SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- SCHEDULE 13G (RULE 13d-102) INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 9) MEDIQ Incorporated - ------------------------------------------------------------------------------ (Name of Issuer) Common Stock - ------------------------------------------------------------------------------ (Title of Class of Securities) 584906101 - ------------------------------------------------------------------------------ (CUSIP Number) ---------- CUSIP No. 584906101 Page 1 of 8 Pages 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above persons PNC Bank Corp. 25-1435979 2) Check the Appropriate Box if a Member of a Group (See Instructions) a) [ ] b) [ ] 3) SEC USE ONLY 4) Citizenship or Place of Organization Pennsylvania Number of Shares 5) Sole Voting Power 0 Beneficially Owned By Each Reporting Person With 6) Shared Voting Power 7,456,756 7) Sole Dispositive Power 0 8) Shared Dispositive Power 7,456,756 9) Aggregate Amount Beneficially Owned by Each Reporting Person 7,456,756* 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11) Percent of Class Represented by Amount in Row (9) 32.3* 12) Type of Reporting Person (See Instructions) HC * See the response to Item 4 below. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- SCHEDULE 13G (RULE 13d-102) INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 9) MEDIQ Incorporated - ------------------------------------------------------------------------------ (Name of Issuer) Common Stock - ------------------------------------------------------------------------------ (Title of Class of Securities) 584906101 - ------------------------------------------------------------------------------ (CUSIP Number) ---------- CUSIP No. 584906101 Page 2 of 8 Pages 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above persons PNC Bancorp, Inc. 51-0326854 2) Check the Appropriate Box if a Member of a Group (See Instructions) a) [ ] b) [ ] 3) SEC USE ONLY 4) Citizenship or Place of Organization Delaware Number of Shares 5) Sole Voting Power 0 Beneficially Owned By Each Reporting Person With 6) Shared Voting Power 7,456,756 7) Sole Dispositive Power 0 8) Shared Dispositive Power 7,456,756 9) Aggregate Amount Beneficially Owned by Each Reporting Person 7,456,756* 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11) Percent of Class Represented by Amount in Row (9) 32.3* 12) Type of Reporting Person (See Instructions) HC * See the response to Item 4 below. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------- SCHEDULE 13G (RULE 13d-102) INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 9) MEDIQ Incorporated - ------------------------------------------------------------------------------ (Name of Issuer) Common Stock - ------------------------------------------------------------------------------ (Title of Class of Securities) 584906101 - ------------------------------------------------------------------------------ (CUSIP Number) ---------- CUSIP No. 584906101 Page 3 of 8 Pages 1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of above persons PNC Bank, National Association 22-1146430 2) Check the Appropriate Box if a Member of a Group (See Instructions) a) [ ] b) [ ] 3) SEC USE ONLY 4) Citizenship or Place of Organization United States Number of Shares 5) Sole Voting Power 0 Beneficially Owned By Each Reporting Person With 6) Shared Voting Power 7,456,756 7) Sole Dispositive Power 0 8) Shared Dispositive Power 7,456,756 9) Aggregate Amount Beneficially Owned by Each Reporting Person 7,456,756* 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ] 11) Percent of Class Represented by Amount in Row (9) 32.3* 12) Type of Reporting Person (See Instructions) BK * See the response to Item 4 below. ITEM 4 - OWNERSHIP: The following information is as of December 31, 1997: (a) Amount Beneficially Owned: 7,456,756 shares* (b) Percent of Class: 32.3* (c) Number of shares to which such person has: (i) sole power to vote or to direct the vote 0 (ii) shared power to vote or to direct the vote 7,456,756 (iii) sole power to dispose or to direct the disposition of 0 (iv) shared power to dispose or to direct the disposition of 7,456,756 * Beneficial ownership includes 3,732,520 shares of Preferred, Series A Stock (CUSIP #584906200), which is not registered under the Securities Exchange Act of 1934. This Preferred Stock is convertible at any time into Common Stock of MEDIQ Incorporated at a conversion rate of one-to-one, and thus is deemed to constitute beneficial ownership of Common Stock under Rule 13d-3(d)(i). See also the response to Item 6 below. ITEM 6 - OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON: See Schedule A. ITEM 10 - CERTIFICATION. 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 such securities and were not acquired in connection with or as a participant in any transaction having such purposes 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. February 13, 1998 ------------------------------------------------- Date /s/ ROBERT L. HAUNSCHILD ------------------------------------------------- Signature - PNC Bank Corp. Robert L. Haunschild, Senior Vice President and Chief Financial Officer ------------------------------------------------- Name/Title February 13, 1998 ------------------------------------------------- Date /s/ PAUL L. AUDET ------------------------------------------------- Signature - PNC Bancorp, Inc. Paul L. Audet, Vice President ------------------------------------------------- Name/Title February 13, 1998 ------------------------------------------------- Date /s/ THOMAS R. MOORE ------------------------------------------------- Signature - PNC Bank, National Association Thomas R. Moore, Vice President and Secretary ------------------------------------------------- Name/Title AN AGREEMENT TO FILE A JOINT STATEMENT WAS PREVIOUSLY FILED AS EXHIBIT A TO AMENDMENT NO. 6. Schedule A Item 6- Ownership of More Than Five Percent On Behalf of Another Person Securities are held in various trusts. The following persons may have the power to direct the proceeds of sale and/or dividends in their capacity as Co-Fiduciaries: Judith Shipon 1115 Devon Road Rydal, PA 19046 Judith Shipon is a Co-Fiduciary with PNC Bank, N.A. for accounts holding 3,674,295 shares of MEDIQ Inc. Common Stock and 3,682,579 shares of MEDIQ Inc. Preferred, Series A Stock. Bessie Rotko 100 Bryer Estate #4-N Elkins Park, PA 19117 Bessie Rotko is a Co-Fiduciary with PNC Bank, N.A. for accounts holding 3,638,663 shares of MEDIQ Inc. Common Stock and 3,647,197 shares of MEDIQ Inc. Preferred, Series A Stock. Michael Rotko, Esquire c/o Drinker, Biddle & Reath Suite 1100 1345 Chestnut St. Philadelphia, PA 19107-3496 Michael Rotko is a Co-Fiduciary with PNC Bank, N.A. for accounts holding 3,705,198 shares of MEDIQ Inc. Common Stock and 3,713,546 shares of MEDIQ Inc. Preferred, Series A Stock. John Iskrant, Esquire c/o Schnader, Harrison, Segal & Lewis Suite 3600, 1600 Market Street Philadelphia, PA 19103 John Iskrant is a Co-Fiduciary with PNC Bank, N.A. for accounts holding 3,638,663 shares of MEDIQ Inc. Common Stock and 3,647,197 shares of MEDIQ Inc. Preferred, Series A Stock. Thomas C. Rotko P.O. Box 369 Unionville, PA 19375 Thomas C. Rotko is a Co-Fiduciary with PNC Bank, N.A. for accounts holding 21,258 shares of MEDIQ Inc. Common Stock and 21,258 shares of MEDIQ Inc. Preferred, Series A Stock. William L. Rotko P.O. Box 369 Unionville, PA 19375 William L. Rotko is a Co-Fiduciary with PNC Bank, N.A. for accounts holding 21,258 shares of MEDIQ Inc. Common Stock and 21,258 shares of MEDIQ Inc. Preferred, Series A Stock. David M. Shipon 1115 Devon Road Rydal, PA 19046 David M. Shipon is a Co-Fiduciary with PNC Bank, N.A. for accounts holding 25,732 shares of MEDIQ Inc. Common Stock and 25,482 shares of MEDIQ Inc. Preferred, Series A Stock.