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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
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THE WISER OIL CO.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
977284108
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(CUSIP Number)
K. Leonard Judson, Esq.
May, Potenza, Judson & Baran, P.C.
201 North Central Avenue, Suite 2210
Phoenix, AZ 85073-0022
(602) 252-1110
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(Name, address and telephone number of person authorized
to receive Notice and Communications)
October 15, 1999
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(Date of Event which Requires Filing of this Schedule)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Sections 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
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 (however, see the
Notes).
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SCHEDULE 13D
CUSIP NO. 977284108 Page 2 of 9
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Paul F. Glenn, Trustee, Paul F. Glenn Revocable Trust
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. SOURCE OF FUNDS:
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) [ ]
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6. CITIZENSHIP OR PLACE OF ORGANIZATION:
California
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NUMBER OF 7. SOLE VOTING POWER:
SHARES 400,000
BENEFICIALLY 8. SHARED VOTING POWER:
OWNED BY 77,500
EACH 9. SOLE DISPOSITIVE POWER:
REPORTING 400,00
PERSON WITH 10. SHARED DISPOSITIVE POWER:
77,500
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
477,500
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN
SHARES * [ ]
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11:
5.33%
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14. TYPE OF REPORTING PERSON *
00
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SCHEDULE 13D
CUSIP NO. 977284108 Page 3 of 9
ITEM 1. SECURITY AND ISSUER.
This Schedule 13D relates to the Common Stock, $3.00 par value, of The Wiser Oil
Company, a Delaware corporation (the "Issuer"). The address of the principal
executive offices of the Issuer is 8115 Preston Road, Suite 400, Dallas, Texas
75225.
ITEM 2. IDENTITY AND BACKGROUND:
This Schedule 13D is being filed by Paul F. Glenn, Trustee, Paul F. Glenn
Revocable Trust ("Reporting Person"), a California revocable trust created by
Declaration of Trust, dated August 23, 1990, as amended through the date hereof.
The principal business address for the Reporting Person is P.O. Box 50310, Santa
Barbara, CA 93108. Mr. Paul F. Glenn is the sole trustee of the Reporting Person
and has the same business address as the Reporting Person. Mr. Glenn's principal
occupation is investing for the Reporting Person and his own account. Mr. Glenn
has not been convicted of any criminal proceeding and is not a party to any
civil proceedings that would require disclosure pursuant to Items 2(d) or 2(e)
of Schedule 13D. Mr. Glenn is a United States citizen.
Mr. Glenn is an executive officer and director of the Paul F. Glenn Foundation
for Medical Research, Inc., an Arizona non-profit corporation (the "Glenn
Foundation"), and has for disclosure purposes included in this Schedule 13D
securities owned by the Glenn Foundation. The Reporting Person disclaims
beneficial ownership of all of the securities reported in the Schedule 13D and
this Schedule 13D owned by the Glenn Foundation. The fact that the Reporting
Person has included securities owned by the Glenn Foundation in this Schedule
13D shall not be deemed an admission that the Reporting Person is the beneficial
owner of any such securities. The principal business address of the Glenn
Foundation is c/o Jack N. Rudel, Esq., Robbins & Green, P.A., Suite 1800 Norwest
Tower, 3300 North Central Avenue, Phoenix, AZ 85012. The Glenn Foundation has
not been convicted in any criminal proceeding and is not a party to any civil
proceedings that would require disclosure pursuant to Items 2(d) or 2(e) of this
Schedule 13D.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
All of funds used by the Reporting Person to acquire the securities reported in
this Schedule 13D are the personal funds of the Reporting Person or funds
borrowed on margin accounts in the ordinary course of business at various
securities brokerage firms at which the Reporting Person maintains securities
trading accounts. With respect to the securities reported in this Schedule 13D
owned by the Glenn Foundation, the source of funds used to acquire such
securities are the funds of the Glenn Foundation or funds borrowed on margin
accounts in the ordinary course of business at various securities brokerage
firms at which the Glenn Foundation maintains securities trading accounts.
ITEM 4. PURPOSE OF TRANSACTION:
The securities reported by this Schedule 13D were acquired for investment
purposes. The Reporting Person may make additional purchases of the Issuer's
securities either in the open market or in private transactions, depending upon
Mr. Glenn's evaluation of the Issuer's business, prospects and financial
condition; the market for the Issuer's securities; general economic conditions;
money and stock market conditions; and other future developments. Depending on
these same factors, the Reporting Person may decide to sell all or part of it's
investments in the Issuer's securities.
