SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Amendment No. 12)
Under the Securities Exchange Act of 1934
THE SEIBELS BRUCE GROUP, INC.
_____________________________
(Name of Issuer)
COMMON STOCK, $1.00 PAR VALUE
______________________________
(Title of Class of Securities)
816006-10-0
____________
(CUSIP Number)
David J. Levenson, Esq.
Venable, Baetjer, Howard & Civiletti, LLP
1201 New York Avenue, N.W., Suite 1000
Washington, DC 20005
(202) 962-4831
______________
(Name, Address and Telephone Number
of Person Authorized to Receive Notices
and Communications)
____________
(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 which is the subject of this
Schedule 13D, and is filing this schedule because of Rule 13d-
1(b)(3) or (4), check the following box / /.
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.)
Page 1 of 7 Pages
<PAGE>
CUSIP No. 816006-10-0 Page 2 of 7
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Saad. A. Alissa
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) /X/
(b) / /
3 SEC USE ONLY
4. SOURCE OF FUNDS:
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e): / /
N/A
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Kingdom of Saudi Arabia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
8. SHARED VOTING POWER
7,736,558(1)
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
7,736,558(1)
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
7,736,558(1)
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
41.6%(2)
14. TYPE OF REPORTING PERSON:
IN
(1) Includes 185,858 shares of Common Stock issuable to General
Investors Limited ("GIL") pursuant to a Common Stock Purchase Warrant
assigned to GIL on December 19, 1995.
(2) The percent calculation is based on 18,407,686 shares of
common stock outstanding, which total does not include 6,250,000
shares of common stock issued without voting rights.
<PAGE>
CUSIP No. 816006-10-0 Page 3 of 7
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Abdullatif Ali Alissa Est.
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) /X/
(b) / /
3 SEC USE ONLY
4. SOURCE OF FUNDS:
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e): / /
N/A
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Kingdom of Saudi Arabia
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
8. SHARED VOTING POWER
5,105,000
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
5,105,000
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
5,105,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
27.7%
14. TYPE OF REPORTING PERSON:
OO
*The percent calculation is based on 18,407,686 shares of common
stock outstanding, which total does not include 6,250,000 shares of
common stock issued without voting rights.
<PAGE>
CUSIP No. 816006-10-0 Page 4 of 7
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
Financial Investors Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) /X/
(b) / /
3 SEC USE ONLY
4. SOURCE OF FUNDS:
OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e): / /
N/A
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
8. SHARED VOTING POWER
259,700
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
259,700
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
259,700
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
1.4%
14. TYPE OF REPORTING PERSON:
CO
*The percent calculation is based on 18,407,686 shares of common
stock outstanding, which total does not include 6,250,000 shares of
common stock issued without voting rights.
<PAGE>
CUSIP No. 816006-10-0 Page 5 of 7
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
General Investors Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) /X/
(b) / /
3 SEC USE ONLY
4. SOURCE OF FUNDS:
OO
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e): / /
N/A
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
Cayman Islands
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
7. SOLE VOTING POWER
8. SHARED VOTING POWER
476,858(1)
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
476,858(1)
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
476,858(1)
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
2.6%(2)
14. TYPE OF REPORTING PERSON:
CO
(1) Includes 185,858 shares of Common Stock issuable to GIL
pursuant to a Common Stock Purchase Warrant assigned to GIL on
December 19, 1995.
(2) The percent calculation is based on 18,407,686 shares of
common stock outstanding, which total does not include 6,250,000
shares of common stock issued without voting rights.
<PAGE>
Page 6 of 7
SCHEDULE 13D
(Amendment No. 12)
NOTE: All capitalized terms used in this Amendment No. 12
and not defined herein shall have the same meaning as in the
previously filed statement of Saad A. Alissa and Abdullatif Ali
Alissa Est. (the "Establishment") on Schedule 13D, as amended.
Except as expressly stated below, there have been no material
changes in the information contained in such Schedule 13D, as
amended.
Item 5. Interest in Securities of the Issuer.
On December 19, 1995, pursuant to a Settlement and Release
Agreement between Mr. Alissa and NationsBank of North Carolina,
N.A. and NationsBank of Georgia, N.A., General Investors Ltd. was
assigned one Common Stock Purchase Warrant to acquire 185,858
shares of Common Stock (the "Warrant") of The Seibels Bruce
Group, Inc. (the "Company") in connection with the settlement of
certain litigation surrounding the purchase of (i) a certain
Second Amended and Restated Promissory Note of the Company dated
February 4, 1993, (ii) the Warrant and (iii) certain securities
pledged as collateral and other related agreements, by Mr. Alissa
and the Establishment in 1993. The Warrant and the shares of
Common Stock underlying the Warrant inadvertently have not been
previously reported.
The following table sets forth information with respect to
all other transactions effected by and on behalf of the Filing
Persons since the last transaction reported in the last amendment
(Amendment No. 11) to this Schedule 13D.
<TABLE>
<CAPTION>
Trade Number Price
Date of Shares Type of Transaction
Per Share
_______ _________ ___________________
_________
<S> <C> <C> <C>
7/30/96 20,000 Open Market Sale 2.075
8/05/96 100,000 Private Sale 2.0
8/23/96 2,000 Open Market Sale 2.0125
8/26/96 5,000 Open Market Sale 2.0125
8/26/96 18,000 Open Market Sale 2.075
</TABLE>
<PAGE>
Page 7 of 7
SIGNATURES
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.
ABDULLATIF ALI ALISSA EST.
Dated: September 12, 1996 By: /s/ Saad A. Alissa
____________________________
Saad A. Alissa, President
Dated: September 12, 1996 By: /s/ Saad A. Alissa
_____________________________
Saad A. Alissa, (Individually)
GENERAL INVESTORS LIMITED
Dated: September 12, 1996 By: /s/ Saad A. Alissa
_____________________________
Saad A. Alissa, Secretary
FINANCIAL INVESTORS LIMITED
Dated: September 12, 1996 By: /s/ Saad A. Alissa
____________________________
Saad A. Alissa, Secretary
DC1DOCS1.38084
