-----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, DoqjxRivKJAr9qWbHjkeQtRdRzIzfWGBGxurC+kiipcigDtGONY/YfdKdtf9eH93 3sD85x9GnToYuzNahXkk7Q== 0001002105-98-000073.txt : 19980512 0001002105-98-000073.hdr.sgml : 19980512 ACCESSION NUMBER: 0001002105-98-000073 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980511 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INDEPENDENT COMMUNITY BANKSHARES INC CENTRAL INDEX KEY: 0000914138 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 541696103 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: SEC FILE NUMBER: 005-53995 FILM NUMBER: 98615608 BUSINESS ADDRESS: STREET 1: 111 W WASHINGTON ST STREET 2: C/O MIDDLEBURG BANK CITY: MIDDLEBURG STATE: VA ZIP: 22117 BUSINESS PHONE: 5406876377 MAIL ADDRESS: STREET 1: 111 WEST WASHINGTON STREET STREET 2: C/O MIDDLEBURG BANK CITY: MIDDLEBURG STATE: VA ZIP: 22117 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: WEST MILLICENT W CENTRAL INDEX KEY: 0001061430 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 111 WEST WASHINGTON ST CITY: MIDDLEBURG STATE: VA ZIP: 20117 MAIL ADDRESS: STREET 1: 111 WEST WASHINGTON ST CITY: MIDDLEBURG STATE: VA ZIP: 20117 SC 13D 1 SC 13D FILED BY MILLICENT W. WEST - -------------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (AMENDMENT NO. )1 INDEPENDENT COMMUNITY BANKSHARES, INC. - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK, PAR VALUE $5.00 PER SHARE - -------------------------------------------------------------------------------- (Title of Class of Securities) 45384Q103 - -------------------------------------------------------------------------------- (CUSIP Number) ALICE P. FRAZIER, INDEPENDENT COMMUNITY BANKSHARES, INC., 111 WEST WASHINGTON STREET, MIDDLEBURG, VIRGINIA 20117 (540) 687-6377 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) APRIL 30, 1998 - -------------------------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box |_|. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent. (Continued on following pages) (Page 1 of 6 Pages) ______________________ 1The 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 disclosures provided in a prior cover page. The information required on 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, as amended (the "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. 45384Q103 SCHEDULE 13D Page 2 of 6 Pages - ------------------------ ------------------------- - ------- ------------------------------------------------------------------------ 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Millicent W. West - ------- ------------------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_| (b) |_| Not Applicable - ------- ------------------------------------------------------------------------ 3 SEC USE ONLY - ------- ------------------------------------------------------------------------ 4 SOURCE OF FUNDS* PF - ------- ------------------------------------------------------------------------ 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) |_| Not Applicable - ------- ------------------------------------------------------------------------ 6 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. - ----------------------- ------- ------------------------------------------------ NUMBER OF 7 SOLE VOTING POWER SHARES 250,504 ------- ------------------------------------------------ 8 SHARED VOTING POWER BENEFICIALLY -0- ------- ------------------------------------------------ OWNED BY EACH 9 SOLE DISPOSITIVE POWER REPORTING 250,504 ------- ------------------------------------------------ 10 SHARED DISPOSITIVE POWER PERSON WITH -0- - ----------------------- ------- ------------------------------------------------ 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 250,504 - ------- ------------------------------------------------------------------------ 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |_| Not Applicable - ------- ------------------------------------------------------------------------ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.8% - ------- ------------------------------------------------------------------------ 14 TYPE OF REPORTING PERSON* IN - ------- ------------------------------------------------------------------------ *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13D FOR MILLICENT W. WEST Item 1. Security and Issuer This Schedule 13D relates to the common stock, par value $5.00 per share ("Common Stock"), of Independent Community Bankshares, Inc., 111 West Washington Street, Middleburg, Virginia 20117 (the "Issuer"). Item 2. Identity and Background (A) Millicent W. West (B) P.O. Box 236, Upperville, Virginia. (C) Ms. West is a horticulturist and is also a director of the Issuer. (D) During the past five years, Ms. West has not been convicted in a criminal proceeding, excluding traffic violations or similar misdemeanors. (E) During the past five years, Ms. West has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and has not been 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. (F) Ms. West is a citizen of the U.S.A. Item 3. Source and Amount of Funds and Other Consideration The source and amount of funds or other consideration used by Millicent W. West in acquiring beneficial ownership of shares of Common Stock are as follows: In June 1975, Ms. West inherited 1,724 shares of Common Stock from the estate of Donald McKenzie, her husband and a former president of The Middleburg Bank, a wholly-owned subsidiary and the predecessor to the Issuer. Since June 1975, there have been one eight-for-one stock split and four two-for-one stock splits of the Common Stock. Accordingly, with respect to these inherited shares of Common Stock, Ms. West now owns 220,672 shares. Page 3 of 5 Pages From 1978 to 1984, Ms. West estimates that she purchased 1,736 shares of Common Stock in privately negotiated transactions for an aggregate cost of $77,981.00. Due to subsequent stock splits and additional purchases and sales, including both those transactions for which Ms. West could not locate records and those transactions that are described in Item 5(c) below, Ms. West estimates that, with respect to these purchased shares of Common Stock, Ms. West now owns 29,832 shares. Item 4. Purpose of Transaction Millicent W. West has acquired shares of Common Stock for investment purposes. There are no plans or proposals which Ms. West may have that relate to or would result in: (A) The acquisition by any person of additional securities of the Issuer, or the disposition of securities of the Issuer, except as otherwise disclosed herein; (B) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (C) A sale or transfer of a material amount of assets of the Issuer or of any of its subsidiaries; (D) Any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (E) Any material change in the present capitalization or dividend policy of the Issuer; (F) Any other material change in the Issuer's business or corporate structure; (G) Changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (H) Causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; Page 4 of 6 Pages (I) A class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (J) Any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer (A) The aggregate number and percentage of Common Stock beneficially owned by Millicent W. West are 250,504 Shares and 13.8%, respectively. (B) Ms. West has the sole power to vote or to direct the vote and the sole power to dispose or to direct the disposition of all shares identified pursuant to Item 5(a). (C) The following table discloses the transactions in Common Stock during the past 60 days by Ms. West:
Type of Number Price Date Transaction of Shares Per Share ---- ----------- --------- --------- 4/20/98 Sale to officers and 1,000 $28.00 directors of the Issuer 4/27/98 Sale directly to market maker 6,000 $28.25 4/27/98 Sale directly to market maker 5,000 $28.00
(D) Not applicable. (E) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer Millicent W. West is a director of the Issuer. Item 7. Material to be Filed as Exhibits None Page 5 of 6 Pages SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement on Schedule 13D is true, complete and correct. Date: May 11, 1998 /s/ Millicent W. West ------------------------------- Millicent W. West Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (see 18 U.S.C. 1001). -----END PRIVACY-ENHANCED MESSAGE-----