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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. 3)*
NATIONAL GAS & OIL COMPANY
------------------------------
(Name of Issuer)
COMMON STOCK
------------------------------
(Title of Class of Securities)
636195109
------------------------------
(Cusip Number)
Check the following box if a fee is being paid with the 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 l3d-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).
================================================================================
Page 1 of 5 Pages
<PAGE>
SCHEDULE 13G
- ------------------- -----------------
CUSIP No. 636195109 Page 2 of 5 Pages
- ------------------- -----------------
- --------------------------------------------------------------------------------
1 | NAME OF REPORTING PERSON
| S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
|
| THE TRUST COMPANY OF NEW JERSEY 22-1337980
- --------------------------------------------------------------------------------
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
| (b) [ ]
- --------------------------------------------------------------------------------
3 | SEC USE ONLY
|
- --------------------------------------------------------------------------------
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
|
| NEW JERSEY
- --------------------------------------------------------------------------------
| 5 | SOLE VOTING POWER
NUMBER OF | |
| |
SHARES | | 633,485
----------------------------------------------------------------
BENEFICIALLY | 6 | SHARED VOTING POWER
| |
OWNED BY | |
| | -0-
EACH ----------------------------------------------------------------
| 7 | SOLE DISPOSITIVE POWER
REPORTING | |
| |
PERSON | | 633,485
----------------------------------------------------------------
WITH | 10 | SHARED DISPOSITIVE POWER
| |
| | -0-
- --------------------------------------------------------------------------------
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
| 633,485
- --------------------------------------------------------------------------------
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ]
| CERTAIN SHARES*
|
- --------------------------------------------------------------------------------
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
| 8.85%
- --------------------------------------------------------------------------------
12 | TYPE OF REPORTING PERSON*
|
| BK
- --------------------------------------------------------------------------------
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
-----------------
Page 3 of 5 Pages
-----------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
Schedule 13 G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Check the following box if a fee is being paid with this statement: [ ]
Item 1 (a) Name of Issuer:
NATIONAL GAS & OIL COMPANY
Item 1 (b) Address of Issuer's Principal Executive Offices:
150 Grandville Road
P.O. Box Drawer 4970
Newark, Ohio 43058-4970
Item 2 (a) Name of Person Filing:
The Trust Company of New Jersey
Item 2 (b) Address of Principal Business Office or, if none, Residence:
35 Journal Square
Jersey City, New Jersey 07306
Item 2 (c) Citizenship:
New Jersey
Item 2 (d) Title of Class of Securities:
Common Stock
Item 2 (e) CUSIP Number:
636195109
<PAGE>
-----------------
Page 4 of 5 Pages
-----------------
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b) check whether the person filing is a:
Bank as defined in Section 3(a)(6) of the Act.
Item 4. Ownership:
If the percent of the class owned, as of December 31 of the
year covered by the statement, or as of the last day of any
month described in Rule 13d-1(b)(2), if applicable, exceeds
five percent, provide the following information as of that
date and identify those shares which there is a right to
acquire:
(a) Amount Beneficially Owned:
633,485
(b) Percent of Class
8.85%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
633,485
(ii) shared power to vote or to direct the vote:
-0-
(iii) sole power to dispose or to direct the
disposition of:
633,485
(iv) shared power to dispose or to direct the
disposition of:
-0-
Item 5. Ownership of Five Percent or Less of a Class:
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of
Another Person:
Not Applicable
<PAGE>
-----------------
Page 5 of 5 Pages
-----------------
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.
The following certification shall be included if the statement is filed
pursuant to Rule 13d-1(b).
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 or as a participant in any
transaction having such purposes or effect.
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: 2/13/98
THE TRUST COMPANY OF NEW JERSEY
By: /s/ RAYMOND P. CATLAW
----------------------------------
Name: Raymond P. Catlaw
Title: Senior Vice President and
Trust Officer
----------
ATTENTION: Intentional misstatements or omissions of fact constitute Federal
criminal violations (See 18 U.S.C. 1001)