-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, bRNy4qwUjkhJ6Ch1iMr51ENESjhtp7ljZlsIk8dxAGbKo6yAUQWUVsec6o8PnmFZ uDZaUj/8UBOSyg4qEBpNkw== 0000728586-94-000022.txt : 19940214 0000728586-94-000022.hdr.sgml : 19940214 ACCESSION NUMBER: 0000728586-94-000022 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940210 GROUP MEMBERS: AMERICAN EXPRESS GROUP MEMBERS: LEHMAN BROTHERS HOLDINGS INC. GROUP MEMBERS: LEHMAN BROTHERS INC// SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FUND AMERICAN ENTERPRISES HOLDINGS INC CENTRAL INDEX KEY: 0000776867 STANDARD INDUSTRIAL CLASSIFICATION: 6162 IRS NUMBER: 942708455 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 34 SEC FILE NUMBER: 005-36786 FILM NUMBER: 94505823 BUSINESS ADDRESS: STREET 1: THE 1820 HOUSE MAIN STREET CITY: NORWICH STATE: VT ZIP: 05055 BUSINESS PHONE: 8026493633 MAIL ADDRESS: STREET 1: 1820 HOUSE MAIN STREET CITY: NORWICH STATE: VT ZIP: 05055 FORMER COMPANY: FORMER CONFORMED NAME: FUND AMERICAN COMPANIES INC DATE OF NAME CHANGE: 19920701 FORMER COMPANY: FORMER CONFORMED NAME: FIREMANS FUND CORP DATE OF NAME CHANGE: 19900211 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEHMAN BROTHERS INC// CENTRAL INDEX KEY: 0000728586 STANDARD INDUSTRIAL CLASSIFICATION: 6211 IRS NUMBER: 132518466 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 3 WORLD TRADE CENTER CITY: NEW YORK STATE: NY ZIP: 10285 BUSINESS PHONE: 2122982000 MAIL ADDRESS: STREET 1: 2 WORLD TRADE CENTER STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10048 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN BROTHERS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN HUTTON INC /DE/ DATE OF NAME CHANGE: 19900828 FORMER COMPANY: FORMER CONFORMED NAME: SHEARSON LEHMAN BROTHERS INC /DE/ DATE OF NAME CHANGE: 19880323 SC 13G/A 1 13G AMENDMENT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Amendment No. 1 Fund American Enterprises Holdings Inc. (formerly Fund American Companies Inc.) (Name of Issuer) Common (Title of Class of Securities) 360768105000 (CUSIP Number) Check the following box if a fee is being paid with this statement. ( ) The information required in the remainder of this cover page (except any items to which the form provides a cross-reference) 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. 360768105000 1) Names of Reporting Person Lehman Brothers Inc. S.S. or I.R.S. Identification No. of Above Person 13-2518466 2) Check the Appropriate box if a Member of a Group (a) (___) Sole (b) ( X ) Joint Filing 3) SEC Use Only 4) Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5) Sole Voting Power -0- 6) Shared Voting Power -0- 7) Sole Dispositive Power -0- 8) Shared Dispositive Power 380 9) Aggregate Amount Beneficially Owned by Each Reporting Person 380 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (___) 11) Percent of Class Represented by Amount in Row 9 0% 12) Type of Reporting Person BD CUSIP No. 360768105000 1) Names of Reporting Person Lehman Brothers Holdings Inc. S.S. or I.R.S. Identification No. of Above Person 13-3216325 2) Check the Appropriate box if a Member of a Group (a) (___) Sole (b) ( X ) Joint Filing 3) SEC Use Only 4) Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With: 5) Sole Voting Power -0- 6) Shared Voting Power -0- 7) Sole Dispositive Power -0- 8) Shared Dispositive Power 380 9) Aggregate Amount Beneficially Owned by Each Reporting Person 380 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (___) 11) Percent of Class Represented by Amount in Row 9 0% 12) Type of Reporting Person HC/CO CUSIP No. 360768105000 1) Names of Reporting Person American Express Company S.S. or I.R.S. Identification No. of Above Person 13-4922250 2) Check the Appropriate box if a Member of a Group (a) (___) Sole (b) ( X ) Joint Filing 3) SEC Use Only 4) Citizenship or Place of Organization New York Number of Shares Beneficially Owned by Each Reporting Person With: 5) Sole Voting Power -0- 6) Shared Voting Power -0- 7) Sole Dispositive Power -0- 8) Shared Dispositive Power 380 9) Aggregate Amount Beneficially Owned by Each Reporting Person 380 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (___) 11) Percent of Class Represented by Amount in