Alpine Associates A Ltd Partnership/NJ – ‘SC 13D/A’ on 4/5/02 re: Guaranty Federal Bancshares Inc

On:  Friday, 4/5/02   ·   Accession #:  1004275-2-7   ·   File #:  5-53131

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Amendment to General Statement of Beneficial Ownership   —   Schedule 13D
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 13D/A    Amendment to General Statement of Beneficial           6±    22K 
                          Ownership                                              


        SECURITIES AND EXCHANGE COMMISSION
      WASHINGTON, D.C. 20549
       (Amendment No. 2)
      ----------------

      SCHEDULE 13D
     Under the Securities Exchange Act of 1934
      ----------

   Guaranty Federal Bancshares, Inc.
-----------------------------------------------------------------------------   
(Name of Issuer)                                                                
Common Stock, par value $.10                          40108P101                 
------------------------------              ---------------------------------   
(Title of class of securities)                       (CUSIP number)             

Todd J. Mason                                                                   
Alpine Associates, A Limited Partnership                                        
100 Union Avenue, Cresskill, NJ  07626, (201) 871-0866                          
----------------------------------------------------------------------------    
(Name, address and telephone number of person authorized to                     
     receive notices and communications)

March 28, 2002    
-----------------------------------------------------------------------------   
(Date of event which requires filing of this statement)                         

If the person has previously filed a statement on Schedule 13G to report the    
acquisition which is the subject of this Schedule 13D, and is filing this       
schedule because of Rule 13d-1(b) (3) or (4), check the following box [ ].      

Note: When filing this statement in paper format, six copies of this            
statement, including exhibits, should be filed with the Commission.  See Rule   
13d-1(a) for other parties to whom copies are to be sent.                       

* The remainder of this cover page shall be filled out for a reporting          
persons 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 and        
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that    
section of that Act but shall be subject to all other provisions of the Act     
(however, see the Notes).                                                       

1    NAME OF REPORTING PERSON: Alpine Associates, A Limited             
Partnership                                                   

S.S. OR I.R.S. IDENTIFICATION NO.                             
OF ABOVE PERSON: #06-0944931                                  

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X]          
                                             (B) [_]
3    SEC USE ONLY                                                       

4    SOURCE OF FUNDS: WC, BK, OO                                        

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS    [_]             
REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):                       

6    CITIZENSHIP OR PLACE OF                                            
ORGANIZATION:  New Jersey                                     

NUMBER OF SHARES   7    SOLE VOTING POWER:               0                      

BENEFICALLY        8    SHARED VOTING POWER:             0                      
OWNED BY                                                                        

EACH REPORTING     9    SOLE DISPOSITIVE POWER:          0                      

PERSON WITH       10    SHARED DISPOSITIVE POWER:        0                      

11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY                             
REPORTING PERSON:  0                                          

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)       [_]            
EXCLUDES CERTAIN SHARES:                                      

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.00%          

14   TYPE OF REPORTING PERSON: PN, BD                                   

1    NAME OF REPORTING PERSON: Alpine Partners, L.P.                    

S.S. OR I.R.S. IDENTIFICATION NO.                             
OF ABOVE PERSON:  #22-3528110                                 

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X]          
                                             (B) [_]
3    SEC USE ONLY                                                       

4    SOURCE OF FUNDS: WC, BK, OO                                        

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS    [_]             
REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):                       

6    CITIZENSHIP OR PLACE OF                                            
ORGANIZATION:  New Jersey                                     

NUMBER OF SHARES   7    SOLE VOTING POWER:             0                        

BENEFICALLY        8    SHARED VOTING POWER:           0                        
OWNED BY                                                                        

EACH REPORTING     9    SOLE DISPOSITIVE POWER:        0                        

PERSON WITH       10    SHARED DISPOSITIVE POWER:      0                        

11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY                             
REPORTING PERSON:  0                                          

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)       [_]            
EXCLUDES CERTAIN SHARES:                                      

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.00%          

14   TYPE OF REPORTING PERSON: PN, BD                                   

1    NAME OF REPORTING PERSON: Palisades Partners, L.P.                 

S.S. OR I.R.S. IDENTIFICATION NO.                             
OF ABOVE PERSON: #13-3456480                                  

2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (A) [X]          
                                             (B) [_]
3    SEC USE ONLY                                                       

4    SOURCE OF FUNDS: WC                                                

5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS    [_]             
REQUIRED PURSUANT TO ITEM 2(D) OR 2(E):                       

6    CITIZENSHIP OR PLACE OF                                            
ORGANIZATION: Delaware                                        

NUMBER OF SHARES   7    SOLE VOTING POWER:           0                          

BENEFICALLY        8    SHARED VOTING POWER:         0                          
OWNED BY                                                                        

EACH REPORTING     9   SOLE DISPOSITIVE POWER:       0                          

PERSON WITH       10    SHARED DISPOSITIVE POWER:    0                          

11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY                             
REPORTING PERSON:  0                                          

12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)       [_]            
EXCLUDES CERTAIN SHARES:                                      

13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 0.00%          

14   TYPE OF REPORTING PERSON: PN                                       

1.  SECURITY AND ISSUER                                                         
This statement relates to the Common Stock, par value $.10 (the "Stock"), 
of Guaranty Federal Bancshares, Inc. (the "Company").  The principal            
executive offices of the company are located at 1341 W. Battlefield,            
Springfield, Missouri 65807.                                                    

