WILSHIRE OIL CO OF TEXAS
SC 13D, 1999-03-12
CRUDE PETROLEUM & NATURAL GAS
Previous: WILLAMETTE INDUSTRIES INC, 8-K, 1999-03-12
Next: XEROX CORP, SC 13D, 1999-03-12



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




                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934

                               (Amendment No. __)*




                         PRESIDENTIAL REALTY CORPORATION
- --------------------------------------------------------------------------------
                                (Name of Issuer)

                              CLASS B COMMON STOCK
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    741004204
- --------------------------------------------------------------------------------
                                 (CUSIP Number)

                                 S. Wilzig Izak
                          Wilshire Oil Company of Texas
          921 Bergen Avenue, 11th Floor, Jersey City, New Jersey 07306
                                  201-420-2800
- --------------------------------------------------------------------------------
            (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)


                                 March 31, 1995
- --------------------------------------------------------------------------------
             (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.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 Rule 13d-7 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 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 that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes.)



<PAGE>


                               CUSIP No. 741004204

- --------------------------------------------------------------------------------
(1)    NAMES OF REPORTING PERSONS.
       I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

             Wilshire Oil Company of Texas - 840513668
- --------------------------------------------------------------------------------
(2)    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP            (a) [ ]
                                                                   (b) [ ]

- --------------------------------------------------------------------------------
(3)    SEC USE ONLY

- --------------------------------------------------------------------------------
(4)    SOURCE OF FUNDS

       WC
- --------------------------------------------------------------------------------
(5)    CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
       PURSUANT TO ITEMS 2(d) or 2(e)

- --------------------------------------------------------------------------------
(6)          CITIZENSHIP OR PLACE OF ORGANIZATION

             Delaware
- --------------------------------------------------------------------------------
                       (7)      SOLE VOTING POWER
         NUMBER OF                                               191,100

                       ---------------------------------------------------------
         SHARES        (8)      SHARED VOTING POWER
                                                                      -0-
        BENEFICIALLY
                       ---------------------------------------------------------
                       (9)      SOLE DISPOSITIVE POWER
        OWNED BY                                                 191,100

                       ---------------------------------------------------------
       EACH REPORTING  (10)     SHARED DISPOSITIVE POWER
                                                                     -0-
        PERSON WITH

- --------------------------------------------------------------------------------
(11)    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

             191,100
- --------------------------------------------------------------------------------
(12)    CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES 

             [ ]

- --------------------------------------------------------------------------------
(13)    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

             6.1%
- --------------------------------------------------------------------------------
(14)    TYPE OF REPORTING PERSON

             CO
- --------------------------------------------------------------------------------

<PAGE>



Item 1.  Security and Issuer

Class B Common Stock

Presidential Realty Corporation (the "Issuer")
180 South Broadway
White Plains, New York  10605

Item 2.  Identity and Background

         This  Schedule  13D is filed on behalf of Wilshire Oil Company of Texas
("Wilshire"), a Delaware corporation. Wilshire is engaged in the exploration and
development  of  oil  and  gas,  both  in  its  own  name  and  through  several
wholly-owned  subsidiaries  in the United  States and  Canada.  Wilshire's  real
estate  division  owns  investment  real estate  properties  in Arizona,  Texas,
Florida,  Georgia and New Jersey.  Wilshire  also holds  investments  in certain
marketable securities. Wilshire's principal executive offices are located at 921
Bergen Avenue, 11th Floor, Jersey City, New Jersey 07306.

         Each  executive  officer and each  director of Wilshire is a citizen of
the United States except W. Martin  Willschick,  who is a citizen of Canada. The
name,  business  address  and present  principal  occupation  of each  executive
officer  and  director  are set forth in Annex I to this  Schedule  13D which is
incorporated herein by this reference.

         During  the  past  five  years,  to the best of  Wilshire's  knowledge,
neither  Wilshire  nor any of its  executive  officers  or  directors  has  been
convicted in a criminal  proceeding  (excluding  traffic  violations  or similar
misdemeanors)  or has  been a  party  to a civil  proceeding  of a  judicial  or
administrative  body of competent  jurisdiction as a result of which Wilshire or
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.