<PAGE> 4
SCHEDULE 13D
CUSIP NO. 977284108 Page 4 of 9
Except as set forth above, as of the date of this Schedule 13D, neither Mr.
Glenn, the Reporting Person nor the Glenn Foundation have any current plans or
proposals which would relate to, or result in, any of the actions specified in
clauses (a) through (j) of Items 4 of Schedule 13D.
ITEM 5. INTEREST IN THE SECURITIES OF THE ISSUER.
(a) According to the Issuer, the Issuer has 8,951,965 shares
of its common stock issued and outstanding as of June 30, 1999. For the purpose
of computing the aggregate number of shares of the common stock of the Issuer
reported by the Reporting Person in this Schedule 13D, the Reporting Person owns
400,000 shares and the Glenn Foundation owns 77,500, for a total of 477,500
shares. As a consequence of the foregoing, such ownership constitutes
approximately 5.33% of the Issuer's common stock issued and outstanding.
(b) For the purpose of this Schedule 13D, Mr. Paul F. Glenn,
Trustee of the Reporting Person, has the sole power to vote or direct the vote
and to dispose or direct the disposition of 400,000 shares of common stock of
the Issuer and has shared power to vote or direct the vote and to dispose or
direct the disposition of 77,500 shares of Common Stock of the Issuer held by
the Glenn Foundation.
(c) Schedule I attached hereto sets forth the transactions
effected by the Reporting Person and the Glenn Foundation for the previous 60
days in the class of securities of the Issuer reported by this Schedule 13D. All
of the reported transactions were effected in open market transactions through
the New York Stock Exchange utilizing the services of brokers and dealers.
(d) Except as set forth in this Schedule 13D, no person has
the right to receive or the power to direct the receipt of dividends from, or
the proceeds of the sale of, the securities.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Except as reported elsewhere in this Schedule 13D, neither the Reporting Person,
Mr. Paul F. Glenn nor the Glenn Foundation have any contracts, arrangements,
understandings or relationships (legal or otherwise) among each other or any
other person with respect to the securities of the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS:
No exhibits are required to be filed as part of this Schedule 13D.
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.
Dated: November 2, 1999
/s/ K. Leonard Judson
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Paul F. Glenn, by K. Leonard Judson, Attorney-in Fact for Paul F. Glenn
(Power of Attorney for execution by K. Leonard Judson, on behalf of
Paul F. Glenn, has been filed with the United States Securities and
Exchange Commission, a copy of which is attached hereto)
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SCHEDULE 13D
CUSIP NO. 977284108 Page 5 of 9
SCHEDULE I
TRANSACTIONS IN CLASS OF SECURITIES REPORTED ON WITHIN PRIOR 60 DAYS
PAUL F. GLENN REVOCABLE TRUST TRANSACTIONS IN THE WISER OIL CO.
<TABLE>
<CAPTION>
DATE QUANTITY PRICE
<S> <C> <C>
9/10/99 10,000 3.938
9/10/99 15,000 3.938
9/10/99 10,000 3.938
9/10/99 6,000 3.938
9/13/99 4,000 4.563
9/13/99 1,700 4.563
9/13/99 5,800 4.75
9/13/99 10,000 4.625
9/13/99 5,000 4.563
9/14/99 1,000 4.563
9/14/99 7,500 4.625
9/14/99 5,000 4.50
9/14/99 14,400 4.625
9/14/99 5,000 4.625
9/14/99 600 4.563
9/15/99 25,000 4.728
9/15/99 10,000 4.438
9/15/99 19,000 4.493
9/15/99 800 4.375
9/15/99 9,000 4.625
9/16/99 5,500 4.625
9/16/99 25,000 4.75
9/16/99 1,200 4.688
9/17/99 3,500 4.625
9/17/99 7,200 4.625
9/22/99 14,000 4.625
9/22/99 10,000 4.625
9/22/99 25,000 4.724
9/23/99 18,800 4.75
9/23/99 29,000 4.748
10/05/99 5,300 3.625
10/11/99 22,500 3.00
10/12/99 3,000 3.25
10/13/99 1,000 3.375
10/14/99 5,500 3.438
10/15/99 10,000 3.50
10/15/99 19,700 3.50
</TABLE>
<PAGE> 6
SCHEDULE 13D
CUSIP NO. 977284108 Page 6 of 9
<TABLE>
<CAPTION>
DATE QUANTITY PRICE
<S> <C> <C>
10/15/99 10,000 3.50
10/15/99 10,000 3.50
10/25/99 5,000 3.125
10/29/99 4,000 3.00
TOTAL 400,000
</TABLE>
<PAGE> 7
SCHEDULE 13D
CUSIP NO. 977284108 Page 7 of 9
SCHEDULE 1
GLENN FOUNDATION TRANSACTIONS IN THE WISER OIL COMPANY
<TABLE>
<CAPTION>
DATE QUANTITY PRICE
<S> <C> <C>
9/24/99 25,000 4.728
9/27/99 8,500 4.75
9/29/99 6,400 4.50
9/30/99 10,100 4.50
10/01/99 5,000 4.00
10/11/99 22,500 3.00
TOTAL 77,500
</TABLE>
<PAGE> 8
SCHEDULE 13D
CUSIP NO. 977284108 Page 8 of 9
POWER OF ATTORNEY
Know all by these presence, that the undersigned, Paul F.
