CANADIAN GENERAL CAPITAL
8-K, 1997-10-28
FIRE, MARINE & CASUALTY INSURANCE
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                            -----------------------
                                    FORM 8-K

                                 CURRENT REPORT
                            -----------------------




                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

Date of report (Date of earliest event reported): March 31, 1997



                            CANADIAN GENERAL CAPITAL
- --------------------------------------------------------------------------------
               (Exact name of Registrant as Specified in Charter)


   Delaware               333-1352            13-7083556
- ---------------       ----------------     -------------------
(State or other       (Commission File      (IRS Employer
jurisdiction of           Number)          Identification No.)
organization)


IBJ Schroder Bank & Trust Company
One State Street
New York, New York                                          10004
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                     Zip



Registrant's telephone number, including area code:   (212) 858-2000



                                 Not Applicable
- --------------------------------------------------------------------------------
(Former Name or Former Address if Changed Since Last Report




<PAGE>



Item 1.           Changes in Control of Registrant

                  Not applicable.


Item 2.           Acquisition or Disposition of Assets

                  Not Applicable.


Item 3.           Bankruptcy or Receivership

                  Not applicable.


Item 4.           Changes in Registrant's Certifying Accountant.

                  Not applicable.


Item 5.           Other Events.

                  1. Receipt of $2,281,455.31 of interest on Canadian General
Issuance Group Limited 9.125% Subordinated Debentures due March 31, 2026 on
March 31, 1997.

                  2. Payment of $2,281,455,31 to holders of Canadian General
Trust Originated Preferred Securities and Common Stock on March 31, 1997


Item 6.           Resignation of Registrant's Directors.

                  Not applicable.


Item 7.           Financial Statements, Pro Forma Financial Information and 
                    Exhibits.

         (a)      Not applicable.

         (b)      Not applicable.

         (c)      Exhibits.

                  1. Administration Trustee's Report in respect of (i) receipt
of $2,281,455.31 of interest on Canadian General Insurance Group Limited 9.125%
Subordinated Debentures due March 31, 2026 on March 31, 1997 and (ii) payment of
$2,281,455.31 to holders of Canadian General Trust Originated Preferred
Securities and Common Stock on March 31, 1997.


Item 8.           Change in Fiscal Year.

                  Not applicable.



<PAGE>



                                    SIGNATURE





         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                   CANADIAN GENERAL CAPITAL
                                   (Registrant)

                              By:  IBJ SCHRODER BANK & TRUST COMPANY
                                           as Administrative Trustee



                                   By:  /s/ Stuart Rothenberg
                                        ---------------------------------------
                                        Stuart Rothenberg
                                        Assistant Vice President



Dated:   April 7, 1997




<PAGE>





                                  EXHIBIT INDEX


Exhibit                                                                   Page

99. Administrative Trustee's Report in respect of (i) receipt of
    $2,281,455.31 of interest on Canadian General Insurance Group
    Limited 9.125% Subordinated Debentures due March 31, 2026 on
    March 31, 1997 and (ii) payment of $2,281,455.31 to holders of
    Canadian General Trust Originated Preferred Securities and
    Common Stock on March 31, 1997.




                                                                       EXHIBIT 1

                                CASH TRANSACTIONS

                            CANADIAN GENERAL CAPITAL

<TABLE>
<S>               <C>                                                                            <C>
09/30/97          Receipt of Interest on Canadian General Insurance Group                        $2,281,455.31
                  Limited 9.125% Subordinated Debentures due March 31, 2026                      -------------

09/30/97          Funds disbursed to Holders of Canadian General Trust                           $2,281,455.31
                  Originated Preferred Securities and Common Stock                               -------------
</TABLE>



Dated:   April 7, 1997




                                 By:   IBJ SCHRODER BANK & TRUST COMPANY
                                       as Administrative Trustee



                                 By:  /s/ Stuart Rothenberg
                                      ----------------------------------------
                                      Stuart Rothenberg
                                      Assistant Vice President




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