UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Trend-Lines, Inc.
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(Name of Issuer)
Class A Common Stock, $.01 Par Value
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(Title of Class of Securities)
894859-10-7
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(CUSIP Number)
Check the following box if a fee is being paid with the
statement [__]. (A fee is not required only if the
reporting 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
disclosures provided in a prior cover page.
The information required on 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).
CUSIP NO. 894859-10-7
1. NAME OF REPORTING PERSON
S.S. OR I.R.S IDENTIFICATION NO. OF ABOVE PERSON
Emilia F. Black
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [__]
(b) [__]
N/A
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A
NUMBER OF 5. SOLE VOTING POWER
SHARES 967,852
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 1,188,500
EACH 7. SOLE DISPOSITIVE POWER
REPORTING 967,852
PERSON 8. SHARED DISPOSITIVE POWER
WITH 1,188,500
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,525,772
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES*
[X]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
30.4%
12. TYPE OF REPORTING*
In
* SEE INSTRUCTIONS BEFORE FILLING OUT!
ITEM 1(A)
Name of Issuer: Trend Lines, Inc.
ITEM 1(B)
Address of Issuer's Principal Executive Offices: 135
American Legion Highway, Revere, Massachusetts 02151
ITEM 2(A)
Name of Person Filing: Emilia F. Black
ITEM 2(B)
Address of Principal Business Office or, if none, Residence:
135 American Legion Highway, Revere, Massachusetts 02151
ITEM 2(C)
Citizenship: USA
ITEM 2(D)
Title of Class of Securities: Class A Common Stock, $.01 par
value ("Class A Common Stock")
ITEM 2(E)
CUSIP Number 894859-10-7
ITEM 3
Not Applicable
ITEM 4
Ownership:
(a) Amount Beneficially Owned: 2,525,772 shares of
Class A Common Stock, of which shares the reporting person
has the right to acquire 2,427,959 shares upon conversion of
such shares of Class B Common Stock, which are convertible
at any time into Class A Common Stock on a one to one share
basis.
The shares deemed beneficially owned by the reporting
person are held of record by certain trusts of which the
reporting person is a trustee, beneficiary or settlor.
Of the 2,525,772 shares of Class A Common Stock deemed
beneficially owned by the reporting person, the reporting
person has the sole voting and investment power with respect
to 967,852 shares of Class A Common Stock deemed
beneficially owned by her.
Of the 2,525,772 shares of Class A Common Stock deemed
beneficially owned by the reporting person, the reporting
person does not have voting or investment power with respect
to 371,087 shares of Class A Common Stock, but has the right
to acquire such shares in her capacity as settlor of certain
trusts.
The reporting person shares voting and investment power
with respect to 1,188,500 shares of Class A Common Stock.
Except for 371,087 shares of Class A Common Stock, the
reporting person disclaims beneficial ownership as to
4,200,282 shares of Class A Common Stock deemed beneficially
owned by the reporting person's spouse.
(b) Percent of Class: 30.4%
(c) Number of Shares as to which such person has:
(i) sole power to vote or to direct the vote:
967,852 shares
(ii) shared power to vote or to direct the vote:
1,188,500 shares
(iii) sole power to dispose or to direct the
disposition of:
967,852 shares
(iv) shares power to dispose or to direct the
disposition of:
1,188,500 shares
ITEM 5
Ownership of Five Percent or Less of Class: Not Applicable
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: Not Applicable
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 5/8/98
Signature /s/ Emilia F. Black
Name/Title Emilia F. Black
