SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13E-3
(RULE 13e-100)
TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES
EXCHANGE ACT OF 1934 AND RULE 13E-3 THEREUNDER
RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)
CHESTER BANCORP
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(Name of Issuer)
Chester Bancorp, Inc. and Michael W. Welge
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(Name of Person(s) filing Statement)
Common Stock, $.01 par value
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(Title of Class of Securities)
164903106
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(CUSIP Number of Class of Securities)
Michael W. Welge
Chairman, President, and Chief Financial Officer
Chester Bancorp, Inc.
112 State Street
Chester, Illinois 62233
(618) 826-5038
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of the Filing Person(s))
Copy to:
John M. Welge, Esq.
Bryan Cave LLP
One Metropolitan Square, Suite 3600
St. Louis, Missouri 63102
(314)259-2000
Fax: (314)259-2020
This statement is filed in connection with:
a) [ ] The filing of solicitation materials or an information statement
subject to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the Securities
Exchange Act of 1934.
b) [ ] The filing of a registration Statement under the Securities Act
of 1933.
c) [X] A tender offer.
d) [ ] None of the above.
Check the following box if the soliciting materials or information
statement referred to in checking box (a) are preliminary copies: [ ]
Check the following box if the filing is a final amendment reporting
the results of the transaction: [ ]
CALCULATION OF FILING FEE
Transaction Valuation* Amount of Filing Fee**
$2,200,000 $178
*Calculated solely for the purpose of determining the filing fee, based upon the
tender offer price of $22.00 per share for the eligible common stock as of
April, 2003 multiplied by our estimate of the maximum number of shares to be
purchased (100,000).
** Previously paid.
[ ] Check box if any part of the fee is offset as provided by Rule 0-11(a)(2)
and identify the filing with which the offsetting fee was previously paid.
Identify the previous filing by registration statement number, or the Form or
Schedule and the date of its filing.
Amount Previously Paid: Not applicable. Filing party: Not applicable.
Form or Registration No.: Not applicable. Date Filed: Not applicable.
This Amendment No. 2 to the Schedule 13e-3 amends and supplements the Schedule
13e-3 filed on April 3, 2003 with the Securities and Exchange Commission, as
amended by Amendment No. 1 filed on April 16, 200 with the Securities and
Exchange Commission, related to the offer by Chester Bancorp, Inc., a Delaware
corporation, to purchase up to 500 of its shares of common stock, $0.01 par
value from each of its shareholders at a price of $22.00 per share, upon the
terms set forth in the Offer to Purchase dated April 11, 2003, as amended.
Item 16 is hereby amended and restated by amending and restating exhibit
(a)(1)(i).
ITEM 16. EXHIBITS.
EXHIBIT NO. DESCRIPTION
(a)(1)(i) Offer to Purchase.
(a)(1)(ii) Letter of Transmittal.*
(a)(1)(iii) Notice of Guaranteed Delivery.*
(a)(1)(iv) Letter to shareholders from Michael W. Welge, Chairman,
President and Chief Financial Officer, dated April 11, 2003.*
(a)(5)(i) Guidelines for Certification of Taxpayer Identification Number
on Substitute Form W-9.*
(a)(5)(ii) Press Release dated April 11, 2003.*
*previously filed.
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SIGNATURE
After due 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: April 22, 2003 CHESTER BANCORP, INC.
By: /s/ Michael W. Welge
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Name: Michael W. Welge
Title: President and Chief Financial
Officer
Dated: April 22, 2003 /s/ Michael W. Welge
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Michael W. Welge
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