------------------------------ OMB APPROVAL ------------------------------ OMB Number 3235-0145 Expires: November 30, 1999 Estimated average burden hours per response ..... 14.90 ------------------------------ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* HOM Corporation -------------------------------------------------------------------------------- (Name of Issuer) Common Stock -------------------------------------------------------------------------------- (Title of Class of Securities) 40427C 10 4 -------------------------------------------------------------------------------- (CUSIP Number) Robert S. Wilson 4210 Columbia Road, Suite 10C Martinez, GA 30907 (706) 228-5087 -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 21, 2002 -------------------------------------------------------------------------------- (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 ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-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 ss. 240.13d-7(b) for other parties to whom copies are to be sent. * 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). POTENTIAL PERSONS WHO ARE TO RESPOND TO THE COLLECTION OF INFORMATION CONTAINED IN THIS FORM ARE NOT REQUIRED TO RESPOND UNLESS THE FORM DISPLAYS A CURRENTLY VALID OMB CONTROL NUMBER. CUSIP No. 40427C 10 4 13D Page 2 of 5 Pages -------------------------------------------------------------------------------- 1. Name of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Robert S. Wilson -------------------------------------------------------------------------------- 2. Check the Appropriate Box If a Member of a Group (See Instructions) (a) [_] (b) [_] -------------------------------------------------------------------------------- 3. SEC Use Only -------------------------------------------------------------------------------- 4. Source of Funds (See Instructions) PF, 00 -------------------------------------------------------------------------------- 5. Check If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [_] -------------------------------------------------------------------------------- 6. Citizenship or Place of Organization USA -------------------------------------------------------------------------------- 7. Sole Voting Power NUMBER OF 650,314 SHARES _________________________________________________________________ BENEFICIALLY 8. Shared Voting Power OWNED BY -0- EACH _________________________________________________________________ REPORTING 9. Sole Dispositive Power PERSON 650,314 WITH _________________________________________________________________ 10. Shared Dispositive Power -0- -------------------------------------------------------------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 758,041 -------------------------------------------------------------------------------- 12. Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [_] -------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 19.5% -------------------------------------------------------------------------------- 14. Type of Reporting Person (See Instructions) IN -------------------------------------------------------------------------------- CUSIP No. 13D Page 3 of 5 Pages -------------------------------------------------------------------------------- Item 1. Security and Issuer. The class of security to which this statements relates is common stock of HOM Corporation, whose address is 4210 Columbia Road, Suite 10C, Martinez, GA 30907. -------------------------------------------------------------------------------- Item 2. Identity and Background. (a) The person filing this statement is Robert S. Wilson ("Wilson"). (b) Wilson's business address is 4210 Columbia Road, Suite 10C, Martinez, GA 30907 (c) Wilson's present principal occupation is Chairman and Chief Executive Officer, HOM Corporation, mortgage brokerage and real estate sales magazine, 4210 Columbia Road, Suite 10C, Martinez, GA 30907. (d) Wilson has never been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) Wilson has never been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding 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. (f) Wilson is a citizen of the United States of America. -------------------------------------------------------------------------------- Item 3. Source and Amount of Funds or Other Consideration. Wilson initially received 17,445 shares of common stock of Southern States Lenders, Inc., whose name subsequently was changed to Direct Lending, Inc. ("Direct"), as a result of the spin off of all the shares of Direct by its former owner, Apple Homes Corporation, without any consideration from the recipients of such shares or otherwise. Judith C. Wilson, Wilson's wife ("Mrs. Wilson") also received 5,100 shares, as to which Wilson disclaims beneficial interest. Direct was merged with a subsidiary of HOM Corporation, the issuer herein ("HOM"),and