-----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, Fs0ZS0gjASL7+nNoet+0wruKXrDZZQs4yr1fCfvgdLJW2kp33RTXXxlIiJaQBORu B6pN/aCvm6ZuarY0ES4Vrg== 0000902664-95-000021.txt : 19950215 0000902664-95-000021.hdr.sgml : 19950215 ACCESSION NUMBER: 0000902664-95-000021 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950214 SROS: NYSE GROUP MEMBERS: JOHN A. LEVIN GROUP MEMBERS: LEVIN JOHN A & CO INC /NY/ SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NUVEEN JOHN COMPANY CENTRAL INDEX KEY: 0000885708 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 363817266 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-43420 FILM NUMBER: 95509937 BUSINESS ADDRESS: STREET 1: 333 W WACKER DR CITY: CHICAGO STATE: IL ZIP: 60606 BUSINESS PHONE: 3129177700 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: LEVIN JOHN A & CO INC /NY/ CENTRAL INDEX KEY: 0000811349 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 133134273 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE ROCKFELLER PLZ 25TH FL CITY: NEW YORK STATE: NY ZIP: 10020 SC 13G/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ________________ SCHEDULE 13G ________________ INFORMATION STATEMENT PURSUANT TO RULES 13d-1 AND 13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1)* The John Nuveen Company (NAME OF ISSUER) Class A Common Stock, $.01 par value (TITLE OF CLASS OF SECURITIES) 478035 10 8 (CUSIP NUMBER) Check the following box if a fee is being paid with this statement. [ ] (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). __________________ * 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). PAGE 1 OF 6 PAGES 13G CUSIP No. 478035 10 8 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON John A. Levin & Co., Inc. 13-3134273 _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [x] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATION Delaware _____________________________________________________________________________ NUMBER OF (5) SOLE VOTING POWER 22,500 SHARES ______________________________________________________________ BENEFICIALLY (6) SHARED VOTING POWER 408,100 OWNED BY ______________________________________________________________ EACH (7) SOLE DISPOSITIVE POWER 22,500 REPORTING ______________________________________________________________ PERSON WITH (8) SHARED DISPOSITIVE POWER 869,085 _____________________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 891,585 _____________________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.0% _____________________________________________________________________________ (12) TYPE OF REPORTING PERSON ** IA, BD _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 2 OF 6 PAGES 13G CUSIP No. 478035 10 8 _____________________________________________________________________________ (1) NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON John A. Levin _____________________________________________________________________________ (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ** (a) [ ] (b) [x] _____________________________________________________________________________ (3) SEC USE ONLY _____________________________________________________________________________ (4) CITIZENSHIP OR PLACE OF ORGANIZATION United States _____________________________________________________________________________ NUMBER OF (5) SOLE VOTING POWER 22,500 SHARES ______________________________________________________________ BENEFICIALLY (6) SHARED VOTING POWER 408,100 OWNED BY ______________________________________________________________ EACH (7) SOLE DISPOSITIVE POWER 22,500 REPORTING ______________________________________________________________ PERSON WITH (8) SHARED DISPOSITIVE POWER 869,085 _____________________________________________________________________________ (9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 891,585 _____________________________________________________________________________ (10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ** [ ] _____________________________________________________________________________ (11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 10.0% _____________________________________________________________________________ (12) TYPE OF REPORTING PERSON ** IN _____________________________________________________________________________ ** SEE INSTRUCTIONS BEFORE FILLING OUT! PAGE 3 OF 6 PAGES This Amendment No. 1 to Schedule 13G restates the entire text of the Schedule 13G pursuant to Rule 101(a)(2)(ii) of Regulation S-T. ITEM 1(a) NAME OF ISSUER: The John Nuveen Company (the "Company") ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 333 West Wacker Drive Chicago, Illinois 60606 ITEM 2(a) NAME OF PERSON FILING: John A. Levin & Co., Inc. ("Levin & Co.") John A. Levin ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: One Rockefeller Plaza, New York, New York 10020 ITEM 2(c) CITIZENSHIP: Levin is a corporation organized under the laws of the State of Delaware. John A. Levin is a citizen of the United States. ITEM 2(d) TITLE OF CLASS OF SECURITIES: Class A Common stock, $.01 par value (the "Common Stock"). ITEM 2(e) CUSIP NUMBER: 478035 10 8 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B), CHECK WHETHER THE PERSON FILING IS A: (a) ( ) Broker or Dealer registered under Section 15 of the Securities Exchange Act of 1934 (the "Act") (b) ( ) Bank as defined in Section 3(a)(6) of the Act (c) ( ) Insurance Company as defined in Section 3(a)(19) of the Act (d) ( ) Investment Company registered under Section 8 of the Investment Company Act of 1940 (e) ( X ) Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) ( ) Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Sec. 240.13d-1(b)(1)(ii)(F) (g) ( ) Parent Holding Company, in accordance with Sec. 240.13d-1(b)(ii)(G) (Note: See item 7) (h) ( ) Group, in accordance with Sec. 240.13d-1(b)(1)(ii)(H) PAGE 4 OF 6 PAGES ITEM 4. OWNERSHIP. (a) Amount Beneficially Owned: 891,585 (b) Percentage of Class: 10.0% (based on the 8,909,827 shares of Common Stock reported to be outstanding as of November 9, 1994, as reflected in the Company's Form 10-Q for the quarter ended September 30, 1994.) (c) Number of shares as to which such person has: (i) sole power to vote: 22,500 (ii) shared power to vote or to direct the vote: 408,100 (iii) sole power to dispose or to direct the disposition of: 22,500 (iv) shared power to dispose or to direct the disposition of: 869,085 Levin & Co. holds for the accounts of its investment advisory clients, and thereby beneficially owns, within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, the foregoing shares of Common Stock. By virtue of John A. Levin's positions as President, director and sole stockholder of Levin & Co., Mr. Levin may be deemed the beneficial owner of the shares of Common Stock held by Levin & Co. Levin & Co. has the sole power to vote and dispose of, and shares the power to vote and dispose of, such shares of Common Stock to the extent set forth above. All such powers of Levin & Co. may be exercised by John A. Levin. 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 This Schedule 13G is filed by John A. Levin and Levin & Co., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940, as amended, with respect to Common Stock purchased by Levin & Co. on behalf of its investment advisory clients. Each such client has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities held in such person's account. No such client has any of the foregoing rights with respect to more than five percent of the class of securities identified in Item 2(d). There is no agreement or understanding among such persons to act together for the purpose of acquiring, holding, voting or disposing of any such securities. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not applicable. PAGE 5 OF 6 PAGES ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP Not applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP Not applicable. ITEM 10. CERTIFICATION. (if filing pursuant to Rule 13d-1(b)) By signing below, Levin & Co. and John A. Levin certify that, to the best of their knowledge and belief, the securities referred to above were acquired in the ordinary course of business, 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. Dated: February 10, 1995 JOHN A. LEVIN & CO., INC. /s/ John A. Levin --------------------------- John A. Levin President /s/ John A. Levin --------------------------- John A. Levin PAGE 6 OF 6 PAGES -----END PRIVACY-ENHANCED MESSAGE-----