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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. 2)
STERLING BANCORP
................................................................................
(Name of Issuer)
Common Shares, $1 par value
................................................................................
(Title of Class of Securities)
859158107
................................................................................
(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 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).
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CUSIP NO. 859158 10 7
1) Name of Reporting Person
S.S. or I.R.S. Identification Nos. of Above Person
STERLING NATIONAL BANK, f/k/a STERLING NATIONAL BANK & TRUST COMPANY OF
NEW YORK I.R.S. Identification No. 13-1345915
2) Check the Appropriate box if a Member of a Group*
(a) [ ]
(b) [X]
*Sterling National Bank, f/k/a Sterling National Bank & Trust Company
of New York and Lawrence Newman are co-executors of the Last Will and
Testament of Theodore H. Silbert dated June 12, 1991 and the Codicil
thereto dated March 27, 1992 and the trustees of the Trusts created
thereunder.
3) SEC Use Only
4) Citizenship or Place of Organization: NEW YORK
Number of Shares (5) Sole Voting Power 117,240
Beneficially Owned by (6) Shared Voting Power 241,596
Each Reporting Person With (7) Sole Dispositive Power 117,240
(8) Shared Dispositive Power 241,596
9) Aggregate Amount Beneficially Owned by Each Reporting Person 358,836
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11) Percent of Class Represented by Amount in Row 9 4.37
12) Type of Reporting Person BK
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SCHEDULE 13-G
Item 1 (a) Name of Issuer:
Sterling Bancorp,
a New York Corporation
(b) Address of Issuer's Principal Executive Offices:
430 Park Avenue
New York, New York 10022-3505
Item 2 (a) Name of Person Filing:
Sterling National Bank
(b) Address of Principal Business Office:
430 Park Avenue
New York, New York 10022-3505
(c) Citizenship:
a New York corporation
(d) CUSIP Number: 85158107
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 Adviser registered under section 203 of the
Investment Advisers 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 Section 240.13d-1(b)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with Section
240-13d-1(b)(ii)(G) (note: See Item 7)
(h) [ ] Group, in accordance with Section 240-13d-1(b)(1)(ii)(H)
Item 4. Ownership
See cover page, Items 5, 6, 7, 8, 9 and 11, the responses to which are
incorporated herein by reference.
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Item 5. Ownership of Five Percent or Less of a Class
Sterling National Bank, formerly known as Sterling National Bank &
Trust Company of New York, and Lawrence Newman, as co-executors of the
Last Will and Testament of Theodore H. Silbert dated June 12, 1991 and
the Codicil thereto dated May 27, 1992 (together, the "Silbert Will")
acquired 404,398 Common Shares, $1 par value, of Sterling Bancorp (the
"Common Shares") in their capacity as co-executors under the Silbert
Will. The Silbert Will provides for the creation of separate trusts for
six persons named therein. On or about February 28, 1997, the Common
Shares were distributed equally among the six trusts. Sterling National
Bank and Lawrence Newman are co-trustees of each trust. The
beneficiaries of each trust and the number of Common Shares owned by
each trust, after the sale of shares by the Silbert Estate to pay
taxes, administrative costs, and fees, are:
<TABLE>
<CAPTION>
<S> <C>
Elyssa Silbert 40,266
Benjamin Silbert 40,266
Theodore Silbert II 40,266
Michael Silbert 40,266
Scott Silbert 40,266
Laurie Dunning 40,266
</TABLE>
The balance of shares reported herein as beneficially owned are owned
by Sterling National Bank in its capacity as trustee of the Sterling
Bancorp/Sterling National Bank & Trust Company of New York Employees
Retirement Plan.
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.
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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 purposes 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.
February 9, 1998
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Date
STERLING NATIONAL BANK
By: /s/ JERROLD GILBERT
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Executive Vice President
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Name/Title
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