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OMB APPROVAL
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
VISTA BANCORP, INC.
(Name of Issuer)
Common Stock, Par Value $.50 Per Share
(Title of Class of Securities)
92830R 103
(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 (2-95) Page 1 of 4 pages
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CUSIP NO. 92830R 103 13G Page 2 of 4 Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON
THE PHILLIPSBURG NATIONAL BANK AND TRUST COMPANY
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [X]
Not Applicable
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Chartered Under the Laws of the United States of America --
Principal Office is in New Jersey
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5 SOLE VOTING POWER
306,992
NUMBER OF
SHARES ----------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH None
REPORTING
PERSON ----------------------------------------------------
WITH
7 SOLE DISPOSITIVE POWER
84,688
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8 SHARED DISPOSITIVE POWER
36,606
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
306,992
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.5%
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12 TYPE OF REPORTING PERSON*
BK
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* SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 4 Pages
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CUSIP No. 92830R 103 13G Page 3 of 4 Pages
The Phillipsburg National Bank and Trust Company
Item 1.
(a) Vista Bancorp, Inc. (the "Issuer")
(b) 305 Roseberry Street, P.O. Box 5360,
Phillipsburg, New Jersey 08865
Telephone number: (908) 859-9500
Item 2.
(a) The Phillipsburg National Bank and Trust Company
(b) 305 Roseberry Street, P.O. Box 5360,
Phillipsburg, New Jersey 08865
(c) Not applicable
(d) Common Stock, par value $5.00 per share
(e) None
Item 3. If this statement is filed pursuant to Rule 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) |X| 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 Advisor registered under section 203 of
the Investment Advisors
Act of 1940
(f) |_| Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee Retirement
Income Security Act of 1974 or Endowment Fund; see
ss. 240.13d-1(b)(1)(ii)(F)
(g) |_| Parent Holding Company, in accordance with ss.
240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) |_| Group, in accordance with ss. 240.13d-1(b)(1)(ii)(H)
Item 4. Ownership
(a) Amount beneficially owned is 306,992 shares of the
Issuer's common stock, par value $.50 per share.
(b) The percent of such class is 7.5% as of
December 31, 1996.
(c) Number of shares as to which the Reporting Person has:
(i) sole power to vote or to direct the vote:
306,992
(ii) shared power to vote or to direct the vote:
none
(iii) sole power to dispose or to direct the
disposition of: 120,894
(iv) shared power to dispose or to direct the
disposition of: 400
Page 3 of 4 pages
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CUSIP No. 92830R 103 13G Page 4 of 4 Pages
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following |_|.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not applicable.
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.
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: February 11, 1997 /s/ William F. Keefe
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William F. Keefe, Sr. Vice President &
Chief Financial Officer
Page 4 of 4 pages