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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Rockford Industries, Inc.
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(Name of Issuer)
Common Stock, No par value per share
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(Title of Class of Securities)
773259106
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(CUSIP Number)
December 31, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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 disclosure 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, as amended ("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 1 of 9 pages
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CUSIP NO. 773259106
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1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
American International Group, Inc.
I.R.S. Identification No. 13-2592361
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Incorporated under the laws of the State of Delaware
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5. SOLE VOTING POWER
NUMBER OF 0
SHARES --------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 275,373
EACH --------------------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 0
WITH --------------------------------------------------
8. SHARED DISPOSITIVE POWER
275,373
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
275,373
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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)
6.3%
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12. TYPE OF REPORTING PERSON
HC
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CUSIP NO. 773259106
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1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anchor National Life Insurance Company
I.R.S. Identification No. 86-0198983
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Organized under the laws of the State of Arizona
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5. SOLE VOTING POWER
NUMBER OF 0
SHARES --------------------------------------------------
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY 275,373
EACH --------------------------------------------------
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 0
WITH --------------------------------------------------
8. SHARED DISPOSITIVE POWER
275,373
- --------------------------------------------------------------------------------
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
275,373
- --------------------------------------------------------------------------------
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES
[ ]
- --------------------------------------------------------------------------------
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.3%
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12. TYPE OF REPORTING PERSON
IC
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ITEM 1 (a). NAME OF ISSUER:
Rockford Industries, Inc.
ITEM 1 (b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1851 East First Street
Suite 600
Santa Ana, California 92705
ITEM 2 (a). NAME OF PERSON(S) FILING:
American International Group, Inc.
Anchor National Life Insurance Company
ITEM 2 (b). ADDRESS OF PRINCIPAL BUSINESS OFFICE(S):
American International Group, Inc.
70 Pine Street
New York, New York 10270
Anchor National Life Insurance Company
1 SunAmerica Center
Century City
Los Angeles, California 90067
ITEM 2 (c). CITIZENSHIP:
The information requested hereunder is set forth
under Item 4 of the cover pages to this Schedule 13G.
ITEM 2 (d). TITLE OF CLASS OF SECURITIES:
Common Stock, no par value per share
ITEM 2 (e). CUSIP NUMBER: 773259 10 6
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ITEM 3. TYPE OF PERSONS FILING:
American International Group, Inc.*:
(g) Parent Holding Company, in accordance with
Rule 13d-1(b)(ii)(G) promulgated under the
Securities Exchange Act of 1934, as amended
(the "Act")
Anchor National Life Insurance Company:
(c) Insurance Company as defined in Section
3(a)(19) of the Act
* This filing gives effect to the acquisition of
SunAmerica Inc. and its subsidiaries by American
International Group, Inc., which acquisition resulted
from the merger of SunAmerica Inc., a Maryland
corporation, into American International Group, Inc.
effective January 1, 1999. American International Group,
Inc. is making the filing as successor in interest to
SunAmerica Inc. the Maryland corporation. Eli Broad was
deemed to have a beneficial interest in voting securities
of SunAmerica, Inc., the Maryland corporation, but is not
deemed to have such an interest in American International
Group, Inc. and is therefore not included as a filing
person. SunAmerica Life Insurance Company has sold its
beneficial interest in the voting securities of Rockford
Industries, Inc. and is therefore not included as a
filing person.
Item 4. OWNERSHIP.
(a) through (c). The information requested hereunder
is set forth, as of December 31, 1998, under Items 5
through 9 and Item 11 of the cover pages to this
Schedule 13G.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF CLASS.
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF
ANOTHER PERSON.
Not applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY
THE PARENT HOLDING COMPANY.
See Exhibit 1 attached hereto for the information
requested hereunder with respect to the relevant
subsidiary of American International Group, Inc.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE
GROUP.
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable.
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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 of 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 purpose or effect.
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 correct.
Date: February 16, 1999
AMERICAN INTERNATIONAL GROUP, INC.
By /s/ Kathleen E. Shannon
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Name: Kathleen E. Shannon
Title: Vice President and
Secretary
ANCHOR NATIONAL LIFE INSURANCE COMPANY
By /s/ Jay S. Wintrob
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Name: Jay S. Wintrob
Title: Executive Vice President
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EXHIBIT INDEX
Exhibit 1 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company
Exhibit 2 Agreement of Joint Filing
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Exhibit 1
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY
BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
American International Group, Inc. -- Subsidiary Information
Anchor National Life Insurance Company:
(c) Insurance Company as defined in Section 3 (a) (19) of the
Act
Category Symbol: IC
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Exhibit 2
AGREEMENT OF JOINT FILING
In accordance with Rule 13d-1(f), promulgated under the
Securities Exchange Act of 1934, as amended, each of the undersigned hereby
agrees to the joint filing on behalf of each of them of a Statement on Schedule
13G, and any amendments thereto, with respect to the Common Stock, $0.01 par
value per share, of Rockford Industries, Inc. and that this Agreement may be
included as an Exhibit to such filing.
Each of the undersigned parties represents and warrants to the
other that the information contained in any amendment thereto about it will be,
true, correct and complete in all material respects and in accordance with all
applicable laws. Each of the undersigned parties agrees to inform the other of
any changes in such information or of any additional information which would
require any amendment to the Schedule 13G and to promptly file such amendment.
Each of the undersigned parties agrees to indemnify the other
for any losses, claims, liabilities or expenses (including reasonable legal fees
and expenses) resulting from, or arising in connection with, the breach by such
party of any representations, warranties or agreements in this Agreement.
This Agreement may be executed in any number of counterparts,
each of which shall be deemed to be an original and all of which together shall
be deemed to constitute one and the same Agreement.
IN WITNESS WHEREOF, each of the undersigned hereby executes
this Agreement as of February 16, 1999.
AMERICAN INTERNATIONAL GROUP, INC.
By /s/ Kathleen E. Shannon
------------------------------------
Name: Kathleen E. Shannon
Title: Vice President and
Secretary
ANCHOR NATIONAL LIFE INSURANCE COMPANY
By /s/ Jay S. Wintrob
------------------------------------
Name: Jay S. Wintrob
Title: Executive Vice President
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