ESPEY MFG & ELECTRONICS CORP — Major Shareholding Notification 1998

Nov 24, 1998

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. _____) Espey Mfg. & Electronics Corp. (Name of Issuer) Common Stock, par value $.33-1/3 per share (Title and Class of Securities) 296650 10 4 (CUSIP Number) October 23, 1998 (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 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 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act. CUSIP No. 296650 10 4 - -------------------------------------------------------------------------------- 1. Names of Reporting Persons, I.R.S. Identification Nos. of above persons (entities only) Sol Pinsley - -------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (a) (b) - -------------------------------------------------------------------------------- 3. SEC Use Only - -------------------------------------------------------------------------------- 4. Citizenship or Place of Organization United States of America - -------------------------------------------------------------------------------- 5. Sole Voting Power Number of Shares 1,169.71 Beneficially ------------------------------------------------------------- Owned by Each 6. Shared Voting Power Reporting Person 0 With ------------------------------------------------------------- 7. Sole Dispositive Power 1,169.71 ------------------------------------------------------------- 8. Shared Dispositive Power 0 - -------------------------------------------------------------------------------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,169.71 - -------------------------------------------------------------------------------- 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares - -------------------------------------------------------------------------------- 11. Percent of Class Represented by Amount in Row (9) 0.11% - -------------------------------------------------------------------------------- 12. Type of Reporting Person IN - -------------------------------------------------------------------------------- This Schedule 13G, the first electronic filing on behalf of Sol Pinsley ("Mr. Pinsley"), amends Mr. Pinsley's Schedule 13D filed with the Securities and Exchange Commission (the "SEC") in January 1992 as amended by Amendment No. 1 filed with the SEC in April 1992. Mr. Pinsley is filing this Schedule 13G pursuant to Rule 13d-1(h) promulgated under the Securities Exchange Act of 1934, as amended. Item 1. (a) Name of Issuer: Espey Mfg. & Electronics Corp. (the "Issuer") (b) Address of Issuer's Principal Executive Offices: 233 Ballston Avenue Saratoga Springs, New York 12866 Item 2. (a) Name of Person Filing: Sol Pinsley. (b) Address of Residence: 359 Ballston Avenue, Saratoga Springs, New York 12866. (c) Citizenship: United States of America (d) Title and Class of Securities: Common stock, par value $.33-1/3 per share (the "Common Stock") (e) CUSIP Number: 296650 10 4 Item 3. N/A Item 4. Ownership (a) Amount Beneficially Owned: 1,169.71 (b) Percent of Class: 0.11% (c) Number of Shares as to which such person has: (i) Sole power to vote or direct the vote: 1,169.71 (ii) Shared power to vote or direct the vote: 0 (iii) Sole power to dispose or direct the disposition of: 1,169.71 (iv) Shared power to dispose or direct the disposition of: 0 Item 5. Ownership of Five Percent or Less of a Class If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ X ] Item 6. Ownership of More than Five Percent on Behalf of Another Person N/A Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company N/A Item 8. Identification and Classification of Members of the Group N/A Item 9. Notice of Dissolution of Group N/A 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 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. 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. Dated: November 19, 1998 /s/ Sol Pinsley --------------- Sol Pinsley