SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
PNV, INC.
(Name of Issuer)
Common Stock, $0.01 Par Value
(Title of Class of Securities)
69348A103
(CUSIP Number)
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 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 this section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE><PAGE>CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
C. G. GREFENSTETTE, TRUSTEE FOR VARIOUS TRUSTS
I.D. ####-##-####
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
U.S.
Number of5Sole Voting Power
Shares
Beneficially
Owned by6Shared Voting Power
Each1,155,472 (See Item(4)(a))
Reporting
Person7Sole Dispositive Power
With
8Shared Dispositive Power
1,155,472 (See Item (4)(a))
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,155,472
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
7.3%
12 Type of Reporting Person
IN
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
THOMAS G. BIGLEY, TRUSTEE FOR VARIOUS TRUSTS
I.D. #
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
U.S.
Number of5Sole Voting Power
Shares
Beneficially
Owned by6Shared Voting Power
Each268,720 (See Item(4)(a))
Reporting
Person7Sole Dispositive Power
With
8Shared Dispositive Power
268,720 (See Item (4)(a))
9 Aggregate Amount Beneficially Owned by Each Reporting Person
268,720
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
1.7%
12 Type of Reporting Person
IN
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
HENRY L. HILLMAN
I.D. ####-##-####
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
U.S.
Number of5Sole Voting Power
Shares
Beneficially
Owned by6Shared Voting Power
Each1,155,472 (See Item(4)(a))
Reporting
Person7Sole Dispositive Power
With
8Shared Dispositive Power
1,155,472 (See Item (4)(a))
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,155,472
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
7.3%
12 Type of Reporting Person
IN
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
ELSIE HILLIARD HILLMAN, as a Trustee
I.D. ####-##-####
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
U.S.
Number of5Sole Voting Power
Shares
Beneficially
Owned by6Shared Voting Power
Each1,155,472 (See Item(4)(a))
Reporting
Person7Sole Dispositive Power
With
8Shared Dispositive Power
1,155,472 (See Item (4)(a))
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,155,472
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
7.3%
12 Type of Reporting Person
IN
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
C. G. GREFENSTETTE AND THOMAS G. BIGLEY, TRUSTEES
U/A/T DATED 8/26/68 FOR JULIET LEA HILLMAN
I.D.# 25-6094898
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Pennsylvania
Number of5Sole Voting Power
Shares 67,180
Beneficially
Owned by6Shared Voting Power
Each
Reporting
Person7Sole Dispositive Power
With 67,180
8Shared Dispositive Power
9 Aggregate Amount Beneficially Owned by Each Reporting Person
67,180
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
.43%
12 Type of Reporting Person
OO
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
C. G. GREFENSTETTE AND THOMAS G. BIGLEY, TRUSTEES
U/A/T DATED 8/28/68 FOR AUDREY HILLIARD HILLMAN
I.D.# 25-6094896
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Pennsylvania
Number of5Sole Voting Power
Shares 67,180
Beneficially
Owned by6Shared Voting Power
Each
Reporting
Person7Sole Dispositive Power
With 67,180
8Shared Dispositive Power
9 Aggregate Amount Beneficially Owned by Each Reporting Person
67,180
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
.43%
12 Type of Reporting Person
OO
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
C. G. GREFENSTETTE AND THOMAS G. BIGLEY, TRUSTEES
U/A/T DATED 8/28/68 FOR HENRY LEA HILLMAN, JR.
