UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Versar, Inc.
Name of Issuer
Common
Title and Class of Securities
925297103
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 previous statement on file reporting beneficial ownership
of more than five person 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.)
(SeeRule 13d-7)
CUSIP NO. 925297103
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Versar Employee Savings and Stock Ownership Plan
Federal ID# 54-1367522
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(A)
(B)
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OR ORGANIZATION
United States
5. SOLE VOTING POWER
915,676
6. SHARED VOTING POWER
0
7. SOLE DISPOSITIVE POWER
915,676
8. SHARED DEPOSITIVE POWER
0
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON.
915,676
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
15.01%
12. TYPE OF REPORTING PERSON*
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Versar, Inc.
Item 1.
(a) The Issuer is Versar, Inc.
(b) Issuer's principal executive offices are located at 6850
Versar Center, Springfield, Virginia 22151.
Item 2.
(a) Versar Employee Savings and Stock Ownership Plan ("ESSOP")
(b) Principal business address is : 6850 Versar Center,
Springfield, Virginia 22151
(c) Citizenship: United States
(d) Common Shares
(e) CUSIP Number: 925297103
Item 3. Statement if filed pursuant to Rule 13d-1(b)
(f) Employee Benefit Plan which is subject to the provisions of
the Employee Retirement Income Security Act of 1974; see 240.13d-1(b) (1)
(ii) (F).
Item 4. Ownership
(a) The aggregate number of shares beneficially owned by the
ESSOP is 915,676 shares.
(b) This represents 15.01 percent of the 6,096,645 shares
outstanding in the Issuer's most recently filed Form 10-Q
dated December 31, 1998.
(c) The ESSOP has the sole power to vote or direct to vote all
915,676 shares and that power is not shared with another
person.
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
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Item 6. Ownership of more that five percent on behalf of another
person.
Not applicable
Item 7. Identification and classification of the Subsidiary
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 or such securities and were not acquired in
connection with or as participant in any transaction having such
purposes or effect.
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 10, 1999
/S/ Michael Markels, Jr.
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Signature
Michael Markels, Jr., Trustee
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Name/Title
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