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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
Alexander & Alexander Services, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
014476105
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing 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.)
"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.
This information required in the remainder of this cover page shall not be
designed 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 following page(s))
Page 1 of 7 Pages
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SCHEDULE 13G - Alexander & Alexander Services, Inc. ("Issuer")
Amendment No. 5
CUSIP NO. 014476105 13G
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(1) NAMES OF REPORTING PERSONS
Southeastern Asset Management, Inc. I.D. No. 62-0951781
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)
(b) X
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Tennessee
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:(5) SOLE VOTING POWER
: (Discretionary Accounts)
: 3,316,483 shares
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OWNED BY EACH REPORTING PERSON :(6) SHARED OR NO VOTING POWER
WITH Total - 1,215,242 shares
: SHARED - 994,342 shares
NO VOTE - 220,900 shares
----------------------------------------
:(7) SOLE DISPOSITIVE POWER
(Discretionary Accounts)
: 3,491,483 shares
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:(8) SHARED OR NO DISPOSITIVE
POWER
Total - 1,040,242 shares
: Shared - 994,342 shares
None - 45,900 shares
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
(Discretionary & Non-discretionary Accounts)
4,531,725 shares
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(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.0%
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(12) TYPE OF REPORTING PERSON
IA
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Page 2 of 7
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SCHEDULE 13G - Alexander & Alexander Services, Inc. ("Issuer")
Amendment No. 5
CUSIP No. 014476105 13G
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(1) NAMES OF REPORTING PERSONS
O. Mason Hawkins I.D. No. ###-##-####
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(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)
(b) X
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(3) SEC USE ONLY
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(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Citizen of United States
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:(5) SOLE VOTING POWER
: (Discretionary Accounts)
: None
------------------------------
NUMBER OF SHARES BENEFICIALLY :(6) SHARED VOTING POWER
OWNED BY EACH REPORTING PERSON
WITH : None
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:(7) SOLE DISPOSITIVE POWER
: None
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:(8) SHARED DISPOSITIVE POWER
: None
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(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
None (See Item 3)
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(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
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(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0%
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(12) TYPE OF REPORTING PERSON
IN
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Page 3 of 7
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SCHEDULE 13G - Alexander & Alexander Services, Inc. ("Issuer")
Amendment No. 5
Item 1.
(a). Name of Issuer: Alexander & Alexander Services, Inc. ("Issuer")
(b). Address of Issuer's Principal Executive Offices:
1211 Avenue of the Americas
New York, New York 10036
Item 2.
(a) and (b). Names and Principal Business Addresses of Persons Filing:
(1). Southeastern Asset Management, Inc.
6075 Poplar Avenue; Suite 900
Memphis, TN 38119
(2). Mr. O. Mason Hawkins
Chairman of the Board and C.E.O.
Southeastern Asset Management, Inc.
6075 Poplar Avenue; Suite 900
Memphis, TN 38119
(c). Citizenship:
Southeastern Asset Management, Inc. - A Tennessee corporation
Mr. O. Mason Hawkins - U.S. Citizen
(d). Title of Class of Securities: Common Stock (the "Securities").
(e). Cusip Number: 014476105
Item 3. If this statement is filed pursuant to Rules 13d-1 (b) or 13d-2 (b),
check whether the person filing is a:
(e). Investment Advisor registered under Section 203 of the Investment
Advisers Act of 1940. This statement is being filed by Southeastern
Asset Management, Inc. as a registered investment adviser. All of
the securities covered by this report are owned legally by
Southeastern's investment advisory clients and none are owned
directly or indirectly by Southeastern. As permitted by Rule 13d-4,
the filing of this statement shall not be construed as an admission
that Southeastern Asset Management, Inc. is the
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SCHEDULE 13G - Alexander & Alexander Services, Inc. ("Issuer")
Amendment No. 5
beneficial owner of any of the securities covered by this statement.
(g). Parent Holding Company. This statement is also being filed by Mr.
O. Mason Hawkins, Chairman of the Board and C.E.O. of
Southeastern Asset Management, Inc. in the event he could be deemed
to be a controlling person of that firm as the result of his
official positions with or ownership of its voting securities. The
existence of such control is expressly disclaimed. Mr. Hawkins does
not own directly or indirectly any securities covered by this
statement for his own account. As permitted by Rule 13d-4, the
filing of this statement shall not be construed as an admission
that Mr. Hawkins is the beneficial owner of any of the securities
covered by this statement.
Item 4. Ownership:
(a). Amount Beneficially Owned:
4,531,725 shares
(b). Percent of Class:
11.0%
Above percentage is based on 41,037,453 shares of Common Stock
outstanding as reported in the Issuer's Proxy Statement dated
June 27, 1994.
(c). Number of shares as to which such person has:
(i). sole power to vote or to direct the vote:
3,316,483 shares
(ii). shared power and no power to vote or to direct the vote:
Total - 1,215,242 shares
Shared - 994,342 shares. (Includes Securities owned by
Longleaf Partners Fund (formerly Southeastern Asset Management
Value Trust), a series of Longleaf Partners Funds Trust
(formerly Southeastern Asset Management Funds Trust), an
open-end management investment company registered under the
Investment Company Act of 1940, having two separate series
or portfolios).
No power to direct vote: 220,900 shares
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SCHEDULE 13G - Alexander & Alexander Services, Inc. ("Issuer")
Amendment No. 5
(iii). sole power to dispose or to direct disposition of:
3,491,483 shares
(iv). shared or no power to dispose or to direct the disposition of:
Total - 1,040,242 shares.
Shared - 994,342 shares. (Includes Securities owned by
Longleaf Partners Fund (formerly Southeastern Asset Management
Value Trust), a series of Longleaf Partners Funds Trust
(formerly Southeastern Asset Management Funds Trust), an
open-end management investment company registered under the
Investment Company Act of 1940, having two separate series
or portfolios).
None - 45,900 shares.
Item 5. Ownership of Five Percent or Less of a Class: N/A
Item 6. Ownership of More Than Five Percent on Behalf of Another Person: N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company: N/A
Item 8. Identification and Classification of Members of the Group: N/A
Item 9. Notice of Dissolution of Group: N/A
Item 10. Certification:
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose and do not have the effect of changing or
influencing the control of the issuer of such securities and were not acquired
in connection with or as a participant in any transaction having such purposes
or effect.
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SCHEDULE 13G - Alexander & Alexander Services, Inc. ("Issuer")
Amendment No. 5
Signatures
After reasonable inquiry and to the best of the knowledge and belief of the
undersigned, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Dated: September 8, 1994
Southeastern Asset Management, Inc.
By /s/ Charles D. Reaves
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Charles D. Reaves
Vice President and General Counsel
O. Mason Hawkins, Individually
/s/ O. Mason Hawkins
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Joint Filing Agreement
In accordance with Rule 13d-1(f) under the Securities Exchange Act of 1934, the
persons or entities named below agree to the joint filing on behalf of each of
them of this Schedule 13G with respect to the Securities of the Issuer and
further agree that this joint filing agreement be included as an exhibit to
this Schedule 13G. In evidence thereof, the undersigned hereby execute this
Agreement as of the 8th day of September, 1994.
Southeastern Asset Management, Inc.
By /s/ Charles D. Reaves
---------------------------------
Charles D. Reaves
Vice President & General Counsel
O. Mason Hawkins, Individually
/s/ O. Mason Hawkins
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