UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  SCHEDULE 13G
                    Under the Securities Exchange Act of 1934
                              (Amendment No. _____)


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

                   Common Stock, par value $.33-1/3 per share
                         (Title and Class of Securities)

                                   296650 10 4
                                 (CUSIP Number)

                                October 23, 1998
             (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)

* 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 on 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.



CUSIP No. 296650 10 4

- --------------------------------------------------------------------------------
1.       Names of Reporting Persons, I.R.S. Identification Nos. of above persons
         (entities only)
                   Sol Pinsley
- --------------------------------------------------------------------------------
2.       Check the Appropriate Box if a Member of a Group              (a)
                                                                       (b)
- --------------------------------------------------------------------------------
3.       SEC Use Only

- --------------------------------------------------------------------------------
4.       Citizenship or Place of Organization
                   United States of America
- --------------------------------------------------------------------------------
                   5.      Sole Voting Power
Number of Shares                    1,169.71
Beneficially       -------------------------------------------------------------
Owned by Each      6.      Shared Voting Power                                  
Reporting Person                    0                                           
With               -------------------------------------------------------------
                   7.      Sole Dispositive Power                               
                                    1,169.71                                    
                   -------------------------------------------------------------
                   8.      Shared Dispositive Power 
                                    0
- --------------------------------------------------------------------------------
9.       Aggregate Amount Beneficially Owned by Each Reporting Person
                   1,169.71
- --------------------------------------------------------------------------------
10.      Check if the Aggregate Amount in Row (9) Excludes Certain Shares

- --------------------------------------------------------------------------------
11.      Percent of Class Represented by Amount in Row (9)
                   0.11%
- --------------------------------------------------------------------------------
12.      Type of Reporting Person
                   IN
- --------------------------------------------------------------------------------

This  Schedule 13G, the first  electronic  filing on behalf of Sol Pinsley ("Mr.
Pinsley"),  amends Mr.  Pinsley's  Schedule  13D filed with the  Securities  and
Exchange  Commission  (the "SEC") in January 1992 as amended by Amendment  No. 1
filed with the SEC in April  1992.  Mr.  Pinsley  is filing  this  Schedule  13G
pursuant to Rule 13d-1(h) promulgated under the Securities Exchange Act of 1934,
as amended.

Item 1.

(a)      Name of Issuer:

         Espey Mfg. & Electronics Corp. (the "Issuer")

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

         233 Ballston Avenue
         Saratoga Springs, New York 12866

Item 2.

(a)      Name of Person Filing:

         Sol Pinsley.

(b)      Address of Residence:

         359 Ballston Avenue, Saratoga Springs, New York 12866.

(c)      Citizenship:

         United States of America

(d)      Title and Class of Securities:

         Common stock, par value $.33-1/3 per share (the "Common Stock")

(e)      CUSIP Number:

         296650 10 4

Item 3.

         N/A



Item 4.   Ownership

(a)       Amount Beneficially Owned:

          1,169.71

(b)       Percent of Class:

          0.11%

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

         (i)       Sole power to vote or direct the vote:

                   1,169.71

         (ii)      Shared power to vote or direct the vote:

                   0

         (iii)     Sole power to dispose or direct the disposition of:

                   1,169.71

         (iv)      Shared power to dispose or direct the disposition of:

                   0

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
                                                                           [ X ]

Item 6.  Ownership of More than Five Percent on Behalf of Another Person

         N/A

Item 7.  Identification and Classification of  the Subsidiary which Acquired the
         Security Being Reported on By the Parent Holding Company

         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. 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.




         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.




Dated: November 19, 1998                    /s/ Sol Pinsley
                                            ---------------
                                            Sol Pinsley