SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
VINEYARD OIL AND GAS CO.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
None
(CUSIP Number)
Vasilios T. Nacopoulos, Esq.
Knox McLaughlin Gornall & Sennett, P.C.
120 West Tenth Street, Erie, Pa. 16501-1461
(814) 459-2800
[email protected]
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
February 29, 2000
(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 Rule 13d-1(e), 13d-
1(e), or 13d-1(g), check the following box [ ].
CUSIP No. None
1) NAMES OF REPORTING PERSONS. IRS IDENTIFICATION NOS. OF ABOVE
PERSONS (ENTITIES ONLY)
Wilbur E. Johnson, Jr., on behalf of a former group of
shareholders described in Items 2 through 6, below.
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
3) SEC USE ONLY
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4) SOURCE OF FUNDS
Other--OO
See Item 3, below.
5) CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(D) OR 2(E)
6) CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 7) SOLE VOTING POWER
SHARES
BENEFICIALLY OWNED 194,011.25 (See Item 5)
BY EACH REPORTING
PERSON WITH 8) SHARED VOTING POWER
None (See Item 5)
9) SOLE DISPOSITIVE POWER
194,011.25 (See Item 5)
10) SHARED DISPOSITIVE POWER
None (See Item 5)
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Wilbur E. Johnson, Jr. individually owns 194,011.25 shares.
Because the agreement among the group members has expired, the
group no longer has beneficial ownership of any shares. (See
Item 5 for the ownership of the individual group members)
12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Wilbur E. Johnson, Jr. individually owns approximately 3.8%
of the outstanding shares. Because the agreement among the group
members has expired, the group no longer has beneficial ownership
of any shares. (See Item 5 for the percentage ownership of the
individual group members)
14) TYPE OF REPORTING PERSON
Individual--IN
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The purpose of this second amendment is to report the
expiration of the agreement between the group members reported
in previous filings.
ITEM 1. SECURITY AND ISSUER
This statement relates to the Common Stock of Vineyard Oil &
Gas Co. whose principal executive offices are located at 10299
West Main Road, North East, PA 16428. The Company's mailing
address is P.O. Box 391, North East, PA 16428.
ITEM 2. IDENTITY AND BACKGROUND
The former members of the group of shareholders to which
this statement relates are as follows:
Wilbur E. Johnson, Jr.
1324 South Shore Drive
Erie, PA 16505
Occupation/Employment: Retired
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
W. Eric Johnson
4404 Prestwick Drive
Erie, PA 16506
Occupation/Employment: Stockbroker
Thomas F. White & Co., Inc. Investment Securities
3800 West Twelfth Street
Erie, PA 16505
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
James J. Concilla
20 Blaine Street
North East, PA 16428
Occupation/Employment: President
Vineyard Oil & Gas Co.
10299 West Main Road
North East, PA 16428
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
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Margaret J. Concilla
20 Blaine Street
North East, PA 16428
Occupation/Employment: None
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
Luigi Mazza
11787 East Lake Road
North East, PA 16428
Occupation/Employment: Semi-retired Farmer
Mazza Vineyards
11815 East Lake Road
North East, PA 16428
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
H. Gunther Edelmann
1746 Ridgecrest Road
North East, PA 16428
Occupation/Employment: Retired
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
Beverly W. Edelmann
1746 Ridgecrest Road
North East, PA 16428
Occupation/Employment: Retired
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
Charles L. Valone
185 Sunset Beach Road
North East, PA 16428
Occupation/Employment: Retired
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
Alice E. Valone
185 Sunset Beach Road
North East, PA 16428
Occupation/Employment: Retired
Criminal Convictions in Last Five Years: None
Securities Law Proceedings in Last Five Years: None
Citizenship: United States of America
<PAGE>
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The group acquired beneficial ownership of the shares by
virtue of the formation of a group (see previously filed Schedule
13D and Amendment No. 1 thereof), and the group did not expend
any funds to acquire such shares. The sources and amounts of
funds each group member originally used to acquire their
securities are as follows:
Wilbur E. Johnson, Jr.
