SC 13G/A 1 p07-0068_sc13ga.htm NORTH CENTRAL BANCSHARES, INC. Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. 6) *
 
 
 
North Central Bancshares, Inc.
(Name of Issuer)
 
 
 
Common Stock, $.01 par value per share
(Title of Class of Securities)
 
 
 
658418-10-8
(CUSIP Number)
 
 
 
 
(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).
 
 
 
 
CUSIP NO. 658418-10-8 
Page 2 of 6 Pages
 
 
 
 
1.
Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
First Federal Savings Bank of Iowa - Employee Stock Ownership Plan                                    
 
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 Federally-chartered Savings Bank           
  
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With
5.
Sole Voting Power                0 
6.
Shared Voting Power            0 
7.
Sole Dispositive Power        0 
8.
Shared Dispositive Power    164,850 
9.
Aggregate Amount Beneficially Owned by Each Reporting Person   164,850                                            
 
10.
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions):     [_]
 
11.
Percent of Class Represented by Amount in Row (9)
11.9% of 1,380,653 shares of common stock outstanding as of December 31, 2006.                              
 
12.
Type of Reporting Person (See Instructions)   EP                                                                                          
 
 

 
 
CUSIP NO. 658418-10-8 
Page 3 of 6 Pages
 
 
Item 1(a).           Name of Issuer:
North Central Bancshares, Inc., an Iowa corporation
 
Item 1(b).           Address of Issuer’s Principal Executive Offices:
825 Central Avenue, Fort Dodge, Iowa 50501
 
Item 2(a).            Name of Person Filing:
First Federal Savings Bank of Iowa
Employee Stock Ownership Plan and Trust
Trustee: First Bankers Trust Services, Inc.
 
Item 2(b).           Address of Principal Business Office or, if none, Residence:
2321 Kochs Lane
Quincy, IL 62305
 
Item 2(c).           Citizenship or Place of Organization:
Employee Benefit Plan of a Federal Savings Bank
 
Item 2(d).           Title of Class of Securities:
Common Stock, $.01 par value per share
 
Item 2(e).           CUSIP Number:
658418-10-8
 
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: 164,850 shares
 
(b)   Percent of class: 11.9%
 
(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: 0 shares
 
 
 
 
CUSIP NO. 658418-10-8 
Page 4 of 6 Pages
 
 
 
 
(iii)
Sole power to dispose or to direct the disposition of: 0 shares
 
(iv)  
Shared power to dispose or to direct the disposition of: 164,850 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 First Bankers Trust Services, Inc., as Plan Trustee, as of December 31, 2006. As of December 31, 2006, 164,850 of such shares of Common Stock had been allocated to individual accounts established for participating employees and their beneficiaries. There are no unallocated shares held by the Plan. 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, 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. 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 and 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 5% 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.
 
 
 
 
CUSIP NO. 658418-10-8 
Page 5 of 6 Pages
 
 
 
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 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.
 

 
 
 
CUSIP NO. 658418-10-8 
Page 6 of 6 Pages
 
 

 
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: January 26, 2007


First Federal Savings Bank of Iowa Employee Stock Ownership Plan


First Bankers Trust Services, Inc., as Trustee of the First Federal Savings Bank of Iowa Employee Stock Ownership Plan

By:     /s/ Linda Shultz                            
Name/Title:  Linda Shultz, Trust Officer         


ESOP Committee of First Federal Savings Bank of Iowa Employee Stock Ownership Plan

By:     /s/ Melvin R. Schroeder              
Name/Title:  Melvin R. Schroeder, Chairman 

By:     /s/ Robert H. Singer, Jr.                
Name/Title:  Robert H. Singer, Jr., Member    

By:     /s/ Randall L. Minear                   
Name/Title:  Randall L. Minear, Member