SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Amendment No. 15)
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)
February 7, 1997
(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
7,412,358
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
7,412,358
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
7,412,358
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
29.85%
14. TYPE OF REPORTING PERSON:
IN
<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
5,226,700
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
5,226,700
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
5,226,700
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
21.21%
14. TYPE OF REPORTING PERSON:
OO
<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
121,700
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
121,700
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
121,700
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
.49%
14. TYPE OF REPORTING PERSON:
CO
<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
290,658
9. SOLE DISPOSITIVE POWER
10. SHARED DISPOSITIVE POWER
290,658
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
290,658
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES: / /
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
1.17%
14. TYPE OF REPORTING PERSON:
CO
<PAGE>
Page 6 of 7
SCHEDULE 13D
(Amendment No. 14)
NOTE: All capitalized terms used in this Amendment No. 14
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 4. Purpose of Transaction
On February 7, 1997, Mr. Alissa executed a letter of
intent with Advest, Inc. ("Advest") pursuant to which Advest has
proposed to underwrite the offering of the shares of common
stock, $1.00 par value per share ("Common Stock") and Common
Stock Purchase Warrants of The Seibels Bruce Group, Inc. (the
"Company") held by (i) Mr. Alissa, (ii) the Establishment, (iii)
General Investors Limited, a Cayman Islands company of which Mr.
Alissa is the sole shareholder ("GIL"), and (iv) Financial
Investors Limited, a Cayman Islands company of which the
Establishment is the sole shareholder ("FIL," and together with
Mr. Alissa, the Establishment and GIL, the "Filing Persons").
Except as indicated above, the Filing Persons have no
plans or proposals which relate to or would result in:
(a) The acquisition by any person of additional
securities of the Company, or the disposition of securities of
the Company;
(b) An extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving the Company or
any of its subsidiaries;
(c) A sale or transfer of a material amount of assets
of the Company or of any of its subsidiaries;
(d) Any change in the present board of directors or
management of the Company, including any plans or proposals to
change the number or term of directors or to fill any existing
vacancies on the board;
(e) Any material change in the present capitalization
or dividend policy of the Company;
(f) Any other material change in the Company's
business or corporate structure;
(g) Changes in the Company's charter, by laws or
instruments corresponding thereto or other actions which may
impede the acquisition of control of the Company by any person;
(h) Causing a class of securities of the Company to be
delisted from a national securities exchange or to cease to be
authorized to be quoted in an inter-dealer quotation system of a
registered national securities association;
(i) A class of equity securities of the Company
becoming eligible for termination of registration pursuant to
Section 12(g)(4) of the Securities Exchange Act of 1934; or
(j) Any action similar to any of those enumerated
above.
The Filing Persons reserve the right, however, to
revise their plans in the future if such a revision becomes, in
their sole discretion, necessary, appropriate or otherwise
advisable.
Item 5. Interest in Securities of the Issuer.
As of February 19, 1997, (i) Mr. Alissa may be deemed the
beneficial owner of 7,412,358 shares of Common Stock of Seibels,
of which (a) 5,226,700 shares are held indirectly through the
Establishment and (b) 290,658 shares are held indirectly through
GIL, including 185,858 shares issuable to GIL pursuant to a
Common Stock Purchase Warrant and (ii) the Establishment may be
deemed to be the beneficial owner of 5,226,700 shares of Common
Stock, of which 121,700 are owned indirectly through FIL.
The following table sets forth information with respect to
all purchases, sales or donations of Common Stock by Mr. Alissa,
the Establishment, GIL or FIL for purposes of Section 13(d) of
the Act since the last transaction reported in the last amendment
(Amendment No. 13) to this Schedule 13D.
<TABLE>
<CAPTION>
GENERAL INVESTORS LIMITED
______________________________
Date of Number of Type of Price per
Transaction Shares Transaction Share
<S> <C> <C> <C>
10/2/96 3,000 Open Market Sale 2.325
10/2/96 10,000 Open Market Sale 2.4
11/7/96 10,000 Open Market Sale 2.625
12/4/96 5,000 Open Market Sale 2.15
12/5/96 5,000 Open Market Sale 2.15
12/13/96 15,000 Open Market Sale 2.15
</TABLE>
<TABLE>
<CAPTION>
FINANCIAL INVESTORS LIMITED
Date of Number of Type of Price per
Transaction Shares Transaction Share
<S> <C> <C> <C>
10/1/96 5,000 Open Market Sale 2.4375
10/3/96 10,000 Open Market Sale 2.4626
10/4/96 3,000 Open Market Sale 2.5875
10/10/96 5,000 Open Market Sale 2.4
10/11/96 3,000 Open Market Sale 2.4625
10/11/96 5,000 Open Market Sale 2.4
10/14/96 3,000 Open Market Sale 2.4
10/14/96 2,500 Open Market Sale 2.4625
10/15/96 2,500 Open Market Sale 2.4
10/17/96 5,000 Open Market Sale 2.4
10/28/96 10,000 Open Market Sale 2.276
11/1/96 5,000 Open Market Sale 2.275
11/6/96 5,000 Open Market Sale 2.275
11/21/96 10,000 Open Market Sale 2.025
11/21/96 5,000 Open Market Sale 2.0875
11/26/96 20,000 Open Market Sale 2.275
11/26/96 10,000 Open Market Sale 2.2125
12/19/96 10,000 Open Market Sale 2.0875
</TABLE>
<PAGE>
CUSIP No. 816006-10-0 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: February 19, 1997 By: /s/ Saad A. Alissa
____________________________
Saad A. Alissa, President
Dated: February 19, 1997 ____________________________
Saad A. Alissa, (Indiv.)
GENERAL INVESTORS LIMITED
Dated: February 19, 1997 By: /s/ Saad A. Alissa
____________________________
Saad A. Alissa, Secretary
FINANCIAL INVESTORS LIMITED
Dated: February 19, 1997 By: /s/ Saad A. Alissa
____________________________
Saad A. Alissa, Secretary
DC1DOCS1.47539
