UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
CHEMUNG FINANCIAL CORPORATION
(Name of Issuer)
COMMON STOCK, PAR VALUE $5.00
(Title of Class of Securities)
164024 10 1
(CUSIP Number)
Check the following 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).
Page 1 of 6 pages
SEC 1745 (2/95)
13G
CUSIP No. 164024 10 1 Page 2 of 6 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Chemung Canal Trust Company Profit Sharing
Savings and Investment Plan
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b) X
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Employee Benefit Plan - Not Applicable
NUMBER OF 5. SOLE VOTING POWER
SHARES 0
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 226,842
EACH 7. SOLE DISPOSITIVE POWER
REPORTING 0
PERSON 8. SHARED DISPOSITIVE POWER
WITH 226,842
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
226,842
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10.95%
12. TYPE OF REPORTING PERSON*
EP
*SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 6 pages
SCHEDULE 13G (Amendment No. 2)
Item 1(a) Name of Issuer:
Chemung Financial Corporation
Item 1(b) Address of Issuer's Principal Executive Offices:
One Chemung Canal Plaza
Elmira, New York 14901
Item 2(a) Name of Person Filing:
Chemung Canal Trust Company Profit Sharing,
Savings and Investment Plan
Item 2(b) Address or Principal Business Office or, if none,
residence:
One Chemung Canal Plaza
Elmira, New York 14901
Item 2(c) Citizenship:
Employee Benefit Plan - Not Applicable
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
164024 10 1
Item 3 If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(a) ( ) Broker or Dealer registered under
Section 15 of the Act
(b) ( ) Bank as defined in Section 3(a)(6) of
the Act
(c) ( ) Insurance Company as defined in Section
3(a)(19) of the Act
(d) ( ) Investment Company registered under
Section 8 of the Investment Company Act
(e) ( ) Investment Adviser registered under
Section 203 of the Investment Advisers Act of 1940
(f) (X) Employee Benefit Plan, Pension Fund
which is subject to the provisions of the Employee
Retirement Income Security Act of 1974 or Endowment
Fund
(g) ( ) Parent Holding Company, in accordance
with Section 240.13d-(b)(ii)(G)
(h) ( ) Group, in accordance with Section
240.13d-1(b)(1)(ii)(H)
Item 4 Ownership:
If the percent of the class owned, as of December 31 of the
year covered by the statement, or as of the last day of any month
described in Rule 13d-1(b)(2), if applicable, exceeds five
percent, provide the following information as of that date and
identify those shares which there is a right to acquire.
(a) Amount Beneficially Owned:
226,842
(b) Percent of Class:
10.95% based on 2,072,214 shares outstanding on
December 31, 1996, as reported by the issuer.
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct
the vote: 0
(ii) shared power to vote or to
direct the vote: 226,842
(iii) sole power to dispose or to
direct the disposition of: 0
(iv) shared power to dispose or to
direct the disposition of: 226,842
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:
If any other person is known to have the right to receive or
the power to direct the receipt of dividends from, or the
proceeds from the sale of, such securities, a statement to that
effect should be included in response to this item and, if such
interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act of
1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is not required.
226,842 shares of Common Stock of Chemung Financial
Corporation are held in trust by the Trust Department of Chemung
Canal Trust Company as trustee under a trust agreement pursuant
to the Chemung Canal Trust Company Profit Sharing, Savings and
Investment Plan. The employees of Chemung Canal Trust Company
who participate under said Plan have the right to direct the
voting of, to receive the dividends from and to receive the
proceeds from the sale of said 226,842 shares of Chemung
Financial Corporation Common Stock.
Item 7 Identification and Classification of the Subsidiary Which
Acquired the Security being Reported on By the Parent Holding
Company:
If a parent holding company has filed this schedule,
pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and
attach an exhibit stating the identity and the Item 3
classification of the relevant subsidiary. If a parent holding
company has filed this schedule pursuant to Rule 13d-1(c), attach
an exhibit stating the identification of the relevant subsidiary.
NOT APPLICABLE
Item 8 Identification and Classification of Members of the Group:
If a group has filed this schedule pursuant to Rule
13d-1(b)(ii)(H), so indicate under Item 3(h) and attach an
exhibit stating the identity and Item 3 classification of each
member of the group. If a group has filed this schedule pursuant
to Rule 13d-1(c), attach an exhibit stating the identity of each
member of the group.
NOT APPLICABLE
Item 9 Notice of Dissolution of Group:
Notice of dissolution of a group may be furnished as an
exhibit stating the date of the dissolution and that all further
filings with respect to transactions in the securities reported
on will be filed, if required by members of the group in their
individual capacity.
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.
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: January 31, 1997.
Signature: CHEMUNG CANAL TRUST COMPANY,
as Trustee
By: /s/ Jerome F. Denton
Name/Title: Jerome F. Denton
Senior Vice President and Secretary
