<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
FARM FAMILY HOLDINGS, INC.
(Name of Issuer)
Common Stock ($.01 par value)
(Title of Class of Securities)
307901108
(CUSIP Number)
December 31, 1998
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-l(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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).
Page 1 of 8
<PAGE> 2
CUSIP No. 307901108
1) Name of Reporting Person
I.R.S. Identification No. of Above Person (entities only)
W. R. BERKLEY CORPORATION 22-1867895
2) Check the Appropriate Box if a Member of a Group
(a)
(b) X
3) SEC Use Only
4) Citizenship or Place of Organization Delaware
NUMBER OF SHARES 5) Sole Voting Power 325,900
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON WITH: 6) Shared Voting Power 0
7) Sole Dispositive Power 325,900
8) Shared Dispositive Power 0
9) Aggregate Amount Beneficially Owned by Each Reporting
Person
325,900 shares
10) Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (see instructions). ( )
11) Percent of Class Represented by Amount in Row (9 )
6.20%
12) Type of Reporting Person (see instructions) HC
Page 2 of 8
<PAGE> 3
CUSIP No. 307901108
ITEM 1(a). NAME OF ISSUER:
Farm Family Holdings, Inc.
(b) Address of Issuer's Principal Executive Offices:
344 Route 9W
Glenmont, NY 12077-2910
ITEM 2(a). NAME OF PERSON FILING:
W. R. Berkley Corporation ("WRBC")
(b) Address of Principal Business Office, or if None, Residence:
165 Mason Street
P.O. Box 2518
Greenwich, CT 06836-2518
(c) Citizenship:
Delaware
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
307901108
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b), OR
240.13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or Dealer registered under Section 15 of the Act (15
U.S.C. 78o).
(b) [ ] Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act
(15 U.S.C. 78c).
(d) [ ] Investment Company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with
Section 240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
Section 240.13d-1(b)(l)(ii)(F);
(g) [X] A parent holding company or control person in accordance
with Section 240.13d-1(b)(l)(ii)(G) (Note: See Item 7);
Page 3 of 8
<PAGE> 4
CUSIP No. 307901108
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned:
325,900 shares of common stock beneficially owned including:
<TABLE>
<CAPTION>
No. of Shares
-------------
<S> <C>
W. R. Berkley Corporation acquired
solely for investment purposes: 0
Subsidiaries:
Acadia Insurance Company 30,000
held for investment purposes
Admiral Insurance Company held for 55,557
investment purposes
Carolina Casualty Insurance Company 15,000
held for investment purposes
Continental Western Insurance Company 40,162
held for investment purposes
Firemen's Insurance Company of Washington, D.C. 20,000
held for investment purposes
Midwest Employers Casualty Company held for 40,162
investment purposes
Nautilus Insurance Company held for 40,162
investment purposes
Signet Star Reinsurance Company held for 56,857
investment purposes
Tri-State Insurance Company of
Minnesota held for investment purposes 23,000
Union Insurance Company held for 5,000
investment purposes
-------
TOTAL 325,900
=======
</TABLE>
Page 4 of 8
<PAGE> 5
CUSIP No. 307901108
Berkley, through its subsidiaries, has the sole power to vote or to
direct the vote of 325,900 shares of the Issuer. Berkley, through its
subsidiaries, has the sole power to dispose or to direct the disposition of
325,900 shares of the Issuer.
(b) Percent of Class: 6.20%
(c) Number of shares as to which such person has:
<TABLE>
<CAPTION>
(i) (ii) (iii) (iv)
Sole Power to Shared Power Sole Power Shared Power
Vote or to to Vote or to to Dispose or to to Dispose or
Direct the Direct the Direct the to Direct the
Vote Vote Disposition of Disposition of
---- ---- -------------- --------------
<S> <C> <C> <C> <C>
W. R. Berkley 0 0 0 0
Corporation
Subsidiaries
Acadia Insurance 30,000 0 30,000 0
Company
Admiral Insurance 55,557 0 55,557 0
Company
Carolina Casualty 15,000 0 15,000 0
Insurance Company
Continental Western 40,162 0 40,162 0
Insurance Company
Firemen's Insurance 20,000 0 20,000 0
Company of Washington, D.C.
Midwest Employers 40,162 0 40,162 0
Casualty Company
Nautilus Insurance 40,162 0 40,162 0
Company
Signet Star 56,857 0 56,857 0
Reinsurance Company
Tri-State Insurance 23,000 0 23,000 0
Company of Minnesota
Union Insurance 5,000 0 5,000 0
------- -------
Company
TOTAL 325,900 0 325,900 0
</TABLE>
Page 5 of 8
<PAGE> 6
CUSIP No. 307901108
Berkley, through its subsidiaries, has the sole power to vote or to
direct the vote of 325,900 shares of the Issuer. Berkley, through its
subsidiaries, has the sole power to dispose or to direct the disposition of
325,900 shares of the Issuer.
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.
See Item 4.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL
PERSON.
See Item 7 Exhibit.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
ITEM 10. CERTIFICATION.
The following certification shall be included if the statement is filed
pursuant to Section 240.13d-1(b):
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having such purpose or effect.
Page 6 of 8
<PAGE> 7
CUSIP No. 307901108
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.
Dated: February 8, 1999
W. R. BERKLEY CORPORATION
By: /s/ James G. Shiel
-----------------------------------
James G. Shiel
Senior Vice President - Investments
Page 7 of 8
<PAGE> 8
CUSIP No. 307901108
ITEM 7 EXHIBIT
W. R. Berkley Corporation, as the parent holding company of its
subsidiaries listed below, has filed this Schedule 13G pursuant to Rule
13d-1(b)(ii)(G). Each of the subsidiaries listed below is an insurance company
as defined in Section 3(a)(19) of the Securities Exchange Act of 1934, and is
licensed as an insurance company in the domiciliary states listed below.
Subsidiary Domicile State
Acadia Insurance Company Maine
Admiral Insurance Company Delaware
Carolina Casualty Insurance Company Florida
Continental Western Insurance Company Iowa
Firemen's Insurance Company of Washington, D.C. Maryland
Midwest Employers Casualty Company Ohio
Nautilus Insurance Company Arizona
Signet Star Reinsurance Company Delaware
Tri-State Insurance Company of Minnesota Minnesota
Union Insurance Company Nebraska
Page 8 of 8