-----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, CQNUaSYQSHxy5UQWWx9J/DtjCPf2ebp0sXghEOpzC/JIdDTr/3ovM5xRxA10bl66 6WtmR7xJM7ksh+h3lUZfHg== 0000950124-98-001253.txt : 19980312 0000950124-98-001253.hdr.sgml : 19980312 ACCESSION NUMBER: 0000950124-98-001253 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980311 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS BANKING CORP CENTRAL INDEX KEY: 0000351077 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 382378932 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-38319 FILM NUMBER: 98563631 BUSINESS ADDRESS: STREET 1: ONE CITIZENS BANKING CTR STREET 2: 328 SOUTH SAGINAW STREET CITY: FLINT STATE: MI ZIP: 48502 BUSINESS PHONE: 8107667500 MAIL ADDRESS: STREET 1: 1 CITIZENS BANKING CENTER STREET 2: 328 SOUTH SAGINAW STREET CITY: FLINT STATE: MI ZIP: 48502 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CITIZENS BANK /MI/ CENTRAL INDEX KEY: 0001057394 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 380421450 STATE OF INCORPORATION: MI FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 328 SOUTH SAGINAW STREET CITY: FLINT STATE: MI ZIP: 48502-2401 BUSINESS PHONE: 8107666941 SC 13G 1 SC 13G 1 OMB APPROVAL OMB Number: 3235-0145 Expires: December 31, 1997 Estimated average burden hours per response...........14.90 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ------- CITIZENS BANKING CORPORATION - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock 10.00 Par Value - -------------------------------------------------------------------------------- (Title of Class of Securities) 174420109 ---------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) *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). 2 CUSIP NO. 174420109 13G Page 2 of 5 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON CITIZENS BANK 38-0421450 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION 328 S. SAGINAW ST. FLINT, MI 48502-2401 5 SOLE VOTING POWER 2,111,311 NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 1,660,016 EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 1,258,643 8 SHARED DISPOSITIVE POWER 2,451,039 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,888,513 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 14% 12 TYPE OF REPORTING PERSON* *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 5 pages 3 Securities and Exchange Commission February 10, 1998 Page 3 of 5 ITEM 1 (a) Name of issuer CITIZENS BANKING CORPORATION ITEM 1 (b) Address of issuer's principal executive offices 328 S. Saginaw Street Flint, MI 48502 ITEM 2 (a) Name of corporation filing CITIZENS BANK ITEM 2 (b) Address of principal business office or, if none, residence 328 S. Saginaw Street Flint, MI 48502 ITEM 2 (c) Citizenship State Bank organized 1871 in Flint, Michigan ITEM 2 (d) Title of class of securities Common Stock, $10.00 par value ITEM 2 (e) CUSIP number 174420109 ITEM 3 Basis of filing This statement is filed pursuant to Rule 13d-1(b) or 13d-1(c). The person filing is a: (b) x Bank, as defined in Section 3(a) (6) of the Act. ----- 4 Securities and Exchange Commission February 10, 1998 Page 4 of 5 ITEM 4 Ownership As of December 31, 1997, the corporation filing beneficially owned 3,888,513 shares representing 14% of the class. As of such date, the person filing had: (i) Sole power to vote or direct the vote of 2,111,311 shares (ii) Shared power to vote or direct the vote of 1,660,016 shares (iii) Sole power to dispose or to direct the disposition of 1,258,643 shares (iv) Shared power to dispose or to direct the disposition of 2,451,039 shares The filing of this Schedule shall not be construed as an admission or as evidence that the person filing is, for any purposes, including the purposes of Section 13(d) or 13(g) of the Act, the beneficial power of any securities covered by this Schedule. ITEM 5 Owner of five percent or less of a class Not applicable ITEM 6 Ownership of more than five percent on behalf of another person The securities covered by this Schedule are held in fiduciary capacity by the reporting person. Accordingly, as to most or all of such securities, other persons hold the right to receive or direct the receipt of dividends from, or the proceeds from the sale of, such securities. No such interest relates to more than 5 percent of the class. ITEM 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent company Not applicable 5 Securities and Exchange Commisssion Date Page 5 of 5 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 in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such 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 2-10-98 Joyce L. Lehman ------------- ----------------------------- Signature Joyce Lehman Trust Compliance Officer -----END PRIVACY-ENHANCED MESSAGE-----