UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 4
Falmouth Bancorp, Inc.
---------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $.01 par value per share
---------------------------------------------------------------------------
(Title of Class of Securities)
306763-10-3
---------------------------------------------------------------------------
(CUSIP Number)
December 31, 2003
---------------------------------------------------------------------------
(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).
CUSIP NO. 306763-10-3 Page 2 of 6 Pages
---------------------------------------------------------------------------
1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only)
Santo P. Pasqualucci
---------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
(b) [ ]
---------------------------------------------------------------------------
3. SEC Use Only
---------------------------------------------------------------------------
4. Citizenship or Place of Organization USA
---------------------------------------------------------------------------
5. Sole Voting Power 68,724
Number of ---------------------------------------------------------
Shares 6. Shared Voting Power 18,879
Beneficially ---------------------------------------------------------
Owned by 7. Sole Dispositive Power 66,571
Each ---------------------------------------------------------
Reporting 8. Shared Dispositive Power 21,032
Person With
---------------------------------------------------------------------------
9. Aggregate Amount Beneficially Owned by Each Reporting Person 87,603
---------------------------------------------------------------------------
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions):
[ ]
---------------------------------------------------------------------------
11. Percent of Class Represented by Amount in Row (9)
9.56% of 916,727 shares of Common Stock outstanding as of
December 31, 2003.
---------------------------------------------------------------------------
12. Type of Reporting Person (See Instructions) IN
---------------------------------------------------------------------------
CUSIP NO. 306763-10-3 Page 3 of 6 Pages
Item 1(a). Name of Issuer:
Falmouth Bancorp, Inc. ("Company")
Item 1(b). Address of Issuer's Principal Executive Offices:
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 or Place of Organization:
USA
Item 2(d). Title of Class of Securities:
Common Stock, $.01 par value 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: 87,603 shares
(b) Percent of class: 9.56%
(c) Number of shares as to which the person has:
(i) sole voting power to vote or direct the vote:
68,724, which includes the following shares:
a. 3,231 shares allocated under the 1997
Recognition and Retention Plan for Outside
Directors, Officers and Employees of Falmouth
Bancorp, Inc.;
CUSIP NO. 306763-10-3 Page 4 of 6 Pages
b. 4,217 shares held directly by Mr.
Pasqualucci;
c. 3,018 shares held in trust for the benefit of
Mr. Pasqualucci's minor children; and
d. 58,258 shares granted as stock options, which
are exercisable within 60 days of December
31, 2003.
(ii) shared power to vote or to direct the vote:
18,879, which includes the following shares:
a. 9,879 shares allocated under the Falmouth
Co-operative Bank Employee Stock Ownership
Plan and Trust; and
b. 9,000 shares held in an IRA in Mr.
Pasqualucci's name.
(iii) sole power to dispose or to direct the
disposition of: 66,571 which includes the
following shares:
a. 1,078 shares allocated under the 1997
Recognition and Retention Plan for Outside
Directors, Officers and Employees of Falmouth
Bancorp, Inc, which shares vest within 60
days of December 31, 2003;
b. 4,217 shares held directly by Mr.
Pasqualucci;
c. 3,018 shares held in trust for the benefit of
Mr. Pasqualucci's minor children; and
d. 58,258 shares granted as stock options, which
are exercisable within 60 days of December
31, 2003.
(iv) shared power to dispose or to direct the
disposition of: 21,032, which includes the
following shares:
a. 9,879 shares allocated under the Falmouth Co-
operative Bank Employee Stock Ownership Plan
and Trust;
b. 9,000 shares held in an IRA in Mr.
Pasqualucci's name; and
c. 2,153 shares allocated under the 1997
Recognition and Retention Plan for Outside
Directors, Officers and Employees of Falmouth
Bancorp, Inc
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.
CUSIP NO. 306763-10-3 Page 5 of 6 Pages
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 acquired
and are held in the course of ordinary 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. 306763-10-3 Page 6 of 6 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.
Date: January 20, 2004
Signature: /s/ Santo P. Pasqualucci
------------------------
Name/Title: Santo P. Pasqualucci
President and CEO