-----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, Lx86omtZ+vcNIXLgEa2bnFE6FMaIMLX32dgW0llo2jLv2Vy312uLtl5faVqWHxlM RsMjidqUWWSFJkEuFnL79A== 0000073076-00-000006.txt : 20000203 0000073076-00-000006.hdr.sgml : 20000203 ACCESSION NUMBER: 0000073076-00-000006 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000127 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: O REILLY AUTOMOTIVE INC CENTRAL INDEX KEY: 0000898173 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO & HOME SUPPLY STORES [5531] IRS NUMBER: 440618012 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-45055 FILM NUMBER: 514736 BUSINESS ADDRESS: STREET 1: 233 S PATTERSON CITY: SPRINGFIELD STATE: MO ZIP: 65802 BUSINESS PHONE: 4178622674 MAIL ADDRESS: STREET 1: 233 SOUTH PATTERSON CITY: SPRINGFIELD STATE: MO ZIP: 65802 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: NORTHWESTERN MUTUAL LIFE INSURANCE CO CENTRAL INDEX KEY: 0000073076 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 390509570 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 720 E WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 4142992508 MAIL ADDRESS: STREET 1: 720 EAST WISCONSIN AVENUE CITY: MILWAUKEE STATE: WI ZIP: 53202 SC 13G/A 1 CUSIP NO.: 686091 10 9 13G Page 6 of 6 Pages Amendment No. 2 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* O'REILLY AUTOMOTIVE, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 686091 10 9 (CUSIP Number) December 31, 1999 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: /X/ Rule 13d-1(b) / / 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 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 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS The Northwestern Mutual Life Insurance Company 39-0509570 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: Wisconsin NUMBER OF 5. SOLE VOTING POWER SHARES BENEFICIALLY 1,015,600 OWNED BY EACH 6. SHARED VOTING POWER REPORTING PERSON 928,000 WITH: 7. SOLE DISPOSITIVE POWER 1,015,600 8. SHARED DISPOSITIVE POWER 928,000 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 1,943,600 10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions): N/A 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 3.8% 12. TYPE OF REPORTING PERSON (See Instructions): IC Item 1 (a) Name of Issuer: O'Reilly Automotive, Inc. (b) Address of Issuer's Principal Executive Offices: 233 South Patterson, Springfield, MO 65802 Item 2 (a) Name of Person Filing: The Northwestern Mutual Life Insurance Company (b) Address of Principal Business Office: 720 East Wisconsin Avenue, Milwaukee, Wisconsin 53202 (c) Citizenship or Place of Organization: Wisconsin (d) Title of Class of Securities: Common Stock (e) CUSIP Number: 686091 10 9 Item 3 If this statement is filed pursuant to Sections 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filing is a: (a) / / Broker or Dealer registered under Section 15 of the Act (b) / / Bank as defined in section 3(a)(6) of the Act (c) /X/ 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) / / An investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E) (f) / / An employee benefit plan or endowment fund in accordance with section 240.13d-1(b)(1)(ii)(F) (g) / / A parent holding company or control person in accordance with section 240.13d-1(b)(1)(ii)(G) (h) / / A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (i) / / A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (j) / / Group, in accordance with section 240.13d-1(b)(1)(ii)(J) Item 4 Ownership Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. (a) Amount Beneficially Owned: 1,943,600 shares. Of such amount, (i) 614,400 shares are owned by the Growth Stock Portfolio of Northwestern Mutual Series Fund, Inc., a wholly owned subsidiary of The Northwestern Mutual Life Insurance Company and a registered investment company; (ii) 271,000 shares are held in The Northwestern Mutual Life Insurance Company Group Annuity Separate Account; and (iii) 9,200 shares are owned by the Asset Allocation Fund and 33,400 shares are owned by the Aggressive Growth Stock Fund of Mason Street Funds, Inc., an affiliate of The Northwestern Mutual Life Insurance Company and a registered investment company. Northwestern Mutual Investment Services, LLC, a wholly owned subsidiary of The Northwestern Mutual Life Insurance Company and a registered investment advisor, serves as an investment advisor to the Growth Stock Portfolio, Asset Allocation Fund, and Aggressive Growth Stock Fund. (b) Percent of Class: 3.8% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 1,015,600 (ii) Shared power to vote or to direct the vote: 928,000 (iii) Sole power to dispose or to direct the disposition of: 1,015,600 (iv) Shared power to dispose or to direct the disposition of: 928,000 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 or Control Person: 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 acquired and are held in the ordinary course of business and 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. 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. January 24, 2000 THE NORTHWESTERN MUTUAL LIFE INSURANCE COMPANY By: /s/ John M. Bremer John M. Bremer Executive Vice President, General Counsel and Secretary 134775 -----END PRIVACY-ENHANCED MESSAGE-----