2.  IDENTITY AND BACKGROUND                                                     
The persons filing this statement are Alpine Associates, A Limited      
Partnership ("Associates"), a limited partnership organized under the laws of   
the State of New Jersey, principally engaged in the business of acting as a     
registered broker dealer and a member of the National Association of            
Securities Dealers; Alpine Partners, L.P. ("Partners"), a limited partnership   
organized under the laws of the State of New Jersey, principally engaged in     
the business of acting as a registered broker dealer and a member of the        
National Association of Securities Dealers; and Palisades Partners, L.P.        
("Palisades"), a limited partnership organized under the laws of the State of   
Delaware, principally engaged in the business of trading in securities.         
(Associates, Partners and Palisades together are referred to as                 
"Registrants".)  The principal office of each Registrant is located at 100      
Union Avenue, Cresskill, New Jersey 07626.  Eckert Corp. is the sole general    
partner of Associates and Partners. Victoria Eckert is the President of         
Eckert Corp. and its sole director.  Eckert Corp. is a Delaware corporation.    
Its business address is 100 Union Avenue, Cresskill, New Jersey 07626.  Its     
principal business is acting as general partner of Associates and Partners.     
Ms. Eckert is a citizen of the United States. Her business address is 100       
Union Avenue, Cresskill, New Jersey 07626.  Her principal occupation is         
acting as president of Eckert Corp.  Gordon A. Uehling, Jr. is the sole         
general partner of Palisades.  Mr. Uehling is a citizen of the United States.   
His business address is 100 Union Avenue, Cresskill, New Jersey 07626.  His     
principal occupation is acting as general partner of Palisades.  Robert E.      
Zoellner, a citizen of the United States whose business address is 100 Union    
Avenue, Cresskill, New Jersey 07626, provides investment management services    
to Associates, Partners and Palisades.  Mr. Zoellner and Ms. Eckert are         
married.  Registrants may be deemed to be a "group" within the meaning of       
Rule 13d-5 promulgated under the Securities Exchange Act of 1934, as amended,   
by virtue of their having a common investment manager and, in the case of       
Associates and Partners, a common general partner.  Each disclaims beneficial   
interest in the others holdings.  During the last five years, none of the       
above named persons has been convicted in any criminal proceeding (excluding    
traffic violations and similar misdemeanors) or has been a party to any civil   
proceeding of a judicial or administrative body of competent jurisdiction as    
a result of which such person was or is subject to a judgment, decree or        
final order enjoining future violations of, or prohibiting or mandating         
activities subject to, federal or state securities laws or finding any          
violation with respect to such laws.                                            

3.  SOURCE AND AMOUNT OF FUNDS                                                  
 A total of $4,018,288, $409,730, and $14,800 has been used by Associates,
Partners and Palisades, respectively, to purchase shares of the Stock.  The     
funds for such purchases have been obtained from working capital, which may     
at any given time include funds borrowed in the ordinary course of business     
from margin accounts.  It is expected that additional purchases of Stock (if    
any) will be financed in the same manner.                                       

4.  PURPOSE OF TRANSACTION                                                      
 Registrants purchased the Stock for investment, in the ordinary course of
their businesses.  In the future Registrants may, in the ordinary course of     
their businesses, make additional purchases and/or sales of the Stock.          
Except as set forth in the preceding sentence, Registrants have no plans or     
intentions which relate to or would result in any of the transactions           
described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.           

5.  INTEREST IN SECURITIES OF THE ISSUER                                        
(a) Registrants own no shares of the Stock.  Certain employees of an    
affiliate of Associates and Partners own shares of Common Stock in an           
aggregate amount less than 0.5% of the total outstanding shares.  Registrants   
disclaim beneficial interest in the shares held by such employees.              

(c)  On December 10, 2001, Registrants executed sales of all shares of  
the Stock they owned to an unaffiliated third party at a price of $15.13 per    
share.  Subsequently, on December 13, 2001, such third party refused to         
complete such transactions.  On March 28, 2002, in connection with the          
settlement of disputes arising from such transactions, Associates and           
Partners sold all shares of Stock they owned to the Company at a price of       
$15.13 per share.                                                               
(d)  Not applicable.                                                    
(e)  Not applicable.                                                    

6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO    
SECURITIES OF THE ISSUER                                                        
Except as set forth above, neither Associates, Partners, Palisades nor  
any of the other persons referred to in Item 2 above has entered into any       
contract, arrangement, understanding or relationship (legal or otherwise)       
with any person with respect to any securities of the Company.                  

7.  EXHIBITS                                                                    
Exhibit 1 - Joint Filing Agreement (Previously filed)                   

     SCHEDULE 13-D
     -------------

After reasonable inquiry and to the best of our knowledge and belief, we        
certify that the information set forth in this statement is true, complete      
and correct.                                                                    

          ALPINE ASSOCIATES,
             A LIMITED PARTNERSHIP
                 By: Eckert Corp., General Partner

 By: /S/TODD MASON
                --------------------------
Todd Mason

DATED:  April 5, 2002                                                           

     SCHEDULE 13-D
     -------------

After reasonable inquiry and to the best of our knowledge and belief, we        
certify that the information set forth in this statement is true, complete      
and correct.                                                                    

             ALPINE PARTNERS, L.P.
                 By: Eckert Corp., General Partner

 By: /S/TODD MASON
                  --------------------------
  Todd Mason

DATED:  April 5, 2002                                                           

     SCHEDULE 13-D
     -------------

After reasonable inquiry and to the best of our knowledge and belief, we        
certify that the information set forth in this statement is true, complete      
and correct.                                                                    

              PALISADES PARTNERS, L.P.

            BY:  /S/GORDON A. UEHLING, JR.
                --------------------------
            Gordon A. Uehling, Jr.

DATED:  April 5, 2002                                                           

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 13D/A’ Filing		Date		Other Filings
Filed on:		4/5/02		SC 13D/A
		3/28/02
		12/13/01
		12/10/01		8-K
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