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
Clover Leaf Financial Corp.
--------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $0.10 par value per share
--------------------------------------------------------------------------------
(Title of Class of Securities)
18913V 10 9
--------------------------------------------------------------------------------
(CUSIP Number)
Joseph J. Gugger
200 East Park Street
Edwardsville, Illinois 62025
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communication)
March 4, 2002
--------------------------------------------------------------------------------
(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 which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box
9.
Note. Six copies of this statement, including all exhibits, should be filed
with the Office. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
(Continued on following pages)
(Page 1 of 11 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 or otherwise subject to the liabilities of that Act but shall be
subject to all other provisions of the Act (however, see the Notes).
CUSIP NO. 18913V 10 9 Page 2 of 11 Pages
======== =======================================================================
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Joseph J. Gugger
344-44-8180
-------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
-------- -----------------------------------------------------------------------
3 SEC USE ONLY
-------- -----------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
-------- -----------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
-------- -----------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
------------------------- ----- ------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED BY 0
EACH REPORTING PERSON
WITH
------------------------- ----- ------------------------------------------------
8 SHARED VOTING POWER
0
------------------------- ----- ------------------------------------------------
9 SOLE DISPOSITIVE POWER
0
------------------------- ----- ------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
-------- -----------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
-------- -----------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
-------- -----------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0%
-------- -----------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
======== =======================================================================
CUSIP NO. 18913V 10 9 Page 3 of 11 Pages
======== =======================================================================
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Joseph J. Gugger Trust
-------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
-------- -----------------------------------------------------------------------
3 SEC USE ONLY
-------- -----------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
-------- -----------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
-------- -----------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
------------------------- ----- ------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED BY 41,000
EACH REPORTING PERSON
WITH
------------------------- ----- ------------------------------------------------
8 SHARED VOTING POWER
0
------------------------- ----- ------------------------------------------------
9 SOLE DISPOSITIVE POWER
41,000
------------------------- ----- ------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
-------- -----------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
41,000
-------- -----------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
-------- -----------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.2%
-------- -----------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
OO
======== =======================================================================
CUSIP NO. 18913V 10 9 Page 4 of 11 Pages
======== =======================================================================
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
J & M Limited Partnership
-------- -----------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [X]
(b) [ ]
-------- -----------------------------------------------------------------------
3 SEC USE ONLY
-----------------------------------------------------------------------
-------- -----------------------------------------------------------------------
4 SOURCE OF FUNDS
OO
-----------------------------------------------------------------------
-------- -----------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) [ ]
-------- -----------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
------------------------- ----- ------------------------------------------------
NUMBER OF SHARES 7 SOLE VOTING POWER
BENEFICIALLY OWNED BY 11,160
EACH REPORTING PERSON
WITH
------------------------- ----- ------------------------------------------------
8 SHARED VOTING POWER
0
------------------------- ----- ------------------------------------------------
9 SOLE DISPOSITIVE POWER
11,160
------------------------- ----- ------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
-------- -----------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11,160
-------- -----------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
-------- -----------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.7%
-------- -----------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
PN
======== =======================================================================
CUSIP NO. 18913V 10 9 Page 5 of 11 Pages
Item 1. Security and Issuer
State the title of the class of equity securities to which this statement
relates and the name and address of the principal executive offices of the
issuer of such securities.
This statement relates to the common stock, par value $0.10 per share (the
"Common Stock"), of Clover Leaf Financial Corp. ("Issuer"). The address of the
principal executive office of the Issuer is 200 East Park Street, Edwardsville,
Illinois 62025.
Item 2. Identity and Background
If the person filing this statement or any person enumerated in Instruction
C of this statement is a corporation, general partnership, limited partnership,
syndicate or other group of persons, state its name, the state or other place of
its organization, its principal business, the address of its principal office
and the information required by (d) and (e) of this Item. If the person filing
this statement or any person enumerated in Instruction C is a natural person,
provide the information specified in (a) through (f) of this Item with respect
to such person(s).
This statement is being filed by Joseph J. Gugger, the Jopseh J. Gugger
Trust and the J & M Limited Partnership. As of the date hereof, the Joseph J.
