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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. 17)*
Telemundo Group, Inc.
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(Name of Issuer)
Common Stock Series A Par Value $.01
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(Title of Class of Securities)
87943M 30 6
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(CUSIP Number)
Howard E. Steinberg, Senior Vice President and General Counsel
Reliance Group Holdings, Inc., Park Avenue Plaza, New York, NY 10055
(212) 909-1100
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 18, 1995
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(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.
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).
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SCHEDULE 13D
CUSIP No. 87943M 30 6 Page 2 of 8 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RELIANCE GROUP HOLDINGS, INC.
13 3082071
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS*
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED / /
PURSUANT TO ITEMS 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
7 SOLE VOTING POWER
NUMBER OF 994,269 (including currently exercisable warrants to
SHARES purchase 38 shares of the Security)
BENEFICIALLY
OWNED BY 8 SHARED VOTING POWER
EACH
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 994,269 (including currently exercisable warrants to
WITH purchase 38 shares of the Security)
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
994,269 (including currently exercisable warrants to purchase 38 shares of
the Security)
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* / /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%
14 TYPE OF REPORTING PERSON*
HC
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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The following information amends or supplements, as the case
may be, the information previously filed by Reliance Group
Holdings, Inc. ("RGH") relating to the ownership by it and its
subsidiaries of the class of securities (the "Security") listed on
the cover of this Schedule l3D.
ITEM 2. Identity and Background.
Item 2 is amended by deleting therefrom, the reference to Dean
W. Case, who is no longer a director of RGH. Item 2 is further
amended to reflect that approximately 45.8% of the common voting
stock of RGH is owned by Saul P. Steinberg, members of his family
and affiliated trusts.
ITEM 4. Purpose of Transaction.
On August 22, 1995, Reliance Insurance Company ("RIC"), a
wholly owned subsidiary of RGH, sent a letter to the Issuer
requesting registration under the Securities Act of 1933, as
amended, of an aggregate of 994,269 shares of the Security pursuant
to the Registration Rights Agreement dated as of December 30, 1994,
between the Issuer, RIC and certain other parties. A copy of the letter
requesting registration is attached hereto as Exhibit 1 and is
incorporated herein by reference.
ITEM 5. Interest in Securities of the Issuer.
Below is a list of sales of Securities made by RGH or its
subsidiaries during the past sixty days. During such period, there
were no purchases of Securities by RGH, RIC or United Pacific Insurance
Company, a wholly owned subsidiary of RIC ("UPIC"). The Securities
beneficially owned total 994,269 shares (including currently
exercisable warrants to purchase 6 and 32 shares of the Security
owned directly by RGH and RIC, respectively) and, to the best
knowledge of RGH based on the Issuer's quarterly report on Form 10-Q
for the period ended June 30, 1995, comprise approximately 9.9%
of the Securities outstanding (and approximately 18% of the Common
Stock, Series A of the Issuer outstanding based on the Issuer's
quarterly report on Form 10-Q for the period ended June 30, 1995).
Of the 994,269 shares beneficially owned by RGH, 82 shares
(including currently exercisable warrants to purchase 6 shares of
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the Security) are owned directly by RGH, 300,459 shares (including
currently exercisable warrants to purchase 32 shares of the
Security) are owned directly by RIC and 693,728 shares are owned
directly by UPIC. Each of RGH, RIC and UPIC has sole voting and
dispositive power over all of the shares of the Security directly
owned by it.
Number of Price Per
Date Company Shares Share
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8/16/95 Reliance Insurance Company 10,000 15.625
8/17/95 Reliance Insurance Company 10,000 15.625
8/18/95 Reliance Insurance Company 50,000 15.625
8/18/95 Reliance Insurance Company 35,000 15.750
Each of the sales of the Security described in the above table
were made in ordinary brokerage transactions.
ITEM 7. Exhibits.
1. Letter dated August 21, 1995 from RIC to the Issuer
requesting registration of the remaining shares of the
Security held by RGH, RIC and UPIC.
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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.
Dated: August 22, 1995
RELIANCE GROUP HOLDINGS, INC.
By: /s/ James E. Yacobucci
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James E. Yacobucci
Senior Vice President-Investments
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EXHIBIT INDEX
Exhibit 1. Letter dated August 21, 1995 from RIC to the Issuer
requesting registration of the remaining shares of the
Security held by RGH, RIC and UPIC.
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Exhibit 1
LETTERHEAD OF RELIANCE INSURANCE COMPANY
August 21, 1995
Telemundo Group, Inc.
2290 West 8th Avenue
Hialeah, FLA 33010
Attention: Chief Financial Officer
Re: Registration Rights Agreement (the "Registration Rights
Agreement") dated as of December 30, 1994 between Telemundo
Group, Inc. ("Telemundo"), Reliance Insurance Company
("Reliance") and certain other parties
Dear Sir:
Pursuant to Section 2.1(a) of the Registration Rights
Agreement, Reliance hereby requests that Telemundo register
under the Securities Act of 1933, as amended, 994,269 shares
of the Class A Common Stock, par value $.01 per share, of
Telemundo (the "Common Stock"), 82 of which are beneficially
owned by Reliance Group Holdings, Inc. (after giving effect
to the exercise by RGH of warrants to purchase 6 shares of
Common Stock) and 693,728 of which are beneficially owned by
United Pacific Insurance Company ("UPIC"), each an
"Affiliate" of Reliance, as defined in the Registration
Rights Agreement. The remainder of the shares of Common
Stock for which Reliance is requesting registration
hereunder are beneficially owned by Reliance (after giving
effect to the exercise by RIC of warrants to purchase 32
shares of Common Stock). Subject to price and availability,
Reliance, RGH and UPIC intend to distribute the Common Stock
from time to time in one or more transactions, in the over-
the-counter market, or otherwise at prices and at terms then
prevailing or at prices related to the then current market
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price, or in negotiated transactions, as market and business
conditions warrant.
Consistent with Section 2.4(i) of the Registration
Rights Agreement, Reliance expects that Telemundo will as
expeditiously as possible prepare and file with the
Securities and Exchange Commission a registration statement
with respect to the Common Stock.
Sincerely,
/s/ James E. Yacobucci
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