April 7, 1994
VIA WIRE TRANSMISSION
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Amendment of Schedule 13D Statement Regarding
Securities of The Advest Group, Inc.
(the "Company")
Ladies and Gentlemen:
Attached for filing pursuant to Rule 13d-2 under the Securities Exchange
Act of 1934, as amended, please find one manually-executed original of
Amendment No. 1 to the Statement on Schedule 13D of D. T. Chase Enterprises,
Inc. with respect to securities of the Company.
Very truly yours,
William H. Cuddy
WHC/mld
Enclosures
cc: Mr. John P. Redding
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __1__)*
The Advest Group, Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
007566 10 2
(CUSIP Number)
William H. Cuddy, Esq. (203) 275-0100
Day, Berry & Howard
CityPlace I, Hartford, Connecticut 06103-3499
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 29, 1993
(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.)
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-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.
<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).
Continued on the following pages.
<PAGE>
SCHEDULE 13D
CUSIP NO. 007566 10 2
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
D. T. Chase Enterprises, Inc.
06-0892627
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)/ /
(b)/x/
3 SEC USE ONLY
4 SOURCE OF FUNDS*
Not Applicable
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(d) OR 2(e) / /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Connecticut
7 SOLE VOTING POWER
0 shares
NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 0 shares
OWNED BY
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 0 shares
PERSON
WITH 10 SHARE DISPOSITIVE POWER
0 shares
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0 shares
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW(11) EXCLUDES CERTAIN SHARES* /x/
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW(11)
0%
14 TYPE OF REPORTING PERSON*
CO, HC
*SEE INSTRUCTIONS BEFORE FILLING OUT!
AMENDMENT TO STATEMENT ON SCHEDULE 13D
The reporting person amends its Statement on Schedule 13D with respect to
the common stock, par value $0.01 per share (the "Common Stock") of The Advest
Group, Inc. ("Advest").
Item 4. Purpose of Transaction.
On December 29, 1993 CIHC resold the 452,872 shares of Common Stock to
Ranger in connection with the transaction with Fairfax described in Item 3.
Item 5. Interest in Securities of the Issuer.
(a) As of December 29, 1993, CIHC owns no shares of Common Stock.
(b) The following transactions occurred during the past sixty days:
Price Number Where and How
Character of Per of Transaction Was
Date Transaction Share Shares Effected
12/29/93 Sale by CHIC to $6.63 452,872 Private Sale
Ranger Insurance
Company
(c) On December 29, 1993, the reporting person ceased to have any
beneficial interest in any shares of Common Stock.
Item 7. Material to be Filed as Exhibits.
A. Stock Purchase Agreement
Dated December 29, 1993 . . . . . . . . . . . . .Pages 5-6
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the
reporting person certifies that the information set forth in this statement is
true, complete and correct.
Date: March 31, 1994 D. T. Chase Enterprises, Inc.
By /s/ Cheryl Chase Freedman
Name: Cheryl Chase Freedman
Title: Executive Vice President
<PAGE>
EXHIBIT A
Stock Purchase Agreement:
For and in consideration of the cancellation of a Promissory Note dated
December 29, 1993, in the amount of Twelve Million Fifty-Eight Thousand Seven
Hundred Seventy-Seven Dollars ($12,058,777) from CHASE INSURANCE HOLDINGS
CORPORATION ("Seller") c/o Chase Enterprises, One Commercial Plaza, Hartford,
Connecticut 06103, to RANGER INSURANCE COMPANY ("Buyer"), 10777 Westheimer
Road, Houston, Texas 77042, Seller hereby agrees to sell, assign, transfer, and
set over to Buyer, its successors and assigns: (1) Four Hundred Fifty-Two
Thousand Eight Hundred Seventy-Two (452,872) Shares of the Capital Stock of The
Advest Group, Inc., represented by Certificate Nos. ; and (2) Four Hundred
Two Thousand Six Hundred (402,600) Shares of the Capitol Stock of Bank of
Boston Corporation, represented by Certificate Nos. .
Seller warrants that such stock now stands in its name on the books of the
corporation, that it is the beneficial owner of said stock with good, valid and
transferable title thereto, free of any security interest, lien, charge,
pledge, encumbrance, mortgage, advice, claim or title retention agreement of
any nature or kind and that all assessments to date are paid upon said shares.
Except as set forth in the prior sentence, this assignment is made without
recourse to and without covenant or warranty by Seller. Buyer agrees to
purchase said shares for the consideration set forth above.
This Agreement shall be construed in accordance with the laws of the State
of Connecticut without regard to the principles of conflicts of laws thereof.
<PAGE>
IN WITNESS WHEREOF, the parties have executed this Stock Purchase
Agreement at Hartford, Connecticut, on December 29, 1993.
CHASE INSURANCE HOLDINGS CORPORATION
By /s/ Arnold L. Chase,
Arnold L. Chase, Executive Vice President
RANGER INSURANCE COMPANY
By /s/ Thomas D. Nimmo
CFO
[NOTARIZATION]