the then outstanding shares of Direct became shares of HOM on a one for one basis. Wilson was chairman of Direct and is chairman and CEO of HOM, and has supported their operations by purchasing 414,000 shares of HOM (or Direct) common stock for $88,500; by accepting 41,600 shares in satisfaction of an advance of $10,000 and interest of $400 thereon, which is the transaction that has required the filing of this amendment; by accepting 232,000 shares of HOM (or Direct) Common Stock for expense reimbursement in the amount of $58,000; and by accepting 58,000 shares of HOM (or Direct) Common Stock for services valued at $13,000. Mrs. Wilson received 8,000 shares for services rendered valued at $2,000, and 94,627 shares for net advances of $23,657, as to which shares Wilson disclaims beneficial ownership. -------------------------------------------------------------------------------- Item 4. Purpose of Transaction. Wilson's original receipt of the spun off shares of Direct was to develop an independent mortgage banking company, of which he would be a controlling person. His subsequent acquisitions of common stock of Direct and HOM have been to support the operations of HOM and its subsidiaries, particularly in view of their continuing cash needs. (a) Wilson has agreed to accept no later than December 31, 2002 (extended from the original date of June 30, 2002) (a) 156,276 shares of HOM common stock in lieu of $39,062 payable to him for $54,000 of salary from April 1, 2001 - December 31, 2002, after estimated withholding of income and FICA taxes of $14,931, and (b) 20,000 shares of HOM common stock in respect of an advance of $8,000 on April 22, 2002 plus shares for interest on the advance at 12% per annum until the shares are issued. Wilson otherwise has no current plans to acquire or dispose of common stock of HOM, although he anticipates that he may be required to purchase additional common stock or accept common stock for services and expenses to support HOM and its subsidiaries. CUSIP No. 13D Page 4 of 5 Pages (b) Wilson, on behalf of HOM, is actively seeking one or more business combinations or alliances, which he believes are highly desirable for the business development of HOM. There are currently no agreements or understandings for any such business combinations or alliances, although various unconcluded proposals have been made. Previous discussions involving Factory Built Homes, Inc. and Erwin Modular Structures, L.L.C., described, respectively, in HOM's Forms 10QSB for the quarters ended December 31, 2001 and March 31, 2002 have been amicably terminated, although such discussions might be resumed. (c) NA (d) There are no plans or proposals to change the present board of directors, but it is noted that Jeremy Collins ("Collins") was added to the board on March 2, 2002, which board now consist of Wilson, Collins and Bryce N. Batzer. (e) NA (f) NA (g) NA (h) NA (i) NA (j) NA -------------------------------------------------------------------------------- Item 5. Interest in Securities of the Issuer. (a) Wilson has a beneficial interest in 758,041 shares of HOM common stock, which represents 19.5% of the 3,892,282 shares of HOM common stock outstanding. This amount includes 107,727 shares registered in the name of Mrs. Wilson, as to which Wilson disclaims beneficial ownership. It does not include 88,000 shares registered in the name of Bradley C. Wilson; 40,290 shares registered in the name of Jeffrey R. Wilson and 40,000 shares registered in the name of Keith M. Wilson, Mr. Wilson's adult sons who do not reside with him, and 2,000 shares registered in the name of Keith M. Wilson, custodian for Brett M. Wilson, Wilson's grandson, as to all of which Wilson disclaims beneficial ownership and in none of which he has voting or dispositive power. (b) (See items 7-10 on the cover page) (c) Wilson has not effected any transactions, and does not know of any effected by any of the other persons named in paragraph (a), above, in HOM common stock during the past 60 days. (d) NA (e) NA -------------------------------------------------------------------------------- Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Wilson has no contracts, arrangements, understandings or relationships (legal or otherwise) with respect to any securities of HOM, other than as stated in Item 4(a). -------------------------------------------------------------------------------- Item 7. Material to be Filed as Exhibits. None -------------------------------------------------------------------------------- CUSIP No. 13D Page 5 of 5 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. July 9, 2002 --------------------------------------- (Date) /s/ Robert S. Wilson ---------------------------------------- (Signature) Robert S. Wilson ---------------------------------------- (Name/Title) Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (see 18 U.S.C. 1001).