-----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, WOKPz4GnjYtNYyoFUPXcqHGTxJRtZzdmaGpnNFOpGKkJIxlhnFo3T7V9EivWSlS5 zQBMSRFPqjb5z6v700/x3Q== 0000931763-96-000357.txt : 19960716 0000931763-96-000357.hdr.sgml : 19960716 ACCESSION NUMBER: 0000931763-96-000357 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960715 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: LAW COMPANIES GROUP INC CENTRAL INDEX KEY: 0000853323 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 580537111 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-19239 FILM NUMBER: 96594952 BUSINESS ADDRESS: STREET 1: 114 TOWNPARK DRIVE STE 500 CITY: KENNESAW STATE: GA ZIP: 30144 BUSINESS PHONE: 7704213400 MAIL ADDRESS: STREET 1: 114 TOWN PARK DRIVE CITY: KENNESAW STATE: GA ZIP: 30144 10-K/A 1 AMEND 1 TO FORM 10K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A NO. 1 X Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange - --- Act of 1934 (Fee required) For the fiscal year ended December 31, 1995. ___ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 (No fee required) For the transition period from ___________ to ______________. Commission file number 0-19239 LAW COMPANIES GROUP, INC ------------------------------------------------------ (Exact name of registrant as specified in its charter) Georgia 58-0537111 - -------------------------------- ------------------------- (State or other jurisdiction of (IRS Employer Identification No.) incorporated or organization) 114 Townpark Drive, Kennesaw, GA 30144 - -------------------------------- ------------------------- (Address of principal executive (Zip code) offices) Registrant's telephone number, including area code 770-396-8000 Securities registered pursuant to Section 12(b) of the Act: None Securities pursuant to section 12(g) of the Act: Common Stock, par value $1.00 per share - --------------------------------------- (Title of class) Class A Stock, par value $10.00 per share - ----------------------------------------- (Title of class) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ___ --- Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Paragraph 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K [ ]. The aggregate market value of the voting stock held by non-affiliates of the Registrant as of May 1, 1996. Common Stock, $1 par value - $28,018,551 The number of shares outstanding of the Registrant's class of common stock as of May 1, 1996. Common Stock, $1 par value - 1,906,283 EXPLANATORY NOTE: The purpose of this amendment is to incorporate by reference the financial statements and schedule of Law Companies Group, Inc. included in the Annual Report on Form 10-K for the year ended December 31, 1995 in the Registration Statements on Forms S-8 (File Nos. 33-46702, 33-48096 and 33-99114) certain of which were inadvertently excluded from the independent auditor consents filed with the Annual Report on Form 10-K on May 24, 1996. 2 The Annual Report on Form 10-K of Law Companies Group, Inc. which was filed with the Securities and Exchange Commission on May 24, 1996 is hereby amended by the addition of Exhibits 23.03 and 23.04 to reflect the information required as of March 31, 1996. The following exhibits are filed as a part of this Annual Report: Exhibit 23.03 Consent of Ernst & Young LLP Exhibit 23.04 Consent of Coopers & Lybrand 3 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to be signed on its behalf by the undersigned, thereunto duly authorized. LAW COMPANIES GROUP, INC. Date: July 3, 1996 By: /s/ Bruce C. Coles ----------------------------------- Bruce C. Coles Chairman of the Board of Directors and Chief Executive Officer EX-23.03 2 E&Y CONSENT Exhibit 23.03 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-99114) pertaining to Law Companies Group, Inc. 401(k) Savings Plan of our report dated March 29, 1996, except for Notes 3 and 7, as to which the date is May 17, 1996 with respect to the consolidated financial statements and schedule of Law Companies Group, Inc. included in the Annual Report (Form 10-K) for the year ended December 31, 1995. \s\Ernst & Young LLP -------------------- Ernst & Young LLP Atlanta, Georgia June 27, 1996 EX-23.04 3 COOPERS & LYBRAND CONSENT Exhibit 23.04 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statements of Law Companies Group, Inc. on Forms S-8 (File Nos. 33-46702, 33-48096 and 33-99114) of our reports dated 22 March 1994, on our audits of the consolidated financial statements and financial statement schedule of Gibb Africa International Limited and subsidiaries as of 31 December 1993 and 1992, and for each of the two years in the period ended 31 December 1993, which reports are included in Law Companies Group, Inc.'s Annual Report on From 10-K as of 31 December 1995. /s/Coopers & Lybrand -------------------- Coopers & Lybrand Limassol, Cyprus 26 June 1996 -----END PRIVACY-ENHANCED MESSAGE-----