UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
OLD POINT FINANCIAL CORPORATION
(Name of Issuer)
COMMON STOCK ($5.00 PAR VALUE)
(Title of Class of Securities)
NOT APPLICABLE
(CUSIP Number)
Check the following box if a fee is being paid with this statement
. (A fee is not required only if the filing person: (1) has a
previous statement on file reporting beneficial ownership of more
than five percent of the class of securities described in Item 1;
and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (See
Rule 13d-7).
*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).
SEC 1745 (10-88)
Page 1 of 5 Pages
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CUSIP No. 680194107 13G
1. Name of Reporting Person
S.S. Or I.R.S. Identification No. of Above Person
THE OLD POINT NATIONAL BANK OF PHOEBUS
2. Check The Appropriate Box If A Member of A Group*
(a)
(b)
3. SEC Use Only
4. Citizenship Or Place Of Organization
Number Of Shares Beneficially Owned By Each Reporting Person With:
5. Sole Voting Power
303,194 (a/o 12/31/98)
6. Shared Voting Power
- -0-
7. Sole Dispositive Power
307,234 (a/o 12/31/98)
8. Shared Dispositive Power
4,768 (a/o 12/31/98)
9. Aggregate Amount Beneficially Owned By Each Reporting Person
418,252 (includes shares for which reporting person has no voting
or disposition power)
10. Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares*
11. Percent of Class Represented By Amount In Row 9
16.25%
12. Type Of Reporting Person*
BK
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5 Pages
<PAGE>
Item 1 (a) Name of Issuer:
OLD POINT FINANCIAL CORPORATION
Item 1 (b) Address of Issuer's Principal Executive Offices:
1 WEST MELLEN STREET
HAMPTON, VIRGINIA 23663
Item 2 (a) Name of Person Filing:
THE OLD POINT NATIONAL BANK OF PHOEBUS
Item 2 (b) Address of Principal Business Office or, if none,
Residence:
1 WEST MELLEN STREET
HAMPTON, VIRGINIA 23663
Item 2 (c) Citizenship:
A BANK ASSOCIATION ORGANIZED AND EXISTING UNDER THE LAWS OF THE
UNITED STATES OF AMERICA
Item 2 (d) Title of Class of Securities:
COMMON STOCK, $5.00 PAR VALUE
Item 2 (e) CUSIP Number:
680194107
Item 3 Type of Person: (see instructions)
BANK AS DEFINED IN SECTION 3(a)(6) OF THE ACT
Item 4 Ownership
(a) Amount Beneficially Owned
418,252 (includes shares for which reporting person has no voting
or disposition power)
(b) Percent of Class
16.25%
(c) Number of Shares as to which such person has:
(i) sole power to vote or direct the vote:
303,194 BUT AS TO WHICH, AS A MATTER OF VIRGINIA LAW, CANNOT BE
VOTED UNLESS A CO-FIDUCIARY IS APPOINTED FOR THE SOLE PURPOSE OF
VOTING SUCH SHARES
Page 3 of 5 Pages
<PAGE>
(ii) shared power to vote or to direct the vote:
- -0-
(iii) sole power to dispose or to direct the disposition of:
307,234
(iv) shared power to dispose or to direct the disposition of:
4,768
Item 5. Ownership of Five Percent or Less of a Class
NOT APPLICABLE
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person.
THESE SECURITIES ARE HELD BY THE OLD POINT NATIONAL BANK OF
PHOEBUS AS TRUSTEE OF VARIOUS FUNDS. NO SINGLE TRUST HOLDS MORE
THAN 5% OF THE OUTSTANDING SHARES OF OLD POINT FINANCIAL
CORPORATION.
Item 7. Identification and Classification Of the Subsidiary Which
Acquired the Security Being Reported On By the Parent Holding
Company.
NOT APPLICABLE
Item 8. Identification and Classification of Members of the Group.
NOT APPLICABLE
Item 9. Notice of Dissolution of Group.
NOT APPLICABLE
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes or effect.
Page 4 of 5 Pages
<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.
January 15, 1999
Date
THE OLD POINT NATIONAL BANK OF PHOEBUS
/s/Robert F. Shuford, Chairman of the Board & President
Page 5 of 5 Pages
