<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Porta Systems Corp.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
735647307
- ------------------------------------------------------------------------------
(CUSIP Number)
December 31, 1998
------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 735647307 Page 1 of 6 Pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
persons
PNC Bank Corp. 25-1435979
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization Pennsylvania
Number of Shares 5) Sole Voting Power 834,468
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 834,468*
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person
834,468
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 9.0
12) Type of Reporting Person (See Instructions) HC
* See response to Item 4.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Porta Systems Corp.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
735647307
- ------------------------------------------------------------------------------
(CUSIP Number)
December 31, 1998
------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 735647307 Page 2 of 6 Pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of
above persons
PNC Bancorp, Inc. 51-0326854
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization Delaware
Number of Shares 5) Sole Voting Power 834,468
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 834,468*
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person
834,468
10) Check if the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 9.0
12) Type of Reporting Person (See Instructions) HC
* See response to Item 4.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Porta Systems Corp.
- ------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- ------------------------------------------------------------------------------
(Title of Class of Securities)
735647307
- ------------------------------------------------------------------------------
(CUSIP Number)
December 31, 1998
------------------------------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 735647307 Page 3 of 6 Pages
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above
persons
PNC Bank, National Association 22-1146300
2) Check the Appropriate Box if a Member of a Group (See Instructions)
a) [ ]
b) [ ]
3) SEC USE ONLY
4) Citizenship or Place of Organization United States
Number of Shares 5) Sole Voting Power 834,468
Beneficially Owned
By Each Reporting
Person With 6) Shared Voting Power 0
7) Sole Dispositive Power 834,468*
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting Person
834,468
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) [ ]
11) Percent of Class Represented by Amount in Row (9) 9.0
12) Type of Reporting Person (See Instructions) BK
* See response to Item 4.
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ITEM 4 - OWNERSHIP:
The following information is as of December 31, 1998:
(a) Amount Beneficially Owned: 834,468 shares
(b) Percent of Class: 9.0
(c) Number of shares to which such person has:
(i) sole power to vote or to direct the vote 834,468
(ii) shared power to vote or to direct the vote 0
(iii) sole power to dispose or to direct the disposition of 834,468*
(iv) shared power to dispose or to direct the disposition of 0
* Lloyd I. Miller, III has dispositive power with respect to these shares
pursuant an Investment Advisory Agreement dated as of April 1, 1997 with PNC
Bank, National Association, as Trustee. Either party may terminate the
agreement on 30 days' prior written notice.
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ITEM 6 - OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
All 834,468 shares of Common Stock are held in Trust accounts created by an
Amended and Restated Trust Agreement dated September 20, 1983, in which
Lloyd I. Miller, Jr. was Grantor, and for which PNC Bank, National Association
serves as Trustee. Mrs. Catherine Miller Ward may have the right to receive
or the power to direct the receipt of dividends from, or the proceeds from
the sale of, 336,108 shares.
ITEM 10 - CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
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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.
February 12, 1999
---------------------------------------------
Date
/s/ ROBERT L. HAUNSCHILD
---------------------------------------------
Signature - PNC Bank Corp.
Robert L. Haunschild, Senior Vice President
and Chief Financial Officer
---------------------------------------------
Name/Title
February 12, 1999
---------------------------------------------
Date
/s/ JAMES B. YAHNER
---------------------------------------------
Signature - PNC Bancorp, Inc.
James B. Yahner, Vice President
---------------------------------------------
Name/Title
February 12, 1999
---------------------------------------------
Date
/s/ THOMAS R. MOORE
---------------------------------------------
Signature - PNC Bank, National Association
Thomas R. Moore, Vice President and Secretary
---------------------------------------------
Name/Title
An Agreement to file a joint statement was
previously filed as Exhibit A to the Schedule 13G
filed January 12, 1998.