SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
HEARTLAND FINANCIAL USA, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
42234Q102
(CUSIP Number)
December 31, 2001
(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).
1. NAME OF REPORTING PERSON
I.R.S. Identification Nos. of above persons (entities only)
DUBUQUE BANK AND TRUST COMPANY
42-0223620
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
----
(b)
----
3. SEC USE ONLY
4. Citizenship or Place of Organization
Commercial bank organized under the laws of the State Of
Iowa
NUMBER OF 5. SOLE VOTING POWER: 676,223
SHARES
BENEFICIALLY 6. SHARED VOTING POWER: 109,784
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER: 676,223
REPORTING
PERSON 8. SHARED DISPOSITIVE POWER: 109,784
WITH
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
786,007
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES. (See instructions)
----
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.1%
12. TYPE OF REPORTING PERSON
BK
Item 1.
(a) Name of Issuer
Heartland Financial USA, Inc.
(b) Address of Issuer's Principal Executive Offices
1398 Central Avenue
Dubuque, Iowa 52001
Item 2.
(a) Name of Person Filing
Dubuque Bank and Trust Company
(b) Address of Principal Business Office, or if none,
Residence
1398 Central Avenue
Dubuque, Iowa 52001
(c) Citizenship
A commercial bank organized under the laws of the
State of Iowa
(d) Title of Class of Securities
Common Stock
(e) CUSIP Number
42234Q-10-2
Item 3. If this statement is filed pursuant to Subsection
240.13d-1(b) or 240.13d-2(b) or (c), check whether
the person filing is a:
(a) Broker or dealer registered under Section
15 of the Act (15 U.S.C. 78o);
---
(b) Bank as defined in Section 3(a)(6) of the Act
X (15 U.S.C. 78c);
---
(c) Insurance company as defined in Section 3(a)
(19) of the Act (15 U.S.C. 78c);
---
(d) Investment company registered under Section 8
of the Investment Company Act of 1940 (15
U.S.C. 80a-8);
---
(e) An investment adviser in accordance with
Subsection 240.13d-1(b)(1)(ii)(E);
---
(f) An employee benefit plan or endowment fund in
accordance with Subsection 240.13d-1(b)(1)
(ii)(F);
---
(g) A parent holding company or control person in
accordance with Subsection 240.13d-1(b)(1)
(ii)(G);
---
(h) A savings association as defined in Section
3(b) of the Federal Deposit Insurance Act
(12 U.S.C. 1813);
---
(i) A church plan that is excluded from the
definition of an investment company under
Section 3(c)(14) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3);
---
(j) Group, in accordance with Subsection
240.13d-1(b)(1)(ii)(J).
---
Item 4. Ownership
(a) Amount Beneficially Owned
The amount of securities reported as beneficially
owned consists of 786,007 shares of the Issuer's
common stock for which the Reporting Person serves
as sole or co-fiduciary with respect to trust and
other accounts. With respect to such shares, the
Reporting Person has sole voting and investment
power with respect to 676,223 shares and shared
voting and investment power over 109,784 shares.
The amount reported as beneficially owned does not
include 1,085,351 shares held in trust or other
fiduciary accounts and over which the Reporting
Person exercises no voting or investment power.
The 786,007 shares and the 1,871,358 shares
(consisting of the 786,007 shares with sole or
shared voting and investment power and the
1,085,351 with no voting or investment power)
represent 8% and 19% respectively, of the issued
and outstanding shares of the Issuer. The
Reporting Person disclaims beneficial ownership of
all 1,871,358 shares and the report shall not be
construed as an admission of beneficial ownership
for the purposes of Section 13 or any other
purpose.
(b) Percent of Class: 8.1%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
676,223
(ii) shared power to vote or to direct the vote:
109,784
(iii) sole power to dispose or to direct the
disposition of:
676,223
(iv) shared power to dispose or to direct the
disposition of:
109,784
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the
fact that as of the date hereof the reporting
person has ceased to be the beneficial owner of
more than 5 percent of the class of securities,
check the following:
---
Item 6. Ownership of More than Five Percent on Behalf of
Another Person
The amount of securities reported as beneficially owned
consists of shares of the Issuer's common stock for
which the Reporting Person serves as sole or co-
fiduciary with respect to trusts and other accounts.
The Reporting Person is not aware of any person or
group of persons who own more than five percent of the
Issuer's common stock and for whom the Reporting Person
serves as sole or co-fiduciary, except that the
Reporting Person is co-trustee for a trust over which
Lynn S. Fuller controls the voting of all 77,848 shares
of the Issuer's common stock held by such trust.
Item 7. Identification and Classification of the
Subsidiary Which Acquired the Security Being Reported
on By the Parent Holding Company
N/A
Item 8. Identification and Classification of Members of
the Group
N/A
Item 9. Notice of Dissolution of Group
N/A
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 for the
effect of changing or influencing the control of the issuer of
such securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
[THE REMAINDER OF THIS PAGE IS LEFT INTENTIONALLY BLANK]
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.
February 12, 2002
--------------------------
Date
DUBUQUE BANK AND TRUST COMPANY
By: /s/ Paul Peckosh
----------------------
Paul J. Peckosh
Executive Vice President, Trust