Source: Personal/No Loans
Amount: $49,082.98
W. Eric Johnson
Source: Personal/No Loans
Amount: $8,409.85
James J. Concilla
Source: Personal/No Loans
Amount: $6,000.00
James J. Concilla and Margaret J. Concilla, Jointly
Source: Personal/No Loans
Amount: $6,495.00
Luigi Mazza
Source: Personal/No Loans
Amount: $3,000.00
H. Gunther Edelmann and Beverly W. Edelmann, Jointly
Source: Personal/No Loans
Amount: $6,000.00
Charles L. Valone and Alice E. Valone, Jointly
Source: Personal/No Loans
Amount: $6,000.00
ITEM 4. PURPOSE OF TRANSACTION
The purpose of the group was to attract a purchaser for the
stock of the group members. The tasks of Wilbur E. Johnson, Jr.
were to act as a finder of potential purchasers, to seek any
financial or legal advice regarding the potential sale of shares,
and to make any necessary filings with the SEC on behalf of the
group. However, the agreement among the group members has
expired and is no longer of any force or effect.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The aggregate number of shares of Common Stock of the Issuer
identified in Item 1 that were beneficially owned by the group of
persons listed in Item 2 equaled 871,735.88 shares, which was
approximately 17.1% of the approximately 5.1 Million shares of
stock outstanding. However, since the agreement among the former
group members has expired, each group member now owns less than 5%
of the Common Stock of the Issuer, and does not beneficially own
any of the shares of any other former group member, unless by
joint ownership originating prior to the formation of the group.
The following is a list of each former group member's
respective voting and disposition rights (all percentages have
been rounded to the nearest one/tenth percent):
Wilbur E. Johnson, Jr.
Sole voting power over 194,011.25 shares (3.8%)
Shared voting power over no shares
Sole disposition power over 194.011.25 shares (3.8%)
Shared disposition power over no shares
W. Eric Johnson
Sole voting power over 38,345.63 shares (0.8%)
Shared voting power over no shares
Sole disposition power over 38,345.63 shares (0.8%)
Shared disposition power over no shares
James J. Concilla
Sole voting power over 137,625 shares (2.7%)
Shared voting power over 162,375 shares owned jointly with
Margaret J. Concilla (3.2%)
Sole disposition power over 137,625 shares (2.7%)
Shared disposition power over 162,375 shares owned jointly
with Margaret J. Concilla (3.2%)
Margaret J. Concilla
Sole voting power over no shares
Shared voting power over 162,375 shares owned jointly with
James J. Concilla (3.2%)
Sole disposition power over no shares
Shared disposition power over 162,375 shares owned jointly
with James J. Concilla (3.2%)
Luigi Mazza
Sole voting power over 75,000 shares (1.5%)
Shared voting power over no shares
Sole disposition power over 75,000 shares (1.5%)
Shared disposition power over no shares
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H. Gunther Edelmann
Sole voting power over no shares
Shared voting power over 124,379 shares owned jointly with
Beverly W. Edelmann (2.4%)
Sole disposition power over no shares
Shared disposition power over 124,379 shares owned jointly
with Beverly W. Edelmann (2.4%)
Beverly W. Edelmann
Sole voting power over no shares
Shared voting power over 124,379 shares owned jointly with
H. Gunther Edelmann (2.4%)
Sole disposition power over no shares
Shared disposition power over 124,379 shares owned jointly
with H. Gunther Edelmann (2.4%)
Charles L. Valone
Sole voting power over no shares
Shared voting power over 140,000 shares owned jointly with
Alice E. Valone (2.7%)
Sole disposition power over no shares
Shared disposition power over 140,000 shares owned jointly
with Alice E. Valone (2.7%)
Alice E. Valone
Sole voting power over no shares
Shared voting power over 140,000 shares owned jointly with
Charles L. Valone (2.7%)
Sole disposition power over no shares
Shared disposition power over 140,000 shares owned jointly
with Charles L. Valone (2.7%)
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS
WITH RESPECT TO SECURITIES OF THE ISSUER.
According to the knowledge of Wilbur E. Johnson, Jr., no
contract, arrangement, understandings or relationships (legal or
otherwise) exist between the members of the group with respect to
the common stock of the issuer.
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ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
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.
Date: March 6, 2000
/s/ Wilbur E. Johnson, Jr.
Wilbur E. Johnson, Jr.
