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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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SCHEDULE 13D
(RULE 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(AMENDMENT NO. __________)
CHICAGO TITLE CORPORATION
(NAME OF ISSUER)
COMMON STOCK, PAR VALUE $1.00 PER SHARE
(TITLE OF CLASS OF SECURITIES)
168228104
(CUSIP NUMBER)
MRS. GRACE K. CULBERTSON, RFD #2 BLUE MILL RD. MORRISTOWN, NJ 07960
(Name, address and Telephone Number of Person
Authorized to Receive Notices and Communications)
COPY TO MARY ELLEN MCCABE AT THE BANK OF NEW YORK
1290 AVENUE OF THE AMERICAS - 5TH FL.
NEW YORK, NEW YORK 10104
(212) 408-7713
June 17, 1998
(Date of Event which Requires Filing of This Statement)
If the filing person has previously filed a statement on
Schedule 13G to report the acquisition that is the subject of this
Schedule 13D, and is filing this schedule because of Rule
13d-1(e), 13d-1 (f) or 13d-1 (g), check the following box [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent
(Continued on following pages)
(Page 1 of 5 Pages)
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 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)
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SCHEDULE 13D FORMS
CUSIP NO. 168228104 13D
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
GRACE K. CULBERTSON
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
(B) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
00
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM
2(d) OR 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF 7 SOLE VOTING POWER
SHARES
423,291
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
756,318
EACH 9 SOLE DISPOSITIVE POWER
REPORTING
423,291
PERSON WITH 10 SHARED DISPOSITIVE POWER
756,318
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
1,179,609
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.4%
14 TYPE OF REPORTING PERSON*
IN
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Culbertson Sch. 13D
Item 1 Security and Issuer
This statement relates to shares of common stock, $1 par value (the "Common
Stock"), of Chicago Title Corporation, a Delaware corporation having its
principal executive offices at 171 North Clark Street, Chicago, Illinois
60601-3294.
Item 2 Identity and Background
(a) through (c)
Pursuant to Sections 13 (d) (1) and 13 (d) (3) of the Securities Exchange Act of
1934, as amended (the "Act"), and pursuant to Rules 13d-1 and 13d-5 promulgated
thereunder, this statement is being filed on behalf of Mrs.
Grace K. Culbertson:
Name and Address Occupation and Business Address
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Grace K. Culbertson
RFD #2 N/A
Blue Mill Rd
Morristown, NJ 07960
(d) During the last five years, Mrs. Grace K. Culbertson has not been convicted
in a criminal proceeding.
(e) During the last five years, Mrs. Grace K. Culbertson has not been a party
to any civil proceedings as indicated.
(f) Mrs. Grace K. Culbertson is a citizen of the United States of America.
Item 3 Source and Amount of Funds or Other Consideration
On June 17, 1998, trusts of which Mrs. Grace K. Culbertson is co-trustee
acquired 125,658 shares of Chicago Title Corporation common stock by a spin-off
distribution from Alleghany Corporation. Also, on June 17, 1998, trusts of which
Mrs. Grace K. Culbertson is co-trustee and a beneficiary acquired 630,660 shares
of Chicago Title Corporation common stock by a spin-off distribution from
Alleghany Corporation. In addition, on June 17, 1998 Mrs. Grace K. Culbertson
acquired 423,291 shares of Chicago Title Corporation common stock by a spin-off
distribution from Alleghany Corporation.
Item 4 Purpose of Transaction
Mrs. Grace K. Culbertson in her present capacity as a stockholder of Chicago
Title Company has no present plans or proposals which relate to or would result
in any of the items listed under captions a-j.
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Item 5 Interest in Securities of the Issuer
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(a) and (b) The table below sets forth the aggregate number and percentage of
shares of the outstanding Chicago Title Corporation common stock beneficially
owned, as of the date hereof, by Mrs. Grace K. Culbertson. The footnote to the
table includes information relating to common stock where there is shared power
to vote, or to direct the vote, or to dispose of, or to direct the disposition
of, such shares of common stock.
Number of Percentage of
Shares of Outstanding Shares
Common Stock of Common Stock
Beneficially Owned (1) Beneficially Owned
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Grace K. Culbertson 1,179,609 5.4%
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(1) Includes 423,291 shares of Chicago Title Corporation common
stock held directly by Mrs. Grace K. Culbertson, with sole
power to vote or to direct the vote and to dispose or direct
the disposition of such shares, and 630,660 shares of Chicago
Title Corporation common stock held by trusts of which Mrs.
Grace K. Culbertson is co-trustee and beneficiary with shared
power to vote or to direct the vote and to dispose or direct
the disposition of such shares, and 125,658 shares of Chicago
Title Corporation common stock held by trusts by which Mrs.
Grace K. Culbertson is a co-trustee with shared power to vote
or to direct the vote and to dispose or direct the disposition
of such shares.
Item 5 continued
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(c) Mrs. Grace K. Culbertson has not effected any transactions in Chicago Title
Corporation common stock in the 60-day period ended as of the date hereof.
(d) To the best knowledge of Mrs. Grace K. Culbertson no other person is known
to have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, Chicago Title Corporation
common stock reported herein as beneficially owned by Mrs. Grace K.
Culbertson.
(e) Not Applicable
Item 6 Contracts, Arrangements, Understanding or Relationships With
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Respect to Securities of the Issuer
-----------------------------------
See the response to Items 5(a) and (b) above
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Item 7 Material to be filed as Exhibits
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None
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.
/s/ Grace K. Culbertson
Date: June 22, 1998 ----------------------
- ------------------- Grace K. Culbertson
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