Sec Form 13G Filing - ADIRONDACK TRUST CO filing for ESPEY MFG & ELECTRS CORP (ESP) - 2005-07-20

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  SCHEDULE 13G
                                 (Rule 13d-102)


             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
           TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
                            PURSUANT TO RULE 13d-2(b)

                         (Amendment No.____________)(1)


                         Espey Mfg. & Electronics Corp.
- --------------------------------------------------------------------------------
                                (Name of Issuer)


                   Common Stock par value $0.33 1/3 per share
- --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                   296650 10 4
- --------------------------------------------------------------------------------
                                 (CUSIP Number)


                                  July 15, 2005
- --------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)


      Check the  appropriate  box to designate  the rule  pursuant to which this
Schedule is filed:

          [X]  Rule 13d-1(b)

          [_]  Rule 13d-1(c)

          [_]  Rule 13d-1(d)


- ----------
(1)   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 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.296650 10 4                  13G                      Page 2 of 5 Pages


________________________________________________________________________________
1.    NAME OF REPORTING PERSONS.  Howard Pinsley and Peggy A. Murphy,  Successor
      Trustees,  Espey Mfg. & Electronics  Corp.  Employee Stock  Ownership Plan
      Trust I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)



________________________________________________________________________________
2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                               N/A                               (a)  [_]
                                                                 (b)  [_]

________________________________________________________________________________
3.    SEC USE ONLY



________________________________________________________________________________
4.    CITIZENSHIP OR PLACE OF ORGANIZATION

            Trust under Employee Stock Ownership Plan of a New York Corporation

________________________________________________________________________________
  NUMBER OF    5.   SOLE VOTING POWER

   SHARES       380,120
               _________________________________________________________________
BENEFICIALLY   6.   SHARED VOTING POWER

  OWNED BY
               _________________________________________________________________
    EACH       7.   SOLE DISPOSITIVE POWER

  REPORTING     380,120
               _________________________________________________________________
   PERSON      8.   SHARED DISPOSITIVE POWER

    WITH
________________________________________________________________________________
9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

            380,120

________________________________________________________________________________
10.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

            N/A                                                           [_]

________________________________________________________________________________
11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

            32.8% of Common Stock outstanding as of July 15, 2005

________________________________________________________________________________
12.   TYPE OF REPORTING PERSON*


            EP
________________________________________________________________________________
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!




CUSIP No.296650 10 4                     13G                   Page 3 of 5 Pages



Item  1(a). Name of Issuer:



            Espey Mfg. & Electronics Corp.
________________________________________________________________________________

Item  1(b). Address of Issuer's Principal Executive Offices:



            233 Ballston Ave., Saratoga Springs, NY 12866
________________________________________________________________________________


Item  2(a). Name of Person Filing:

            Howard  Pinsley and Peggy A. Murphy,  Trustees of Espey Mfg. &
            Electronics   Corp.   Employee  Stock  Ownership  Plan and Trust*
________________________________________________________________________________


Item  2(b). Address of Principal Business Office, or if None, Residence:

            233 Ballston Ave. Saratoga Springs, NY 12866
________________________________________________________________________________

Item  2(c). Citizenship:

            US
________________________________________________________________________________


Item  2(d). Title of Class of Securities:

            Common Stock, par value $0.33 1/3
________________________________________________________________________________


Item  2(e). CUSIP Number:


            296650 10 4
 _______________________________________________________________________________


*Mr.  Pinsley and Peggy A. Murphy have succeeded The Adirondack Trust Company as
trustees.

Item  3. If This Statement is Filed  Pursuant to Rule  13d-1(b),  or 13d-2(b) or
         (c), Check Whether the Person Filing is a:

      (a)   [_] Broker or dealer  registered  under  Section 15 of the  Exchange
                Act.

      (b)   [_] Bank as defined in Section 3(a)(6) of the Exchange Act.

      (c)   [_] Insurance company as defined in Section 3(a)(19) of the Exchange
                Act.

      (d)   [_] Investment  company registered under Section 8 of the Investment
                Company Act.

      (e)   [_] An    investment    adviser    in    accordance    with   Rule
                13d-1(b)(1)(ii)(E);

      (f)   [X] An employee  benefit plan or endowment  fund in accordance  with
                Rule 13d-1(b)(1)(ii)(F);

      (g)   [_] A parent holding  company or control  person in accordance  with
                Rule 13d-1(b)(1)(ii)(G);

      (h)   [_] A savings  association as defined in Section 3(b) of the Federal
                Deposit Insurance Act;

      (i)   [_] A  church  plan  that is  excluded  from  the  definition  of an
                investment   company  under  Section  3(c)(14) of the Investment
                Company Act;

      (j)   [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).





CUSIP No.296650 10 4                   13G                     Page 4 of 5 Pages


Item 4.  Ownership.

      Provide the  following  information  regarding  the  aggregate  number and
percentage of the class of securities of the issuer identified in Item 1.

      (a)   Amount beneficially owned:

            380,120
________________________________________________________________________________

      (b)   Percent of class:

            32.8%
________________________________________________________________________________

      (c)   Number of shares as to which such person has:

          (i)   Sole power to vote or to direct the vote 380,120,
                                                         -------


          (ii)  Shared power to vote or to direct the vote_____________________,


          (iii) Sole power to dispose or to direct the disposition of 380,120,
                                                                      -------


          (iv)  Shared power to dispose or to direct the disposition of________



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.

            Under  certain  circumstances  beneficiaries  of the Trust  have the
            right to receive or the power to direct the receipt of  dividends or
            the proceeds from the sale of the security

________________________________________________________________________________

Item 7.  Identification and  Classification of the Subsidiary Which Acquired the
         Security  Being  Reported on by the Parent  Holding  Company or Control
         Person.

            N/A
________________________________________________________________________________

Item 8.  Identification  and  Classification  of Members of the Group.


            N/A
________________________________________________________________________________

Item 9.  Notice of Dissolution of Group.


            N/A
________________________________________________________________________________

Item 10.  Certifications.

      (a)   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 and are held
            in the  ordinary  course of business  and were not  acquired and not
            held  for  the  purpose  of  or  with  the  effect  of  changing  or
            influencing the control of the issuer of the securities and were not
            acquired and are not held in connection  with or as a participant in
            any transaction having such purpose 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.


                                                     July 20, 2005
                                        ----------------------------------------
                                                        (Date)


                                                  /s/ Howard Pinsley
                                        ----------------------------------------
                                                      (Signature)


                                                 Howard Pinsley/Trustee
                                        ----------------------------------------
                                                      (Name/Title)



Note.  Schedules  filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
for whom copies are to be sent.

Attention.  Intentional  misstatements  or omissions of fact constitute  federal
criminal violations (see 18 U.S.C. 1001).