SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 1)
First BancTrust Corporation
-------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, Par Value $0.01 Per Share
-------------------------------------------------------------------------------
(Title of Class of Securities)
31868F 10 2
-------------------------------------------------------------------------------
(CUSIP Number)
December 31, 2002
-------------------------------------------------------------------------------
(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)
Page 1 of 5 Pages
CUSIP NO. 31868F 10 2 Page 2 of 5 Pages
-------------------------------------------------------------------------------
1. NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITY ONLY)
First BancTrust Corporation Employee Stock Ownership Plan Trust
-------------------------------------------------------------------------------
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
-------------------------------------------------------------------------------
3. SEC USE ONLY
-------------------------------------------------------------------------------
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois
-------------------------------------------------------------------------------
5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
VOTING POWER
92,329
-------------------------------------------------------------------------------
6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER
29,028
-------------------------------------------------------------------------------
7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER
92,329
-------------------------------------------------------------------------------
8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER
29,028
-------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
121,357
-------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
-------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.9%
-------------------------------------------------------------------------------
12. TYPE OF REPORTING PERSON
EP
-------------------------------------------------------------------------------
CUSIP NO. 31868F 10 2 Page 3 of 5 Pages
Item 1(a) Name of Issuer:
First BancTrust Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
206 South Central Avenue
Paris, Illinois 61944
Item 2(a) Name of Person Filing:
First BancTrust Corporation Employee Stock Ownership Plan Trust
Item 2(b) Address of Principal Business Office or, if None,
Residence:
First BancTrust Corporation
206 South Central Avenue
Paris, Illinois 61944
Item 2(c) Citizenship:
Illinois
Item 2(d) Title of Class of Securities:
Common Stock, par value $.01 per share
Item 2(e) CUSIP Number:
31868F 10 2
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b)
or (c), check whether the person filing is a:
(f) [X] An employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F).
Item 4. Ownership.
(a) Amount beneficially owned:
121,357
(b) Percent of class: 8.9%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote 92,329
(ii) Shared power to vote or to direct the vote 29,028
(iii) Sole power to dispose or to direct the
disposition of 92,329
(iv) Shared power to dispose or to direct the
disposition of 29,028
CUSIP NO. 31868F 10 2 Page 4 of 5 Pages
The First BancTrust Corporation Employee Stock Ownership Plan Trust
("Trust") was established pursuant to the First BancTrust Corporation
Employee Stock Ownership Plan ("ESOP"). Under the terms of the ESOP,
the Trustee will generally vote the allocated shares held in the ESOP
in accordance with the instructions of the participating employees.
Unallocated shares held in the ESOP will generally be voted by the
ESOP Trustee in the same proportion for and against proposals to
stockholders as the ESOP participants and beneficiaries actually
vote shares of Common Stock allocated to their individual accounts,
subject in each case to the fiduciary duties of the ESOP trustee and
applicable law. Any allocated shares which either abstain on the
proposal or are not voted will generally be disregarded in determining
the percentage of stock voted for and against each proposal by the
participants and beneficiaries. As of December 31, 2002, 29,028
shares had been or were committed to be allocated to participants'
accounts and 92,329 shares were unallocated.
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable since the reporting entity owns more than 5% of the
class.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Participants in the ESOP are entitled to receive dividends on, and
the proceeds from, the sale of the shares allocated to their accounts.
The ESOP does not own more than 5% on behalf of another person.
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.
Not applicable since the reporting entity is not a member of a group.
Item 9. Notice of Dissolution of Group.
Not applicable since the reporting entity is not a member of a group.
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. 31868F 10 2 Page 5 of 5 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.
FIRST BANCTRUST CORPORATION
EMPLOYEE STOCK OWNERSHIP PLAN TRUST
February 14, 2003 By: /s/ Linda Shultz
----------------------------------------------
First BankersTrust Company, N.A., as Trustee
Name: Linda Shultz
Title: Trust Officer