-----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, UA+duy3PJtibcQJ6e+oPvJOhNXiEFk/wE1gtRvsP6PPeNQHsja8tJGTgrD2Hd+YJ eH6t2Pk7ICktKfLkkIFe3w== 0000734269-97-000085.txt : 19970505 0000734269-97-000085.hdr.sgml : 19970505 ACCESSION NUMBER: 0000734269-97-000085 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970502 SROS: NASD GROUP MEMBERS: CHARLES M. ROYCE GROUP MEMBERS: QUEST ADVISORY CORP /ADV GROUP MEMBERS: QUEST ADVISORY CORP. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BALDWIN & LYONS INC CENTRAL INDEX KEY: 0000009346 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 350160330 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-07562 FILM NUMBER: 97594369 BUSINESS ADDRESS: STREET 1: 1099 N MERIDIAN ST STREET 2: STE 700 CITY: INDIANAPOLIS STATE: IN ZIP: 46204 BUSINESS PHONE: 3176369800 MAIL ADDRESS: STREET 1: 1099 NORTH MERIDIAN ST STREET 2: STE 700 CITY: INDIANAPOLIS STATE: IN ZIP: 46204 FORMER COMPANY: FORMER CONFORMED NAME: BALDWIN H C AGENCY INC DATE OF NAME CHANGE: 19720309 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: QUEST ADVISORY CORP /ADV CENTRAL INDEX KEY: 0000734269 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 132579297 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1414 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2124861445 FORMER COMPANY: FORMER CONFORMED NAME: QUEST ADVISORY CORP /ADV DATE OF NAME CHANGE: 19940204 SC 13G/A 1 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.7) Baldwin & Lyons, Inc. (Name of Issuer) Class B Common Stock (Title of Class of Securities) 057755209 (CUSIP Number) *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 7 Pages CUSIP No. 057755209 13G Page 2 of 7 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Quest Advisory Corp. 13-2579297 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF 5 SOLE VOTING POWER SHARES 351,502 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING 351,502 PERSON 8 SHARED DISPOSITIVE POWER WITH 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 351,502 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.08% 12 TYPE OF REPORTING PERSON* IA *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 057755209 13G Page 3 of 7 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Charles M. Royce ###-##-#### 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [X] (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. NUMBER OF 5 SOLE VOTING POWER SHARES See Item 2(a) of attached schedule BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING See Item 2(a) of attached schedule PERSON 8 SHARED DISPOSITIVE POWER WITH 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON See Item 2(a) of attached schedule 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) See Item 2(a) of attached schedule 12 TYPE OF REPORTING PERSON* IN CUSIP No. 057755209 13G Page 4 of 7 Pages Item 1(a) Name of Issuer: Baldwin & Lyons, Inc. Item 1(b) Address of Issuer's Principal Executive Offices: Vice President of Finance 1099 N. Meridian Street Indianapolis, IN 46204 Item 2(a) Name of Persons Filing: Quest Advisory Corp. ("Quest") and Charles M. Royce. Mr. Royce may be deemed to be a controlling person of Quest and as such may be deemed to beneficially own the shares of Class B Common Stock of Baldwin & Lyons, Inc. beneficially owned by Quest. Mr. Royce does not own any shares outside of Quest, and disclaims beneficial ownership of the shares held by Quest. Item 2(b) Address of Principal Business Office, or, if None, Residence: 1414 Avenue of the Americas, New York, NY 10019 Item 2(c) Citizenship: Quest is a New York Corporation, and Mr. Royce is a citizen of the U.S.A. Item 2(d) Title of Class of Securities: Class B Common Stock Item 2(e) CUSIP Number: 057755209 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 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 (e) [ ] 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 (g) [ ] Parent Holding Company, in accordance with Rule 13d-1 (b)(ii)(G) (h) [X] Group CUSIP No. 057755209 13G Page 5 of 7 Pages Item 4 Ownership (a) Amount Beneficially Owned Quest: 351,502 (b) Percent of Class: Quest: 3.08% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote Quest 351,502 (ii) shared power to vote or to direct the vote (iii) sole power to dispose or to direct the disposition of Quest 351,502 (iv) shared power to dispose or to direct the disposition of See item 2(a) above for information relating to the beneficial ownership of Mr. Royce. Item 5 Ownership of Five Percent or Less of a Class. ( X ) 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. NOT APPLICABLE Item 8 Identification and Classification of Members of the Group. This filing is on behalf of Quest and Mr. Royce as members of a group pursuant to Rule 13d-(1)(b)(ii)(H). Quest is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940. Item 9 Notice of Dissolution of Group. NOT APPLICABLE CUSIP No. 057755209 13G Page 6 of 7 Pages Item 10 Certification. By signing below each of the undersigned certifies that, to the best of its knowledge or 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 purpose or effect. Exhibits 1. Agreement to file Schedule 13G jointly. Signature After reasonable inquiry and to the best of its knowledge and belief, each of the undersigned certifies that the information set forth in this statement with respect to it is true, complete and correct. Date: April 25, 1997 Quest Advisory Corp. By: Jack E. Fockler John E. Denneen atty - in - fact Signature Charles M. Royce CUSIP No. 057755209 13G Page 7 of 7 Pages Exhibit 1 AGREEMENT AGREEMENT dated as of April 25, 1997 between Quest Advisory Corp. ("Quest"), a New York corporation, and Charles M. Royce. WHEREAS, pursuant to paragraph (f) of Rule 13d-1 promulgated under Subsection 13(d)(1) of the Securities Exchange Act of 1934, as amended (the "1934 Act"), the parties hereto have decided to satisfy their filing obligations under the 1934 Act by a single joint filing: NOW, THEREFORE, the undersigned hereby agree as follows: 1. The Schedule 13G with respect to Baldwin & Lyons, Inc. to which this is attached as Exhibit 1 is filed on behalf of Quest and Mr. Royce. 2. Each of Quest and Mr. Royce is responsible for the completeness and accuracy of the information concerning such person contained therein; provided that each person is not responsible for the completeness or accuracy of the information concerning any other person making such filing. IN WITNESS WHEREOF, the undersigned hereunto set their hands as of the date first above written. QUEST ADVISORY CORP. By: Jack E. Fockler John E. Denneen atty-in-fact Charles M. Royce -----END PRIVACY-ENHANCED MESSAGE-----