<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ________)*
Checkfree Corp.
- -------------------------------------------------------------------------------
(Name of Issuer)
Common Stock
- -------------------------------------------------------------------------------
(Title of Class of Securities)
162812101
--------------------------------------------------
(CUSIP Number)
David E. Simaitis, One Nationwide Plaza, Columbus, OH 43215 614-249-7618
- -------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
September 27, 1995
--------------------------------------------------
(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 statement /X/. (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.)
NOTE: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13-1(a) for other parties to whom copies are to
be sent.
*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> 2
SCHEDULE 13D
CUSIP NO. 162812101 PAGE 2 OF 6 PAGES
----------------- --- -----
- -------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Nationwide Mutual Insurance Company
31-4177100
- -------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /X/
- -------------------------------------------------------------------------------
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) / /
- -------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Ohio
- -------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF 3,705,341
SHARES -----------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY
EACH 0
REPORTING -----------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH
3,705,341
-----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
0
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,705,341
- -------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
- -------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
11.54%
- -------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
.IC
- -------------------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 3
INITIAL FILING
ITEM 1. SECURITY AND ISSUER.
- ----------------------------
This statement relates to the common stock class of equity securities of
Checkfree Corp., with principal executive offices at 8275 North High Street,
Columbus, Ohio 43215
ITEM 2. IDENTITY AND BACKGROUND.
- --------------------------------
(a)-(b) Nationwide Mutual Insurance Company, One Nationwide Plaza, Columbus,
Ohio 43216, is a mutual insurance company organized under the laws of the State
of Ohio.
Directors of Reporting Persons
<TABLE>
<CAPTION>
Name Address Principal Occupation
---- ------- --------------------
<S> <C> <C>
Lewis J. Alphin 519 Bethel Church Road Farm Owner and Operator
Mount Olive, North Carolina
28365
Richard D. Crabtree One Nationwide Plaza President and Chief
Columbus, Ohio 43216 Operating Officer
Nationwide Mutual
Insurance Company
Keith W. Eckel 1647 Falls Road Partner Fred W. Eckelsons
Clarks Summit, PA 18411 President Eckel Farms Inc.
Willard J. Engel 1100 East Main Street General Manager, Lyon
Marshall, Minnesota 56258 County Cooperative Oil
Company
Fred C. Finney 1558 West Moreland Road Farm Owner and Operator,
Wooster, Ohio 44691 Moreland Fruit Farm;
Operator Melrose Orchard
Charles L. Fuellgraf, Jr. 600 S. Washington Street Chief Executive Officer,
Butler, Pennsylvania 16001 Fuellgraf Electric Company
Electrical Construction &
Engineering Services
Henry S. Holloway 1247 Stafford Road Farm Owner and Operator
Darlington, Maryland 21034
</TABLE>
<PAGE> 4
<TABLE>
<CAPTION>
<S> <C> <C>
D. Richard McFerson One Nationwide Plaza President and Chief
Columbus, Ohio 43216 Executive Officer,
Nationwide Insurance
Enterprise
David O. Miller 625 Country Club Dr., Apt B6 President, Owen Potato
Newark, Ohio 43055 Farm, Inc.; Partner, M&M
Enterprises
C. Ray Noecker 2770 State Rte. 674 Farm Owner and Operator
Ashville, Ohio 43203
James F. Patterson 8765 Mulberry Road President, Patterson Farms
Chesterland, Ohio 44026 Inc., Vice President
Pattersons, Inc.
Robert H. Rickel P.O. Box 15 Rancher
Bayview, Idaho 83803
Arden L. Shisler 2724 W. Lebanon Road President and Chief
Dalton, Ohio 44118 Executive Officer, K&B
Transport, Inc.