I.D.# 25-6094897
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Pennsylvania
Number of5Sole Voting Power
Shares 67,180
Beneficially
Owned by6Shared Voting Power
Each
Reporting
Person7Sole Dispositive Power
With 67,180
8Shared Dispositive Power
9 Aggregate Amount Beneficially Owned by Each Reporting Person
67,180
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
.43%
12 Type of Reporting Person
OO
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
C. G. GREFENSTETTE AND THOMAS G. BIGLEY, TRUSTEES
U/A/T DATED 8/28/68 FOR WILLIAM TALBOTT HILLMAN
I.D.# 25-6094899
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Pennsylvania
Number of5Sole Voting Power
Shares 67,180
Beneficially
Owned by6Shared Voting Power
Each
Reporting
Person7Sole Dispositive Power
With 67,180
8Shared Dispositive Power
9 Aggregate Amount Beneficially Owned by Each Reporting Person
67,180
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
.43%
12 Type of Reporting Person
OO
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
HENRY L. HILLMAN, ELSIE HILLIARD HILLMAN AND
C. G. GREFENSTETTE, TRUSTEES OF THE HENRY L. HILLMAN
TRUST U/A DATED NOVEMBER 18, 1985 I.D.# 18-2145466
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Pennsylvania
Number of5Sole Voting Power
Shares 201,535
Beneficially
Owned by6Shared Voting Power
Each685,217 (See Item(4)(a))
Reporting
Person7Sole Dispositive Power
With 201,535
8Shared Dispositive Power
685,217 (See Item (4)(a))
9 Aggregate Amount Beneficially Owned by Each Reporting Person
886,752
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
5.6%
12 Type of Reporting Person
OO
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
THE HILLMAN COMPANYI.D.# 25-1011286
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Pennsylvania
Number of5Sole Voting Power
Shares685,217
Beneficially
Owned by6Shared Voting Power
Each
Reporting
Person7Sole Dispositive Power
With685,217
8Shared Dispositive Power
9 Aggregate Amount Beneficially Owned by Each Reporting Person
685,217
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
4.36%
12 Type of Reporting Person
CO
<PAGE>
<PAGE>CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
WILMINGTON INVESTMENTS, INC.I.D.# 51-0344688
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Delaware
Number of5Sole Voting Power
Shares
Beneficially
Owned by6Shared Voting Power
Each685,217 (See Item(4)(a))
Reporting
Person7Sole Dispositive Power
With
8Shared Dispositive Power
685,217 (See Item (4)(a))
9 Aggregate Amount Beneficially Owned by Each Reporting Person
685,217
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
4.36%
12 Type of Reporting Person
CO
<PAGE>
CUSIP NO. 69348A103
1 Name of Reporting Person S.S. or I.R.S. Identification No. of above
Person
JULIET CHALLENGER, INC.I.D.# 51-0256786
2 Check the Appropriate Box if Member of a Group (a) [ X ]
(b) [ ]
3 SEC Use Only
4 Citizenship of Place of Organization
Delaware
Number of5Sole Voting Power
Shares
Beneficially
Owned by6Shared Voting Power
Each685,217 (See Item(4)(a))
Reporting
Person7Sole Dispositive Power
With
8Shared Dispositive Power
685,217 (See Item (4)(a))
9 Aggregate Amount Beneficially Owned by Each Reporting Person
685,217
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
11 Percent of Class Represented by Amount in Row (9)
4.36%
12 Type of Reporting Person
CO
<PAGE>
Item 1(a)Name of Issuer
PNV, Inc.
Item 1(b)Address of Issuer's Principal Executive Office:
11711 NW 39th Street
Coral Springs, Florida 33065
Item 2(a)Name of Person Filing:
(i) Juliet Challenger, Inc., a wholly-owned subsidiary of Wilmington
Investments, Inc.
(ii) Wilmington Investments, Inc., a wholly-owned subsidiary of The
Hillman Company.
(iii) The Hillman Company, a corporation controlled by the HLH Trust.
(iv) Henry L. Hillman, Elsie Hilliard Hillman and C. G. Grefenstette,
Trustees of the Henry L. Hillman Trust U/A dated November 18,
1985 (the "HLH Trust").
(v) C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T
dated 8/28/68 for Juliet Lea Hillman (the "1968 JLH Trust").
(vi) C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T
dated 8/28/68 for Audrey Hilliard Hillman (the "1968 AHH
Trust").
(vii) C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T
dated 8/28/68 for Henry Lea Hillman, Jr. (the "1968 HLH
Trust").
(viii) C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T
dated 8/28/68 for William Talbott Hillman (the "1968 WTH
Trust")
(ix) Elsie Hilliard Hillman
(xi) Henry L. Hillman
(xii) Thomas G. Bigley
(xiii) C. G. Grefenstette<PAGE>
Item 2(b)Address of the Principal Business Office:
The Hillman Company, the HLH Trust, the 1968 JLH Trust,
the 1968 AHH Trust, the 1968 HLH Trust, and the 1968 WTH Trust
1900 Grant Building
Pittsburgh, Pennsylvania 15219
Thomas G. Bigley
One Oxford Centre, 28th Floor
Pittsburgh, Pennsylvania 15219
Elsie Hilliard Hillman, Henry L. Hillman and C. G. Grefenstette
2000 Grant Building
Pittsburgh, Pennsylvania 15219
Item 2(c)Citizenship:
Juliet Challenger, Inc. and Wilmington Investments, Inc. are Delaware
corporations.
The Hillman Company is a Pennsylvania corporation.
The HLH Trust, the 1968 JLH Trust, the 1968 AHH Trust,
the 1968 HLH Trust, and the 1968 WTH Trust
are Pennsylvania trusts.
C. G. Grefenstette, Henry L. Hillman, Elsie Hilliard Hillman and
Thomas G. Bigley are U.S. citizens.
Item 2(d)Title of Class of Securities:
Common Stock, $.01 Par Value
Item 2(e)CUSIP Number
69348A103
Item 3Not Applicable
Item 4Ownership:
(a)Amount Beneficially Owned:
67,180 shares of Common Stock are owned of record and beneficially
by C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T dated
August 28, 1968 for Juliet Lea Hillman, a Pennsylvania
irrevocable trust (together with the three other trusts of even
date named below, the "1968 Trusts"). C. G.
