SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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. 3)(1)
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)
320866106
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(CUSIP Number)
Margaret Lumpkin Keon
c/o Keon Enterprises
16 Miller Avenue, Suite 203
Mill Valley, California 94941
(415)381-5366
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 9, 2004
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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.
(Continued on following pages)
(Page 1 of 5 Pages)
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(1) 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 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.320866106 13D Page 2 of 5 Pages
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Margaret Lumpkin Keon
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [_]
(b) [X]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS*
PF
________________________________________________________________________________
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
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7 SOLE VOTING POWER
NUMBER OF 92,854
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
44,368
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 92,854
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
44,368
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
137,222
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
[_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.6%
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14 TYPE OF REPORTING PERSON*
IN
________________________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
CUSIP No. 320866106 13D Page 3 of 5 Pages
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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 Margaret Lumpkin Keon, individually and as
trustee of the trusts described in Item 5 below. Ms. Keon is a
citizen of the United States of America. Her principal occupation is managing
her investments. Her business address is as follows: Keon Enterprises,
16 Miller Avenue, Suite 203, Mill Valley, California 94941.
During the last five years, Ms. Keon (i) has not been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors) and (ii) has
not been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction 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.
Since Ms. Keon's most recently filed amendment to this statement on
November 1, 2002, 1,854 shares of Common Stock for which Ms. Keon is reporting
beneficial ownership herein have been acquired pursuant to dividend reinvestment
under the Company's Dividend Reinvestment Plan. No borrowed funds were used
for the above listed acquisition.
In addition to this acquisition, Ms. Keon has disposed of shares since her
most recently filed amendment to this statement on Schedule 13D, which shares
are no longer reported herein, as described in Item 5 below.
________________________________________________________________________________
Item 4. Purpose of Transaction.
Purchases of shares of Common Stock by Ms. Keon have been for investment
purposes. Ms. Keon may purchase additional shares from time to time
depending upon price, market conditions, availability of funds, evaluation of
other investment opportunities, and other factors. Other than as described in
Item 5 below, Ms. Keon has no present intention to sell any shares, although she
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 her.
Except as set forth above, Ms. Keon does not have any plan or proposal which
relates to or would result in 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.
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Item 5. Interest in Securities of the Issuer.
(a) & (b) Ms. Keon holds sole voting and investment power over 92,854
shares of Common Stock held by the Margaret Lumpkin Keon Trust, under which Ms.
Keon serves as trustee. Ms. Keon's beneficial ownership reported herein
includes 44,368 shares held by SKL Investment Group, LLC over which shares
Ms. Keon has shared voting and investment power. Ms. Keon's beneficial
ownership amounts to 137,222 shares of Common Stock, or 4.6% of the
outstanding shares.
(c) During the past 60 days, Ms. Keon has effected no transactions in
the Common Stock other than (i) the disposition on February 9, 2004 of 25,000
shares from the Margaret L. Keon 2002 CRUT, under which Ms. Keon serves as
trustee, holding sole voting and investment power, to the Company at $47.50 per
share; and (ii) a disposition of 25,000 shares from SKL Investment Group, LLC,
over which shares Ms. Keon has shared voting and investment power, to the
Company at $47.50 per share on February 9, 2004.
(d) Other than the entities described in sub-items (a) & (b) above, to the
knowledge of Ms. Keon, 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 Ms. Keon.
(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 Ms. Keon and any person with respect to any securities of
the issuer.
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Item 7. Material to be Filed as Exhibits.
None
________________________________________________________________________________
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 9, 2004
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(Date)
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(Signature)
Margaret Lumpkin Keon
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(Name/Title)
Attention. Intentional misstatements or omissions of fact constitute federal
criminal violations (see 18 U.S.C. 1001).