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. ___)
First Mid-Illinois Bancshares, Inc.
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(NAME OF ISSUER)
Common Stock, par value $4.00 per share
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(TITLE OF CLASS OF SECURITIES)
320866 106
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(CUSIP NUMBER)
David R. Hodgman
c/o Schiff Hardin & Waite
6600 Sears Tower
Chicago, Illinois 60606
(312) 258-5500
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(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS)
November 1, 2002
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(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 for other parties to whom copies are to be sent.
*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 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 ("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).
(CONTINUED ON FOLLOWING PAGES)
Page 2 of 7 Pages
CUSIP NO. 320866 106 13D PAGE 3 OF 7 PAGES
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
DAVID R. HODGMAN
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [x]
3 SEC USE ONLY
4 SOURCE OF FUNDS
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES OF AMERICA
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 0 SHARES
OWNED BY
EACH
REPORTING
PERSON
WITH
8 SHARED VOTING POWER
165,000 SHARES
9 SOLE DISPOSITIVE POWER
0 SHARES
10 SHARED DISPOSITIVE POWER
165,000 SHARES
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
165,000 SHARES
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
14 TYPE OF REPORTING PERSON
OO
ITEM 1. SECURITY AND ISSUER.
This statement relates to the common stock, par value $4.00 per
share (the "Common Stock"), of First Mid-Illinois Bancshares, Inc., a
Delaware corporation (the "Company"), whose principal executive
offices are located at 1515 Charleston Avenue, Mattoon, Illinois
61938.
ITEM 2. IDENTITY AND BACKGROUND.
This statement is being filed by David R. Hodgman as co-trustee
of the trusts described in Item 5 below. His principal occupation is
working as an attorney with the law firm of Schiff Hardin & Waite.
His business address is as follows: Schiff Hardin & Waite, 6600 Sears
Tower, Chicago, Illinois 60606.
Steven L. Grissom serves as co-trustee of the trusts described in
Item 5 below. His principal occupation is serving as the
Administrative Officer of SKL Investment Group, LLC. His business
address is as follows: SKL Investment Group, LLC, 121 South 17th
Street, Mattoon, Illinois 61938.
Each of Mr. Hodgman and Mr. Grissom is a citizen of the United
States of America.
During the last five years, neither Mr. Hodgman nor Mr. Grissom
(i) have been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) and (ii) have been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction resulting in a judgment, decree or final order finding
any violation with respect to federal or state securities laws or
enjoining future violations of, or prohibiting or mandating activities
subject to, such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Shares of Common Stock for which Mr. Hodgman is reporting
beneficial ownership herein have been acquired in the following
manner: (i) 82,500 shares were acquired by the Richard Anthony
Lumpkin 1990 Personal Income Trust for the Benefit of Benjamin Iverson
Lumpkin dated April 20, 1990 (see Item 5 below); and (ii) 82,500
shares were acquired by the Richard Anthony Lumpkin 1990 Personal
Income Trust for the Benefit of Elizabeth Arabella Lumpkin dated April
20, 1990 (see Item 5 below). No borrowed funds were used for any of
the above-listed acquisitions.
ITEM 4. PURPOSE OF TRANSACTION.
Purchases of shares of Common Stock by Mr. Hodgman have been in
his capacity as co-trustee of the trusts described in Item 5 below.
Mr. Hodgman may purchase additional shares from time to time depending
upon price, market conditions, availability of funds, evaluation of
Page 4 of 7 Pages
other investment opportunities, and other factors. Although Mr.
Hodgman has no present intention to sell any shares, he could
determine from time to time, based upon the same factors listed above
for purchases, to sell some or all of the shares held by him.
Except as set forth above, Mr. Hodgman does not have any plan or
proposal which relates to any of the following matters:
(a) The acquisition by any person of additional securities of
the issuer, or the disposition of securities of the issuer;
(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;
(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; or
(j) Any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF ISSUER.
(a) & (b) Mr. Hodgman holds shared voting and investment power
over the following shares of Common Stock: (i) 82,500 shares held by
the Richard Anthony Lumpkin 1990 Personal Income Trust for the Benefit
of Benjamin Iverson Lumpkin dated April 20, 1990, under which Mr.
Hodgman serves as co-trustee (see Item 2 above); and (ii) 82,500
shares held by the Richard Anthony Lumpkin 1990 Personal Income Trust
for the Benefit of Elizabeth Arabella Lumpkin dated April 20, 1990,
Page 5 of 7 Pages
under which Mr. Hodgman serves as co-trustee (see Item 2 above);
however, Mr. Hodgman disclaims beneficial ownership of these 165,000
shares held by the foregoing trusts. Mr. Hodgman's total beneficial
ownership amounts to 165,000 shares of Common Stock, or 5.2% of the
outstanding shares.
(c) During the past 60 days, Mr. Hodgman has effected no
transactions in the Common Stock other than (i) an acquisition of
82,500 shares at $27.50 per share on November 1, 2002 by the Richard
Anthony Lumpkin 1990 Personal Income Trust for the Benefit of Benjamin
Iverson Lumpkin dated April 20, 1990; and (ii) an acquisition of
82,500 shares at $27.50 per share on November 1, 2002 by the Richard
Anthony Lumpkin 1990 Personal Income Trust for the Benefit of
Elizabeth Arabella Lumpkin dated April 20, 1990.
(d) Other than the entities described in sub-items (a) & (b)
above, to the knowledge of Mr. Hodgman, no other person has the right
to receive or the power to direct the receipt of dividends from, or
proceeds from the sale of, the shares of Common Stock beneficially
owned by Mr. Hodgman.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or
relationships (legal or otherwise) between Mr. Hodgman and any person
with respect to any securities of the issuer.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
None.
Page 6 of 7 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.
Dated: November 1, 2002
/s/ David R. Hodgman
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David R. Hodgman
Page 7 of 7 Pages