Row 9 0% 12) Type of Reporting Person HC/CO Item 1(a). Name of Issuer: Fund American Enterprises Holdings Inc. (formerly Fund American Companies Inc.) Item 1(b). Address of Issuer's Principal Executive Offices: The 1820 House Norwich, VT 05055 Item 2(a). Name of Person Filing: Lehman Brothers Inc. Lehman Brothers Holdings Inc. American Express Company Item 2(b). Address of Principal Business Office: 3 World Financial Center New York, NY 10285 Item 2(c). Citizenship or Place of Organization: See Item 4 of cover pages Item 2(d). Title of Class of Securities: Common Item 2(e). CUSIP Number: 360768105000 Item 3. Information if statement is filed pursuant to Rules 13d-1(b) or 13d-2(b): The persons filing this statement are Lehman Brothers Inc., a Broker/Dealer registered under Section 15 of the Act, and Lehman Brothers Holdings Inc. and American Express Company, parent holding companies in accordance with Section 240.13d-1(b)(ii)(G). Item 4. Ownership (a) Amount Beneficially Owned as of: December 31, 1993 See Item 9 of cover pages (b) Percent of Class: See Item 11 of cover pages (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote (ii) shared power to vote or to direct the vote (iii) sole power to dispose or to direct the disposition (iv) shared power to dispose or to direct the disposition See Items 5-8 of cover pages Item 5. Ownership of Five Percent or Less of a Class This statement is being filed to report that as of December 31, 1993 the Reporting Persons have ceased to be the beneficial owners of more than 5% of the class of securities covered by this report. 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 See Exhibit 1 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 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. After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct. Dated: December 31, 1993 LEHMAN BROTHERS INC. By: /s/ Karen C. Manson ------------------- Name: Karen C. Manson Title: Senior Vice President Secretary LEHMAN BROTHERS HOLDINGS INC. By: /s/ Karen C. Manson ------------------- Name: Karen C. Manson Title: Vice President Assistant Secretary AMERICAN EXPRESS COMPANY By: /s/ Karen C. Manson ------------------- Name: Karen C. Manson Title: Authorized Representative Exhibit Index Exhibit I Identification and Classification of Relevant Subsidiaries EXHIBIT I TO SCHEDULE 13G The persons filing this statement are Lehman Brothers Inc., a registered Broker/Dealer and Lehman Brothers Holdings Inc. and American Express Company, parent holding companies. The relevant subsidiary is Lehman Brothers Inc. Attachment No. 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Fund American Enterprises Holdings Inc. (Name of Issuer) Common (Title of Class of Securities) 360768105 (CUSIP Number) Check the following box if a fee is being paid with this statement. ( x ) The information required in the remainder of this cover page (except any items to which the form provides a cross-reference) 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. 360768105 1) Names of Reporting Person Shearson Lehman Brothers Inc. S.S. or I.R.S. Identification No. of Above Person 13-2518466 2) Check the Appropriate box if a Member of a Group (a) (___) Sole (b) ( X ) Joint Filing 3) SEC Use Only 4) Citizenship or Place of Organization Delaware Number of Shares Beneficially Owned by Each Reporting Person With 5) Sole Voting Power 2,810 6) Shared Voting Power -0- 7) Sole Dispositive Power 481,366 8) Shared Dispositive Power 22,838 9) Aggregate Amount Beneficially Owned by Each Reporting Person 504,204 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (___) 11) Percent of Class Represented by Amount in Row 9 5.5% 12) Type of Reporting Person BD CUSIP No. 360768105 1) Names of Reporting Person American Express Company S.S. or I.R.S. Identification No. of Above Person 13-4922250 2) Check the Appropriate box if a Member of a Group (a) (___) Sole (b) ( X ) Joint Filing 3) SEC Use Only 4) Citizenship or Place of Organization New York Number of Shares Beneficially Owned by Each Reporting Person With 5) Sole Voting Power 2,810 6) Shared Voting Power -0- 7) Sole Dispositive Power 481,366 8) Shared Dispositive Power 22,838 