Item 3.  Source and Amount of Funds or Other Consideration

         Wilshire  first  invested in the  Issuer's  Class B Common Stock during
1991.  Wilshire's  holdings in the Class B Common Stock first exceeded 5% of the
total  outstanding  shares of Class B Common  Stock on March 31,  1995.  On that
date,  Wilshire purchased 11,000 shares of Class B Common Stock in five separate
transactions on the open market at an aggregate purchase price of $77,000. After
the  purchase of the 11,000  shares,  Wilshire  held  161,100  shares of Class B
Common  Stock,  or 5.3% of the total  outstanding  Class B Common  Stock at that
time.  Wilshire  acquired an additional 30,000 shares of Class B Common Stock in
20 separate open market  transactions in the months of April,  May, June,  July,
November and  December,  1995.  The amount of Class B Common Stock  purchased in
each transaction ranged from 200 to 4,000 shares. All purchases by Wilshire were
funded by Wilshire's working capital. Wilshire has not effected any transactions
in the Issuer's Class B Common Stock since December 31, 1995.

Item 4.  Purpose of Transaction

         Wilshire  has no present  plans or  proposals  of the type set forth in
paragraphs (a) through (j) of Item 4 of Schedule 13D. Wilshire may, from time to
time,  purchase additional shares of Class B Common Stock or dispose of all or a
portion of the shares of Class B Common Stock  beneficially  owned by it, either
in the open market or in privately negotiated transactions.

Item 5.  Interest in Securities of the Issuer

         As of November 6, 1998 (as reported in the  Issuer's  Form 10-Q for the
period ended September 30, 1998),  there were 3,121,198 shares of Class B Common
Stock issued and outstanding.  As of that same date, Wilshire beneficially owned
191,100 shares of Class B Common Stock, or 6.1% of the total outstanding  shares

<PAGE>

of Class B Common Stock. Wilshire has sole power to vote, or to direct the vote,
and sole power to  dispose,  or to direct  the  disposition,  as to all  191,100
shares of Class B Common Stock beneficially owned by it.

         To the best of Wilshire's  knowledge,  no executive officer or director
of Wilshire  beneficially  owns any shares of the Issuer's Class B Common Stock,
nor have any  transactions  in the Issuer's  Class B Common Stock been  effected
during the past 60 days by Wilshire or, to the best  knowledge  of Wilshire,  by
any executive officer or director of Wilshire.  In addition,  no person is known
to  Wilshire  to have the right to receive or the power to direct the receipt of
distributions  from,  or proceeds from the sale of, the shares of Class B Common
Stock beneficially owned by Wilshire.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer.

Not applicable.

Item 7.  Material to Be Filed as Exhibits

Not applicable.


<PAGE>


                                                                         ANNEX I


                        DIRECTORS AND EXECUTIVE OFFICERS

          Set forth below are the name and present principal  occupation of each
director and  executive  officer of Wilshire Oil Company of Texas as of March 5,
1999.  The business  address of each such director and executive  officer is c/o
Wilshire Oil Company of Texas, 921 Bergen Avenue,  11th Floor,  Jersey City, New
Jersey 07306.

NAME                                  PRINCIPAL OCCUPATION

Dr. Ira F. Braun               Director of Neuro Interventional Radiology, Miami
                               Vascular      Institute;    Clinical Professor of
                               Radiology, University of Miami

Milton Donnenberg              Formerly   President,   Milton Donnenberg Assoc.,
                               Realty Management, Carlstadt, N.J.

S. Wilzig Izak                 Chairman of the Board and Chief Executive Officer
                               of Wilshire

Eric J. Schmertz, Esq.         Of Counsel  to  the law  firm of Rivkin, Radler &
                               Kremer;   Edward    F.   Carlough   Distinguished
                               Professor,   Hofstra    University School of Law,
                               Hempstead, N.Y.

Dr. William J. Schwartz        Chief  of  Opthamology,  Good Samaritan Hospital,
                               Suffern, N.Y.

Ernest Wachtel                 President, Ellmax Corp., Builders and Realty 
                               Investors, Elizabeth, N.J.

W. Martin Willschick           Manager, Capital Financing of the Municipality of
                               Metropolitan Toronto, Canada



<PAGE>



                                    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.


                                    March 10, 1999
                                    --------------------------------------------
                                    (Date)


                                    WILSHIRE OIL COMPANY OF TEXAS


                                    By:  /s/ S. Wilzig Izak
                                    --------------------------------------------
                                    (Signature)


                                    S. Wilzig Izak, Chairman and Chief Executive
                                    Officer
                                    --------------------------------------------
                                    (Name/Title)


            Attention: Intentional misstatements or omissions of fact
           constitute Federal criminal violations (See 18 U.S.C. 1001)




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission