SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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)
VALLEY FORGE SCIENTIFIC CORP.
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(Name of Issuer)
COMMON STOCK
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(Title of Class of Securities)
919656108
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(CUSIP Number)
January 16, 2002
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1 (b)
[X] 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 ("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. 919656108 13G Page 2 of 6
1. NAMES OF REPORTING PERSON I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
(ENTITITES ONLY).
Russell U. Schenkman
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [__] (b) [__]
Not Applicable
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 5. Sole Voting Power 651,375
SHARES --------------------------------
BENEFICIALLY 6. Shared Voting Power
OWNED BY --------------------------------
EACH 7. Sole Dispositive Power 651,375
REPORTING --------------------------------
PERSON WITH 8. Shared Dispositive Power
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
651,375 (See Item 4 of this Schedule 13G)
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDED
CERTAIN SHARES Not Applicable
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0%
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12. TYPE OF REPORTING PERSON
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Cusip No. 919656108 13G Page 3 of 6
ITEM 1 (a). Name of Issuer:
Valley Forge Scientific Corp.
ITEM 1 (b). Address of Issuer's Principal Executive Offices:
136 Green Tree Road, Suite 100
Oaks, PA 19456-1179
ITEM 2 (a). Name of Person Filing:
Russell U. Schenkman
ITEM 2 (b). Address of Principal Business Office, if none, Residence:
13 Roszel Road
Princeton, NJ 08540
ITEM 2 (c). Citizenship:
United States
ITEM 2 (d). Title of Class of Securities:
Common Stock
ITEM 2 (e). CUSIP Number:
919656108
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 Act
(15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3 (a) (6) of the Act
(15 U.S.C 78c).
(c) [ ] Insurance company as defined in section 3 (a)
(19) of the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8
of the Investment Company Act of 1940 (15 U.S. C. 80a-8).
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Cusip No. 919656108 13G Page 4 of 6
(e) [ ] An investment advisor in accordance with Rule 13d-1
(b) (1) (ii) (E).
(f) [ ] 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 associations as defined in Section 3 (b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3 (c) (14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j) [ ] Group, in accordance with Rule 13d-1 (b) (1) (ii) (J).
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:
651,375(2)
(b) Percent of class:
8.0%(2)
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
651,375
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(2) Russell U. Schenkman is the sole trustee of the Frances W. Gilloway Marital
Trust and the Frances W. Gilloway Residue Trust (the "Trusts"), which are the
record owners of 601,375 shares of the common stock and options to purchase
50,000 shares of common stock exercisable currently or within 60 days. Mr.
Schenkman in his capacity as trustee of the Trusts possesses sole voting and
investment power with respect to the shares and therefore is deemed to
beneficially own, under applicable regulations of the Securities and Exchange
Commission, the 651,375 shares of common stock owned of record by the Trusts.
Mr. Schenkman disclaims beneficial ownership of all shares owned of record by
the Trusts, which constitutes all shares of common stock reported as
beneficially owned by him.
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Cusip No. 919656108 13G Page 5 of 6
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
651,375
(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
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 not acquired and are 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 that purpose or effect.
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Cusip No. 919656108 13 G Page 6 of 6
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: January 25, 2002 /s/ Russell U. Schenkman
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RUSSELL U. SCHENKMAN, in his
Capacity as trustee of the Frances W.
Gilloway Marital Trust and the Frances
W. Gilloway Residue Trust.
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