UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
URS CORPORATION
__________________________________________
(Name of Issuer)
Common Stock
__________________________________________
(Title of Class of Securities)
90323610
__________________________________________
(CUSIP Number)
Check the following box if a fee is being paid with the statement / /.
(A fee is not required only if the reporting 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 disclosures provided in a prior cover page.
The information required on 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>
<PAGE>
CUSIP No. 55267610
SCHEDULE 13G
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Aurora National Life Assurance Company
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
California
_________________________________________________________________
5 SOLE VOTING POWER
NUMBER OF
SHARES __________________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY N/A
EACH __________________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH __________________________________________________
8 SHARED DISPOSITIVE POWER
N/A
_________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
N/A
_________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
_________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
N/A
_________________________________________________________________
12 TYPE OF REPORTING PERSON*
IC
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
<PAGE>
SCHEDULE 13G
CUSIP No. 55267610
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
New California Life Holdings, Inc.
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
_________________________________________________________________
5 SOLE VOTING POWER
NUMBER
OF
SHARES ____________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED
BY N/A
EACH ____________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH ____________________________________________
8 SHARED DISPOSITIVE POWER
N/A
_________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
N/A
_________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* / /
_________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
N/A
_________________________________________________________________
12 TYPE OF REPORTING PERSON*
HC
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
<PAGE>
SCHEDULE 13G
CUSIP No. 55267610
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MAAF Vie, S.A.
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
France
_________________________________________________________________
5 SOLE VOTING POWER
NUMBER OF
SHARES _____________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED
BY N/A
EACH _____________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH _____________________________________________
8 SHARED DISPOSITIVE POWER
N/A
_________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
N/A
_________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
_________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
N/A
_________________________________________________________________
12 TYPE OF REPORTING PERSON*
HC
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
<PAGE>
SCHEDULE 13G
CUSIP No. 55267610
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
MAAF Assurances S.A.
_________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
_________________________________________________________________
3 SEC USE ONLY
_________________________________________________________________
4 CITIZENSHIP OR PLACE OF ORGANIZATION
France
_________________________________________________________________
5 SOLE VOTING POWER
NUMBER OF
SHARES ______________________________________________
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY N/A
EACH ______________________________________________
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH ______________________________________________
8 SHARED DISPOSITIVE POWER
N/A
_________________________________________________________________
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
N/A
_________________________________________________________________
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
_________________________________________________________________
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
N/A
_________________________________________________________________
12 TYPE OF REPORTING PERSON*
HC
_________________________________________________________________
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
<PAGE>
Item 1.
(a) Name of Issuer: URS Corporation
(b) Address of Issuer's Principal Executive Offices:
100 California Street
San Francisco, CA 94111
Item 2.
(a) Name of Person Filing: Aurora National Life Assurance
Company *
(b) Address of Principal Business Office or, if none, Residence:
11444 West Olympic Boulevard
Los Angeles, California 90064 *
(c) Citizenship: California
(d) Title of Class of Securities: Common Stock
(e) CUSIP Number: 90323610
* See Exhibit 1 attached hereto for identification and
classification of the other Reporting Persons.
Item 3. If this statement is filed pursuant to Rule 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) /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
(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
Section 240.13d-1(b)(1)(ii)(F)
(g) / / Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)(Note: See Item 7)
(h) / / Group, in accordance with
Section 240.13d-1(b)(1)(ii)(H)
* See Exhibit 1 attached hereto for identification and
classification of the other Reporting Persons.
<PAGE>
<PAGE>
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: N/A**
(b) Percent of Class: N/A
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 0
(ii) shared power to vote or to direct the vote N/A
(iii) sole power to dispose or to direct the disposition
of 0
(iv) shared power to dispose or to direct the disposition
of N/A
** See Exhibit 1 attached hereto.
Instruction: For computations regarding securities which represent a
right to acquire an underlying security see Rule 13d-3(d)(1).
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/.
Instruction: Dissolution of a group requires a response to this
item.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person. / /
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent Holding
Company
See Exhibit 1 attached hereto for the identification and
classification of each of the Reporting Persons.
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 a purpose or effect.
<PAGE>
<PAGE>
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 and agree that this statement may be filed
jointly with New California Life Holdings, Inc., MAAF Vie, S.A. and
MAAF Assurances S.A.
Dated as of May 9, 1994
AURORA NATIONAL LIFE ASSURANCE COMPANY
By: /S/ Michael Parks
Chief Investment Officer
<PAGE>
<PAGE>
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 and agree that this statement may be filed
jointly with Aurora National Life Assurance Company, MAAF Vie, S.A.
and MAAF Assurances S.A.
Dated as of May 9, 1994
NEW CALIFORNIA LIFE HOLDINGS, INC.
By: /S/ Kenneth R. O'Brien
<PAGE>
<PAGE>
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 and agree that this statement may be filed
jointly with Aurora National Life Assurance Company, New California
Life Holdings, Inc.and MAAF Assurances S.A.
Dated as of May 9, 1994
MAAF VIE, S.A.
By: Kenneth R. O'Brien, pursuant
to a power of attorney previously
filed with the Securities and
Exchange Commission
By: /S/ Kenneth R. O'Brien
Title: Attorney-in-fact
<PAGE>
<PAGE>
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 and agree that this statement may be filed
jointly with Aurora National Life Assurance Company, New California
Life Holdings, Inc.and MAAF Vie, S.A.
Dated as of May 9, 1994
MAAF ASSURANCES S.A.
By: Kenneth R. O'Brien, pursuant
to a power of attorney previously
filed with the Securities and
Exchange Commission
By: /S/ Kenneth R. O'Brien
Title: Attorney-in-fact
EXHIBIT 1
* Information and classification for each of the other Reporting
Persons filing this Schedule 13G.
New California Life Holdings, Inc., 801 South Grand Avenue, Suite
2200, Los Angeles, California 90017. A Delaware corporation, filing
as a Parent Holding Company, in accordance with Section
240.13d-1(b)(ii)(G).
MAAF Vie, S.A., Chaban de Chauray, 79036 Niort, France. A French
corporation, filing as a Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G).
MAAF Assurances, S.A., Chaban de Chauray, 79036 Niort, France. A
French corporation, filing as a Parent Holding Company, in accordance
with Section 240.13d-1(b)(ii)(G).
<FN1>
**On May 9, 1994, Aurora National Life Assurance Company ("Aurora")
ceased to be Trustee of the Base Assets Trust and, therefore, Aurora
ceased to be a beneficial owner of more than five percent of the
securities reported hereon.