Robert L. Stewart 88740 Fairview Road Farm Owner and Operator:
Jewett, Ohio 43986 Owner and Operator,
Sunnydale Mining
Nancy C. Thomas 10235 Georgetown Road, N.E. Farm Owner and Operator
Louisville, Ohio 44641
Harold W. Weihl 14282 King Road Farm Owner and Operator
Bowling Green, Ohio 43402
Executive Officers of Reporting Persons
---------------------------------------
Name Address Principal Occupation
---- ------- --------------------
D. Richard McFerson One Nationwide Plaza President & Chief Executive
Columbus, Ohio 43216 Officer Nationwide
Insurance Enterprise
Galen R. Barnes One Nationwide Plaza President-Nationwide
Columbus, Ohio 43216 Insurance Enterprise
</TABLE>
<PAGE> 5
<TABLE>
<CAPTION>
<S> <C> <C>
Richard D. Crabtree One Nationwide Plaza President and Chief
Columbus, Ohio 43216 Operating Officer
Nationwide Mutual
Insurance Company
Robert A. Oakley One Nationwide Plaza Executive Vice President -
Columbus, Ohio 43216 Chief Financial Officer
Robert J. Woodward, Jr. One Nationwide Plaza Executive Vice President -
Columbus, Ohio 43216 Chief Financial Officer
Gorden E. McCutchan One Nationwide Plaza Executive Vice President -
Columbus, Ohio 43216 Law and Corporate Services
and Secretary
W. Sidney Druen One Nationwide Plaza Senior Vice President -
Columbus, Ohio 43216 General Counsel and
Assistant Secretary
</TABLE>
All of the above named directors, trustees and executive officers of the
reporting persons are hereinafter referred to as "Executive Officers."
(c) Inapplicable
(d)-(e) During the past five years, none of the above-named persons or the
Executive Officers have either been convicted in a criminal proceeding or been a
party to a civil proceeding of a judicial or administrative body of competent
jurisdiction which as result thereof, subjected them to a judgment, decree or
final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any
violation with respect to such laws.
(f) Inapplicable
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
- ----------------------------------------------------------
The source of the funds for the purchase of the stock of Checkfree Corp. was
from the working capital of Nationwide Mutual Insurance Company. The amount of
the purchase price was $2,565,681. No part of the purchase price of the stock of
Checkfree Corp. was borrowed.
ITEM 4. PURPOSE OF TRANSACTION.
- -------------------------------
Nationwide Mutual Insurance Company purchased the subject securities strictly
for passive investment purposes. There are no other plans or proposals regarding
the subject securities which the reporting person may have.
<PAGE> 6
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
- ---------------------------------------------
(a)-(b) As of March 3, 1996 the aggregate number and percentage of the class of
the subject securities and the type of voting power attached thereto, is as
follows:
Nationwide Mutual Insurance Company - 3,705,341 - Shares
(c) With its independent working capital, Nationwide Mutual Insurance Company
("Nationwide") acquired, in an amount equal to $2,399,991, 145,454 shares at a
price per share of $16.50 of the subject securities on March 17, 1988; in an
amount equal to $165,690, 11046 shares at a price per share of $15.00 of the
subject securities on December 31, 1988; in a 26.3 to 1 stock split when the
subject security went public, on September 27, 1995, Nationwide's holdings of
the subject security increased to 4,117,045 shares; Nationwide sold, in a
amount equal to 411,704 shares at a price per share of $16.64 per share of the
subject security. The first two purchases were made from the subject company
and the sale was made through the OTC market.
(d) No person, other than Nationwide Mutual Insurance Company, 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, such securities.
(e) Inapplicable
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
- --------------------------------------------------------------------------------
SECURITIES OF THE ISSUER.
- -------------------------
There are no contracts, arrangements or understandings with the person named in
Items 1 and 2 of the statement and any other person with respect to any
securities of the issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
- -----------------------------------------
Inapplicable
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
accurate.
April 9, 1996 NATIONWIDE MUTUAL INSURANCE COMPANY
--------------------------------------
John G. Powles
Vice President-Affiliate and Subsidiary Investments
