-----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, Puis95nyiZL86rPG2Pj7keCep9VZr49nSDRBL04dVkHGRjPAglZY7kX4m0jzAvsy /CSO3Lq4PUODGxFWIrMfOQ== 0000899051-97-000014.txt : 19970227 0000899051-97-000014.hdr.sgml : 19970227 ACCESSION NUMBER: 0000899051-97-000014 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970226 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PMI GROUP INC CENTRAL INDEX KEY: 0000935724 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 943199675 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-45459 FILM NUMBER: 97544029 BUSINESS ADDRESS: STREET 1: 601 MONTGOMERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 4157887878 MAIL ADDRESS: STREET 1: 601 MONTGOMERY ST CITY: SAN FRANCISCO STATE: CA ZIP: 94111 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: ALLSTATE CORP CENTRAL INDEX KEY: 0000899051 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 363871531 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: ALLSTATE PLZ CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 7084026075 MAIL ADDRESS: STREET 1: 1209 ORANGE STREET CITY: NEW CASTLE COUNTY STATE: DE ZIP: 19801 SC 13G 1 CORRESP SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* The PMI Group, Inc. (Name of Issuer) Common Stock $0.01 par value (Title of Class of Securities) 69344M 10 1 (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). (Continued on following page(s)) Page 1 of 5 Pages CUSIP No. 69344M101 13G Page 2 of 5 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Allstate Corporation 36-3871531 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a) [ ] (b) [ ] N/A 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 5 SOLE VOTING POWER NUMBER OF SHARES 10,560,000 BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 0 REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 10,560,000 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 10,560,000 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(9)EXCLUDES CERTAIN SHARES* N/A 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 30.17% 12 TYPE OF REPORTING PERSON* HC *SEE INSTRUCTION BEFORE FILLING OUT! Item 1 (a) Name of Issuer: The PMI Group, Inc. (b) Address of Issuer's Principal Executive Offices: 601 Montgomery Street San Francisco, CA 94111 Item 2 (a) Name of Person Filing: The Allstate Corporation (b) Address of Principal Business Office: 2775 Sanders Road Northbrook, Illinois 60062-6127 (c) Citizenship: Delaware (d) Title of Class of Securities: Common Stock (e) CUSIP Number: 69344M101 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; see subparagraph 240.13d-1(b)(1)(ii)(F) (g) (XX) Parent Holding Company, in accordance with sub- paragraph 240.13d-1(b)(ii)(G) (Note: See Item 7) (h) ( ) Group, in accordance with subparagraph 240.13d-1 (b)(1)(ii)(H) Page 3 of 5 Pages Item 4 Ownership. If the percent of the class owned, as of December 31 of the year covered by the statement, or as of the last day of any month described in Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following information as of that date and identify those shares which there is a right to acquire. (a) Amount Beneficially Owned: 10,560,000 (b) Percent of Class: 30.17% (c) Number of shares as to which such person (1) has: (i) sole power to vote or to direct the vote 10,560,000 (ii) shared power to vote or to direct the vote 0 (iii) sole power to dispose or to direct the disposition of 10,560,000 (iv) shared power to dispose or to direct the disposition of 0 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 ( ). Item 6 Ownership of More than Five Percent on Behalf of Another Person. - ------------------------------------------------------------------------------- (1) Allstate Insurance Company, an Illinois insurance company, I.R.S. Identification No. 36-0719665, and a wholly owned subsidiary of The Allstate Corporation, beneficially owns 10,541,600 shares of common stock. The Allstate Retirement Plan owns 10,300 shares of common stock. The Agents Pension Plan owns 8,100 shares of common stock. The Allstate Retirement Plan and The Agents Pension Plan are employer sponsored retirement plans. The reporting person disclaims beneficial ownership with respect to shares held by The Allstate Retirement Plan and The Agents Pension Plan. By virtue of the affiliated relationship between Allstate Insurance Company and The Allstate Corporation, each of them may be deemed the beneficial owners of the common stock. Page 4 of 5 Pages Item 7 Identification and Classification of the Subsidiary Which Acquired the Security being Reported on by the Parent Holding Company. Allstate Insurance Company is an insurance company as that term is defined in Section 3(a)(19) of the Securities Exchange Act of 1934. The Allstate Retirement Plan and The Agents Pension Plan are pension plans subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended. The Allstate Retirement Plan and The Agents Pension Plan are employer sponsored retirement plans. 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 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. 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. Date: February 26, 1997 THE ALLSTATE CORPORATION By: /s/ Emma M. Kalaidjian ------------------ Emma M. Kalaidjian Assistant Secretary Page 5 of 5 Pages -----END PRIVACY-ENHANCED MESSAGE-----