-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GQ39ZXn+pLqAaeiHg8tnLcXvt6mSrXOnaxEjww3I4yhdSJBiqlJIotynqydTNU4b xaIQub1o3guq49S7V1KfAA== 0000902816-05-000001.txt : 20050214 0000902816-05-000001.hdr.sgml : 20050214 20050214162414 ACCESSION NUMBER: 0000902816-05-000001 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20050214 DATE AS OF CHANGE: 20050214 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STROBEL GERALD A CENTRAL INDEX KEY: 0000902816 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: BUSINESS PHONE: 7166848060 MAIL ADDRESS: STREET 2: 368 PLEASANTVIEW DRIVE CITY: LANCASTER STATE: NY ZIP: 14086 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ECOLOGY & ENVIRONMENT INC CENTRAL INDEX KEY: 0000809933 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 160971022 STATE OF INCORPORATION: NY FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39143 FILM NUMBER: 05610758 BUSINESS ADDRESS: STREET 1: 368 PLEASANTVIEW DR CITY: LANCASTER STATE: NY ZIP: 14086 BUSINESS PHONE: 7166848060 MAIL ADDRESS: STREET 1: 368 PLEASANTVIEW DRIVE CITY: LANCASTER STATE: NY ZIP: 14086 SC 13G/A 1 gas13g.htm Gerald A. Strobel_13G/A

Schedule 13G/A
(Amendment No. 13)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

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


Ecology and Environment, Inc.
(Name of Issuer)

Class A Common Stock
(Class B Common Stock is convertible into Class A Common Stock on a one for one basis.)
(Title of Class of Securities)


278878 10 3
(CUSIP Number)

               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.:     278878 10 3

  1)

  

Name of reporting person(s):

          

Gerald A. Strobel

   

  2)

Check the appropriate box if a member of a group:

Not Applicable

   

  3)

Securities and Exchange Commission use only:

   

  4)

Citizenship or place of organization:

United States


Number of shares beneficially owned by reporting person with:

  5)

  

Sole voting power

          

Class A (1)

     

Class B (2)

208,578

208,578

   

  6)

Shared voting power

Class A

Class B

-0-

-0-

  7)

Sole dispositive power

Class A

Class B

1,008

1,008

  8)

Shared dispositive power (3)

Class A (1)

Class B (2)

207,570

207,570

        

            

(1)    Class B Stock is convertible into Class A Stock on a one for one basis.

   

(2)    Includes 1,008 shares of Class B Common Stock owned  in equal amounts by Mr. Strobel as custodian for
each of his three children as to which he disclaims beneficial ownership.  Does not include any other shares of
Class B Common Stock owned by Mr. Strobel's children.

  

   

(3)    Messrs. Gerhard J. Neumaier, Frank B. Silvestro, Ronald L. Frank and Gerald A. Strobel entered into a
Stockholders' Agreement in 1970 which governs the sale of an aggregate of 1,176,068 shares of Class B
Common Stock owned by them, certain members of their families, and a former spouse.  The Agreement
provides that prior to accepting a bona fide offer to purchase all or any part of those shares, each party must
first allow the other members of the agreement the opportunity to acquire on a pro rata basis, with right of
over-allotment, all of such shares covered by the offer on the same terms and conditions proposed by the offer.

   

  9)

Aggregate amount beneficially owned by reporting person:        

Class A

     

Class B

          

208,578

208,578

  

   

10) 

Check box if the aggregate amount in Row 9 excludes certain shares

[  ]

   

11)  

Percent of class represented by amount in Row 9:

Class A
Common Stock

Class B
Common Stock

7.9%

12.7%

   

12)  

Type of Reporting Person:

Individual


United States
Securities and Exchange Commission
Washington, D.C.

Schedule 13G
Under the Securities Exchange Act of 1934


Item 1(a):     

    

Name of issuer:

Ecology and Environment, Inc.

   

Item 1(b):

Address of issuer's principal executive offices:

368 Pleasant View Drive, Lancaster, New York 14086

   

Item 2(a):

Name of person filing:

Gerald A. Strobel

   

Item 2(b):

Address of principal business office:

368 Pleasant View Drive, Lancaster, New York 14086

   

Item 2(c):

Citizenship:

United States

   

Item 2(d):

Title of class of securities:

Class A Common Stock (Class B Common Stock is
convertible into Class A Stock on a one for one basis.)

   

Item 2(e):

CUSIP number:

278878 10 3

   

Item 3:

Not Applicable

Item 4(a):

    

Amount beneficially owned: (1)(2)(3)(4)(5)(6):

Class A

Class B

208,578

208,578

   

Item 4(b):

Percent of class:

Class A

Class B

7.9%

12.7%

   

Item 4(c)(i):

Sole power to vote or to direct the vote:

Class A

Class B

208,578

208,578

   

Item 4(c)(ii):

Shared power to vote or to direct the vote:

Class A

Class B

-0-

-0-

   

Item 4(c)(iii):

Sole power to dispose or to direct the disposition of:

    

Class A

     

Class B

1,008

1,008

   

Item 4(c)(iv):

Shared power to dispose or to direct the disposition of:

Class A

Class B

207,570

207,570

(1)    Class B Stock is convertible into Class A Stock on a one for one basis.

   

(2)    The Filing Person is deemed to be the beneficial owner of securities that may be acquired within 60
days through the exercise of exchange or conversion rights.  The shares of Class A Common Stock issuable
upon conversion by any such shareholder are not included in calculating the number of shares or percentage
of Class A Common Stock beneficially owned by any other shareholder.  Moreover, the table does not give
effect to any shares of Class A Common Stock that may be issued pursuant to the Company's Incentive Stock
Option Plan, none of which have been granted to the Filing Person.

   

(3)    Does not include 71,107 shares (35,650 shares of Class A Common Stock and 35,457 shares of Class B
Common Stock) owned by the Company's Defined Contribution Plan of which Messrs. Gerhard J. Neumaier,
Frank B. Silvestro, Ronald L. Frank, and Gerald A. Strobel constitute four of five Trustees.

   

(4)    Messrs. Gerhard J. Neumaier, Frank B. Silvestro, Ronald L. Frank and Gerald A. Strobel entered into a
Stockholders' Agreement in 1970 which governs the sale of an aggregate of 1,176,068 shares of Class B
Common Stock owned by them, certain members of their families and a former spouse.  The Agreement
provides that prior to accepting a bona fide offer to purchase all or any part of those shares, each party must
first allow the other members to the agreement the opportunity to acquire on a pro rata basis, with right of
over-allotment, all of such shares covered by the offer on the same terms and conditions proposed by the
offer.

     

(5)    There are 2,435,435 shares of Class A Common Stock outstanding and 1,643,045 shares of Class B
Common Stock outstanding as of December 31, 2004.

   

(6)    Includes 1,008 shares of Class B Common Stock owned by Mr. Strobel as custodian for each of his
three children as to which he disclaims beneficial ownership. Does not include any other shares of Class B
Common Stock owned by Mr. Strobel's children.

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:

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.

                               

           

ECOLOGY AND ENVIRONMENT, INC.

Dated:  February 11, 2005

           

/s/ GERALD A. STROBEL

                                                    

                                                         

GERALD A. STROBEL
EXECUTIVE VICE PRESIDENT OF TECHNICAL SERVICES AND DIRECTOR

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