plan (the “ESOP”) was formed in connection with the conversion of the holding company structure of Legacy Banks (the wholly owned subsidiary of Legacy Bancorp, Inc.) from mutual to stock ownership. Under the terms of the approval from the Massachusetts Commissioner of Banks authorizing the establishment of the ESOP, shares of Common Stock owned by the ESOP and allocated to Participants are voted in the manner directed by the Participants. Unallocated shares and allocated shares as to which Participants have not directed the voting are required to be voted by the Trustee in a manner calculated to most accurately reflect the instructions received from the Participants regarding allocated stock, provided the Trustee determines such voting is in the best interests of the Participants and beneficiaries of the Plan.

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: Not Applicable

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: Not Applicable

Item 8.	Identification and Classification of Members of the Group: Not Applicable

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 acquired and are held in the ordinary course of business and 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.

January 18, 2006

Date

/s/ Linda Shultz

Signature

Linda Shultz

First Bankers Trust Services, Inc. Trustee

Name/Title

-----END PRIVACY-ENHANCED MESSAGE-----