Gugger Trust owns 41,000 shares of the Issuer's common stock. Mr. Gugger is the
trustee of the Joseph J. Gugger Trust. As of the date hereof, the J & M Limited
Partnership owns 11,160 shares of the Issuer's common stock. Mr. Gugger is the
general partner of the J & M Limited Partnership.
(a) Name:
Joseph J. Gugger
Joseph J. Gugger Trust
J & M Limited Partnership
(b) Residence or Principal Address:
Joseph J. Gugger
200 East Park Street
Edwardsville, Illinois 62025
Joseph J. Gugger Trust
P. O. Box 514
Edwardsville, Illinois 62025
J & M Limited Partnership
P.O. Box 514
Edwardsville, Illinois 62025
CUSIP NO. 18913V 10 9 Page 6 of 11 Pages
(c) Present principal occupation or employment and the name,
principal business and address of any corporation or other
organization in which such employment is conducted:
Director
Clover Leaf Financial Corp.
200 East Park Street
Edwardsville, Illinois 62025
Owner
Gugger Group, Inc.
P. O. Box 514
Edwardsville, Illinois 62025
Partner
J & M Limited Partnership
P.O. Box 514
Edwardsville, Illinois 62025
(d) Whether or not, during the last five years, such person
has been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) and, if so, give the
dates, nature of conviction, name and location of court, and
penalty imposed, or other disposition of the case:
Joseph J. Gugger, The Joseph J. Gugger Trust, and the J & M
Limited Partnership have not, during the last five years, been
convicted in any criminal proceeding (excluding traffic
violations or similar misdemeanors.)
(e) Whether or not, during the last five years, such person was a
party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and as a result of such
proceeding was or is 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; and,
if so, identify and describe such proceedings and summarize
the terms of such judgment, decree or final order; and
Joseph J. Gugger, The Joseph J. Gugger Trust, and the J & M
Limited Partnership have not, during the last five years, been
a party to a civil proceeding of a judicial or administrative
body of competent jurisdiction and has not, as a result of
such proceeding, 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) Citizenship.
Joseph J. Gugger is a U.S. citizen.
CUSIP NO. 18913V 10 9 Page 7 of 11 Pages
Item 3. Source and Amount of Funds or Other Consideration
State the source and the amount of funds or other consideration used or
to be used in making the purchases, and if any part of the purchase price is or
will be represented by funds or other consideration borrowed or otherwise
obtained for the purpose of acquiring, holding, trading or voting the
securities, a description of the transaction and the names of the parties
thereto. Where material, such information should also be provided with respect
to prior acquisitions not previously reported pursuant to this regulation. If
the source of all or any part of the funds is a loan made in the ordinary course
of business by a bank, as defined in Section 3(a)(6) of the Act, the name of the
bank shall not be made available to the public if the person at the time of
filing the statement so requests in writing and filed such request, naming such
bank, with the Secretary of the Commission. If the securities were acquired
other than by purchase, describe the method of acquisition.
Existing funds we used to purchase the Issuer's common stock; all of
the shares were acquired in open market transactions.
Item 4. Purpose of the Transaction
State the purpose or purposes of the acquisition of securities of the
issuer. Describe any plans or proposals which the reporting persons may have
which relate to or would result in:
The shares of the Issuer's common stock have been purchased for
investment purposes only.
(a) The acquisition by any person of additional securities of the
issuer, or the disposition of securities of the issuer;
The Issuer's common stock was acquired for investment purposes
only. The shares may be sold, however, if attractive
investment opportunities become available in the future.
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any
of its subsidiaries;
None.
(c) A sale or transfer of a material amount of assets of the
issuer or any of its subsidiaries;
None.
(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;
None.
CUSIP NO. 18913V 10 9 Page 8 of 11 Pages
(e) Any material change in the present capitalization or dividend
policy of the issuer;
None.
(f) Any other material change in the issuer's business or
corporate structure including but not limited to, if the
issuer is a registered closed-end investment company, any
plans or proposals to make any changes in its investment
policy for which a vote is required by Section 13 of the
Investment Company Act of 1940;
None.
(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;
None.
(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;
None.
