SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES
13d- 1(b) (c), (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b)
Amendment No. 2
Falmouth Bancorp, Inc.
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(Name of Issuer)
Common Stock, par value $0.01 per share
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(Title of Class of Securities)
306763-10-3
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(CUSIP Number)
November 22, 2001
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] 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).
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Santo P. Pasqualucci
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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5 SOLE VOTING POWER
67,778
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NUMBER OF 6 SHARED VOTING POWER
SHARES
BENEFICIALLY 31,524
OWNED BY --------------------------------------------------
EACH 7 SOLE DISPOSITIVE POWER
REPORTING
PERSON 67,778
WITH --------------------------------------------------
8 SHARED DISPOSITIVE POWER
31,524
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
99,302
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10 CHECK IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES*
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.1% of 929,007 shares of common stock outstanding as of
December 3, 2001.
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTION BEFORE FILLING OUT!
Item 1(a)
Name of Issuer: Falmouth Bancorp, Inc. ("Company")
Item 1(b)
Address of Issuer's Principal Executive Office: 20 Davis Straits,
Falmouth, Massachusetts 02540
Item 2(a)
Name of Person Filing: Santo P. Pasqualucci
Item 2(b)
Address of Principal Business Office
or, if None, Residence: c/o Falmouth Co-operative Bank
20 Davis Straits
Falmouth, Massachusetts 02540
Item 2(c)
Citizenship: USA
Item 2(d)
Title of Class of Securities: Common Stock, par value $0.01 per share
("Common Stock").
Item 2(e)
CUSIP Number: 306763-10-3
Item 3
If this statement is filed pursuant to [SECTIONS]240.13d-1(b) or 240.13d-2(b)
or (c): Not applicable.
Item 4
Ownership:
(a) Amount Beneficially Owned 99,302
(b) Percent of Class 10.1%
(c) Number of shares as to which
such person has:
(i) sole power to vote or to
direct the vote . . . . 67,778, which includes the following
shares:
(1) 10,000 shares allocated under the 1997 Recognition and
Retention Plan for Outside Directors, Officers and
Employees of Falmouth Bancorp, Inc.;
(2) 1,410 shares held directly by Mr. Pasqualucci; and
(3) 56,368 shares granted as stock options under the 1997
Stock Option Plan for Outside Directors, Officers and
Employees of Falmouth Bancorp, Inc., which are
exercisable.
(ii) shared power to vote or to
direct the vote . . . . 31,524, which includes the following
shares:
(1) 7,497 shares allocated under the Falmouth Co-operative
Bank Employee Stock Ownership Plan and Trust;
(2) 18,000 shares held in IRA's in Mr. Pasqualucci's name;
and
(3) 6,027 shares held in trust for the benefit of Mr.
Pasqualucci's minor children.
(iii) sole power to dispose or to
direct disposition of . . . . 67,778, which includes the
following shares:
(1) 10,000 shares allocated under the 1997 Recognition and
Retention Plan for Outside Directors, Officers and
Employees of Falmouth Bancorp, Inc.;
(2) 1,410 shares held directly by Mr. Pasqualucci; and
(3) 56,368 shares granted as stock options under the 1997
Stock Option Plan for Outside Directors, Officers and
Employees of Falmouth Bancorp, Inc., which are
exercisable.
(iv) shared power to dispose or to
direct disposition of . . . . 31,524, which includes the
following shares:
(1) 7,497 shares allocated under the Falmouth Co-operative
Bank Employee Stock Ownership Plan and Trust;
(2) 18,000 shares held in IRA's in Mr. Pasqualucci's name;
and
(3) 6,027 shares held in trust for the benefit of Mr.
Pasqualucci's minor children.
Item 5
Ownership of Five Percent or Less of a Class: Not applicable.
Item 6
Ownership of More than Five Percent on Behalf of Another Person: Not
applicable.
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.
Item 9
Notice of Dissolution of Group: Not applicable.
Item 10
Certification: By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above 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 such securities and were not acquired or are not
held in connection with or as a participant in any transaction having that
purpose or effect.
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.
December 5, 2001
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Date
/s/ Santo P. Pasqualucci
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(Signature)
Santo P. Pasqualucci, President & CEO
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(Name/Title)
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative other than an
executive officer or general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall be filed
with the statement, provided, however, that a power of attorney for this
purpose which is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the statement
shall be typed or printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See [SECTION]240.13d-7 for
other parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001).