Glenn, individually and as trustee of the Paul F. Glenn Revocable Trust, created
by instrument dated August 22 1990, hereby constitutes and appoints K. Leonard
Judson, Esq., his true and lawful attorney-in-fact to act in its name, place and
stead, to perform any and every of the following actions:
1. In connection with the securities holdings of Mr. Glenn and
the Paul F. Glenn Revocable Trust in THE WISER OIL COMPANY, execute United
States Securities & Exchange Commission ("SEC") Forms 3, 4 and 5 and any
amendments thereto in accordance with Section 16(a) of the Securities Act of
1934, as amended (the "Exchange Act"), and the rules thereunder;
2. In connection with the securities holdings of Mr. Glenn and
the Paul F. Glenn Revocable Trust in THE WISER OIL COMPANY, execute Schedule 13D
and any amendments thereto in accordance with Section 13(d) of the Exchange Act
and the rules thereunder;
3. In connection with the securities holdings of Mr. Glenn and
the Paul F. Glenn Revocable Trust in THE WISER OIL COMPANY, execute Schedule 13G
and any amendments thereto in accordance with Section 13(g) of the Exchange Act
and the rules thereunder;
4. In connection with the securities holdings of Mr. Glenn and
the Paul F. Glenn Revocable Trust in THE WISER OIL COMPANY, do and perform any
and all acts which may be necessary or desirable to complete the execution of
any such Forms 3, 4 or 5, Schedule 13D and/or Schedule 13G, any amendments
thereto, and the timely filing of such form/schedule with the SEC and any other
authority; and
5. In connection with the securities holdings of Mr. Glenn and
the Paul F. Glenn Revocable Trust in THE WISER OIL COMPANY, take any other
action of any type whatsoever with the SEC or any other securities commission
(state, federal or foreign) or securities exchange which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest of, or legally
required of, Mr. Glenn or the Paul F. Glenn Revocable Trust in connection with
their securities holdings in THE WISER OIL COMPANY, it being understood that the
documents executed by such attorney-in-fact pursuant to this Power of Attorney
shall be in such form and shall contain such terms and conditions as such
attorney-in-fact may approve in his discretion.
The undersigned hereby grants to the attorney-in-fact full
power and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the exercise of any of the rights
and powers herein granted, as fully to all intents and purposes as the
undersigned might or could do if personally present, with full power of
substitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or his
<PAGE> 9
SCHEDULE 13D
CUSIP NO. 977284108 Page 9 of 9
substitute or substitutes, shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers herein granted. This Power of
Attorney shall not be affected by any disability or incapacity which Paul F.
Glenn may suffer at any future time or times. The undersigned acknowledges that
the foregoing attorney-in-fact, serving in such capacity at the request of the
undersigned, is not assuming any of the undersigned's responsibilities to comply
with Sections 13 and 16 of the Exchange Act. This Power of Attorney is governed
by the laws of the State of Arizona without regard to the choice of laws
provisions thereof.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed effective as of this 2nd day of November, 1999.
/s/ Paul F. Glenn
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Paul F. Glenn
PAUL F. GLENN REVOCABLE TRUST created by
instrument dated August 22, 1990
/s/ Paul F. Glenn
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Paul F. Glenn, Trustee
STATE OF CALIFORNIA )
)ss
County of Santa Barbara )
The foregoing instrument was acknowledged before me this
______ day of November, 1999, by Paul F. Glenn, individually, and as Trustee of
the Paul F. Glenn Revocable Trust.
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Notary Public
My Commission Expires:
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