(i) A class of equity securities of the issuer becoming eligible
for termination of registration pursuant to Section
12(g)(4) of the Act; or
None.
(j) Any action similar to any of those enumerated above.
None.
Item 5. Interest in Securities of the Issuer
(a) State the aggregate number and percentage of the class of
securities identified pursuant to Item 1 (which may be based
on the number of securities outstanding as contained in the
most recently available filing with the Commission by the
issuer unless the filing person has reason to believe such
information is not current) beneficially owned (identifying
those shares which there is a right to acquire) by each person
named in Item 2. The above-mentioned information should also
be furnished with respect to persons who, together with any of
the persons named in Item 2, comprise a group within the
meaning of Section 13(d)(3) of the Act;
As of the date hereof, the Joseph J. Gugger Trust owns
41,000 shares of the Issuer's common stock. Mr. Gugger is
the trustee of the Joseph J. Gugger Trust. As of the date
hereof, the J & M Limited Partnership owns 11,160
CUSIP NO. 18913V 10 9 Page 9 of 11 Pages
shares of the Issuer's common stock. Mr. Gugger is the
general partner of the J & M Limited Partnership.
(b) For each person named in response to paragraph (a), indicate
the number of shares as to which there is sole power to vote
or to direct the vote, shared power to vote or direct the
vote, sole power to dispose or to direct the disposition.
Provide the applicable information required by Item 2 with
respect to each person with whom the power to vote or to
direct the vote or to dispose or direct the disposition is
shared;
See paragraph (a).
(c) Describe any transactions in the class of securities reported
on that were effected during the past sixty days or since the
most recent filing on Schedule 13D (ss..13d-191), whichever is
less, by the persons named in response to paragraph (a).
The following transactions were effected by or on behalf of
the Joseph J. Gugger Trust and the J & M Limited Partnership
during the past sixty days:
Joseph J. Gugger Trust
Date Shares Price
2/20/02 8,000 13.23
2/26/02 2,000 13.34
2/28/02 3,000 13.50
3/1/02 2,000 13.54
3/4/02 3,000 13.50
3/5/02 8,000 13.50
J & M Limited Partnership
Date Shares Price
2/14/02 1,600 13.15
2/19/02 6,560 13.10
3/1/02 3,000 13.54
Item 6. Contracts, Arrangements, Understandings or Relationships With
Respect to Securities of the Issuer
Describe any contracts, arrangements, understandings or relationships
(legal or otherwise) among the persons named in Item 2 and between such persons
and any person with respect to any securities of the issuer, including but not
limited to transfer or voting of any of the securities, finder's fees, joint
ventures, loan or option arrangements, put or calls, guarantees of profits,
division of profits or loss, or the giving or withholding of proxies, naming the
persons with whom such contracts, arrangements, understandings or relationships
have been entered into. Include such information for any of the securities that
are pledged or otherwise subject to a
CUSIP NO. 18913V 10 9 Page 10 of 11 Pages
contingency the occurrence of which would give another person voting power or
investment power over such securities except that disclosure of standard default
and similar provisions contained in loan agreements need not be included.
None.
Item 7. Material to Be Filed as Exhibits
The following shall be filed as exhibits: copies of written agreements
relating to the filing of joint acquisition statements as required by Rule
13d-1(f) ss.240.13d-1(f) and copies of all written agreements, contracts,
arrangements, understandings, plans or proposals relating to (1) the borrowing
of funds to finance the acquisition as disclosed in Item 3; (2) the acquisition
of issuer control, liquidation, sale of assets, merger, or change in business or
control, liquidation, sale of assets, merger, or change in business or corporate
structure or any other matter as disclosed in Item 4; and (3) the transfer or
voting of the securities, finder's fees, joint ventures, options, puts, calls,
guarantees of loans, guarantees against loss or of profit, or the giving or
withholding of any proxy as disclosed in Item 6.
None.
CUSIP NO. 18913V 10 9 Page 11 of 11 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: March 14, 2002
/s/ Joseph J. Gugger
----------------------------------------------------
Joseph J. Gugger, as an individual, as a trustee
of the Joseph J. Gugger Trust, and as the
general partner of the J & M Limited Partnership