Grefenstette
shares power to vote or to
direct the vote and shares power to dispose or to direct the
disposition of the shares of stock owned by the 1968 Trusts,
the HLH Trust and Juliet Challenger, Inc.
67,180 shares of Common Stock are owned of record and beneficially
by C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T dated
August 28, 1968 for Audrey Hilliard Hillman, a Pennsylvania
irrevocable trust. C. G. Grefenstette shares power to vote or to
direct the vote and shares power to dispose or to direct the
disposition of the shares of stock owned by the 1968 Trusts, the
HLH Trust and Juliet Challenger, Inc.
67,180 shares of Common Stock are owned of record and beneficially
by C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T dated
August 28, 1968 for Henry Lea Hillman, Jr., a Pennsylvania
irrevocable trust. C. G. Grefenstette shares power to vote or to
direct
the vote and shares power to dispose or to direct the disposition
of
the shares of stock owned by the 1968 Trusts, the HLH Trust, and
Juliet Challenger, Inc.
67,180 shares of Common Stock are owned of record and beneficially
by C. G. Grefenstette and Thomas G. Bigley, Trustees U/A/T dated
August 28, 1968 for William Talbott Hillman, a Pennsylvania
irrevocable trust. C. G. Grefenstette shares power to vote or to
direct
the vote and shares power to dispose or to direct the disposition
of
the shares of stock owned by the 1968 Trust, the HLH Trust
and Juliet Challenger, Inc.
201,535 shares of Common Stock are owned of record and beneficially
by Henry L. Hillman, Elsie Hilliard Hillman and C. G. Grefenstette,
Trustees of the Henry L. Hillman Trust U/A dated November 18, 1985,
a Pennsylvania revocable trust. C. G. Grefenstette shares power to
vote or to direct the vote and shares power to dispose or to direct
the
disposition of the shares of stock owned by the HLH Trust, the 1968
Trusts, and Juliet Challenger, Inc.<PAGE>
685,217 shares of Common Stock are owned of record and
beneficially by Juliet Challenger, Inc. which is a wholly-
owned subsidiary of Wilmington Investments, Inc.
Wilmington Investments, Inc. is a wholly-owned subsidiary
of The Hillman Company, which is controlled by the HLH Trust.
(b)Percent of Class
7.3%
(c)Number of Shares as to which such person has:
(i)sole power to vote or direct the vote
(ii)shared power to vote or to direct the vote
1,155,472
(See Item (4)(a))
(iii)sole power to dispose or to direct the disposition of
(iv)shared power to dispose or to direct the disposition of
1,155,472
(See Item (4)(a))
Item 5Ownership of Five Percent or Less of a Class:
Not Applicable
Item 6Ownership of More than Five Percent on Behalf of Another Person:
Not Applicable
Item 7Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company:
Not Applicable
Item 8Identification and Classification of Members of the Group:
Not Applicable
Item 9Notice of Dissolution of Group:
Not Applicable
Item 10Certification:
By signing below we certify that, to the best of our 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.
(Intentionally Left Blank)
<PAGE>SIGNATURES
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.
JULIET CHALLENGER, INC.
/s/ Andrew H. McQuarrie
By _________________________________________
Andrew H. McQuarrie, Vice President
WILMINGTON INVESTMENTS, INC.
/s/ Andrew H. McQuarrie
By _________________________________________
Andrew H. McQuarrie, Vice President
THE HILLMAN COMPANY
/s/ Lawrence M. Wagner
By _________________________________________
Lawrence M. Wagner, President
HENRY L. HILLMAN, ELSIE HILLIARD HILLMAN
& C. G. GREFENSTETTE, TRUSTEES OF THE HENRY L. HILLMAN TRUST U/A DATED
NOVEMBER 18, 1985
/s/ C. G. Grefenstette
_____________________________________________
C. G. Grefenstette, Trustee
<PAGE> C. G. GREFENSTETTE AND THOMAS G. BIGLEY
TRUSTEES UNDER AGREEMENT OF TRUST DATED
8/28/68 FOR JULIET LEA HILLMAN, AUDREY
HILLIARD HILLMAN, HENRY LEA HILLMAN, JR.
AND WILLIAM TALBOTT HILLMAN
/s/ C. G. Grefenstette
____________________________________________
C. G. Grefenstette, Trustee
/s/ Thomas G. Bigley
____________________________________________
Thomas G. Bigley, Trustee
/s/ Henry L. Hillman
____________________________________________
Henry L. Hillman
/s/ Elsie Hilliard Hillman
____________________________________________
Elsie Hilliard Hillman, Trustee
February 14, 2000
Date