9) Aggregate Amount Beneficially Owned by Each Reporting Person 504,204 10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares (___) 11) Percent of Class Represented by Amount in Row 9 5.5% 12) Type of Reporting Person HC/CO Item 1(a). Name of Issuer: Fund American Enterprises Holdings Inc. Item 1(b). Address of Issuer's Principal Executive Offices: The 1820 House Norwich, VT 05055 Item 2(a). Name of Person Filing: Shearson Lehman Brothers Inc. American Express Company Item 2(b). Address of Principal Business Office: American Express Tower World Financial Center New York, NY 10285 Item 2(c). Citizenship or Place of Organization: See Item 4 of cover pages Item 2(d). Title of Class of Securities: Common Item 2(e). CUSIP Number: 360768105 Item 3. Information if statement is filed pursuant to Rules 13d- 1(b) or 13d-2(b): The persons filing this statement are Shearson Lehman Brothers Inc., a Broker/Dealer registered under Section 15 of the Act, and American Express Company, a parent holding company in accordance with Section 240.13d-1(b)(ii)(G). Item 4. Ownership (a) Amount Beneficially Owned as of: December 31, 1992 See Item 9 of cover pages (b) Percent of Class: See Item 11 of cover pages (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote (ii) shared power to vote or to direct the vote (iii) sole power to dispose or to direct the disposition (iv) shared power to dispose or to direct the disposition See Items 5-8 of cover pages 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 See Exhibit 1 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 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. After reasonable inquiry and to the best of the undersigned's knowledge and belief, the undersigned hereby certifies that the information set forth in this statement is true, complete and correct. Dated: February 11, 1993 SHEARSON LEHMAN BROTHERS INC. By: /s/ Karen C. Manson --------------------- Name: Karen C. Manson Title: Senior Vice President Associate General Counsel AMERICAN EXPRESS COMPANY By: /s/ Karen C. Manson --------------------- Name: Karen C. Manson Title: Authorized Representative Exhibit Index Exhibit I Identification and Classification of Relevant Subsidiaries Exhibit II Statement of Shearson Lehman Brothers Inc. Exhibit III Statement of American Express Company EXHIBIT I TO SCHEDULE 13G The persons filing this statement are Shearson Lehman Brothers Inc., a registered Broker/Dealer, and American Express Company, a parent holding company. The relevant subsidiary is Shearson Lehman Brothers Inc. EXHIBIT II to SCHEDULE 13G under the Securities Exchange Act of 1934 Pursuant to Rule 13d-1(f) (1) Shearson Lehman Brothers Inc., affirms it is individually eligible to use Schedule 13G and agrees that this Schedule is filed on its behalf. Shearson Lehman Brothers Inc. By: /s/ Karen C. Manson ------------------------- Name: Karen C. Manson Title: Senior Vice President Associate General Counsel EXHIBIT III to SCHEDULE 13G under the Securities Exchange Act of 1934 American Express Company, American Express Tower, World Financial Center, New York, New York disclaims beneficial ownership of the securities referred to in the Schedule 13G to which this exhibit is attached, and the filing of this Schedule 13G shall not be construed as an admission that American Express Company is, for the purpose of Section 13(d) or 13(g) of the Securities Exchange Act of 1934, the beneficial owner of any securities covered by this Schedule 13G. Pursuant to Rule 13d-1(f)(1) and subject to the preceding disclaimer, American Express Company affirms it is individually eligible to use Schedule 13G and agrees that this Schedule is filed on its behalf, and authorizes the President, any Vice President, the Comptroller, the Secretary, and the General Counsel or any Associate General Counsel, each with power to act singly, of each subsidiary of American Express Company making this filing to sign this statement on behalf of American Express Company. AMERICAN EXPRESS COMPANY By: /s/ Stephen P. Norman ----------------------- Name: Stephen P. Norman Title: Secretary kxy L:\HOME\cc\kxy\WPDOCS\fundampe.13g 010893 -----END PRIVACY-ENHANCED MESSAGE-----