SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GILES BRENT M

(Last)

(First)

(Middle)

16 WEST FRANKLIN STREET

(Street)

LIBERTY

64068

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LIBERTY BANCORP INC [ LBCP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2006

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/21/2006		P		40,000	A	$10	40,000	D
Common Stock	07/21/2006		J		19,602	A	⁽¹⁾	59,602	D
Common Stock	07/24/2006		P		100	A	$9.85	59,702	D
Common Stock	07/21/2006		J		815	A	⁽¹⁾	815	I	By ESOP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option 3	$8.28	07/21/2006		J⁽²⁾		17,502		01/27/2005	01/27/2015	Common Stock	17,502	$0	17,502	D
Stock Option (Right to Buy)	$6.86	07/21/2006		J⁽²⁾		52,506		06/16/2004	06/14/2014	Common Stock	52,506	$0	52,506	D
Stock Option 2	$8.07	07/21/2006		J⁽²⁾		7,001		11/23/2005	11/23/2015	Common Stock	7,001	$0	7,001	D

Explanation of Responses:

1. Pursuant to the Plan of Conversion and Reorganization, dated December 21, 2005, as amended and restated on April 19, 2006, May 9, 2006 and June 22, 2006, each share of Liberty Savings Bank, F.S.B. common stock was exchanged for 3.5004 shares of Liberty Bancorp, Inc. common stock.

2. Pursuant to the Plan of Conversion and Reorganization, dated December 21, 2005, as amended and restated on April 19, 2006, May 9, 2006 and June 22, 2006, each option to purchase a share of Liberty Savings Bank, F.S.B. was converted into an option to purchase 3.5004 shares of Liberty Bancorp, Inc. common stock, rounded down to the nearest share. The exercise price per share for each converted option is determined by dividing the exercise price of such converted option by the 3.5004 exchange ratio, with such quotient rounded up to the nearest whole cent. All such options continue to vest on their same terms.

Remarks:

	/s/ Giles, Brent M.	07/25/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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