AMVESTORS FINANCIAL CORP
SC 13G/A, 1997-02-13
LIFE INSURANCE
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G




                    Under the Securities Exchange Act of 1934

                               (Amendment No. 1) *


                         AMVestors Financial Corporation
              ___________________________________________________
                                (Name of Issuer)


                         Common Stock, without par value
              ___________________________________________________
                         (Title of Class of Securities)


                                    032343303
                                 (CUSIP Number)


*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.

The information required in 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).


                                      -1-
<PAGE>



CUSIP NO. 032343303                   13G                     Page 2 of 12 Pages


1.    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            PICO Holdings, Inc.


2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
                                                                  (a) __X__

                                                                  (b) _____
3.    SEC USE ONLY



4.    CITIZENSHIP OR PLACE OF ORGANIZATION

            California

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5.    SOLE VOTING POWER
            582,925 shares

6.    SHARED VOTING POWER
            None

7.    SOLE DISPOSITIVE POWER
            582,925 shares

8.    SHARED DISPOSITIVE POWER
            None

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            582,925 shares

10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
      (SEE INSTRUCTIONS)

            Not Applicable

11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
            4.4%

12.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
            HC


<PAGE>


CUSIP NO. 032343303                   13G                     Page 3 of 12 Pages


1.    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Physicians Insurance Company of Ohio


2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
                                                                  (a) __X__

                                                                  (b) _____
3.    SEC USE ONLY



4.    CITIZENSHIP OR PLACE OF ORGANIZATION

            Ohio

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5.    SOLE VOTING POWER
            582,925 shares

6.    SHARED VOTING POWER
            None

7.    SOLE DISPOSITIVE POWER
            582,925 shares

8.    SHARED DISPOSITIVE POWER
            None

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            582,925 shares

10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
      (SEE INSTRUCTIONS)

            Not Applicable

11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
            4.4%

12.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
            IC


<PAGE>


CUSIP NO. 032343303                   13G                     Page 4 of 12 Pages


1.    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Sequoia Insurance Company


2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
                                                                  (a) __X__

                                                                  (b) _____
3.    SEC USE ONLY



4.    CITIZENSHIP OR PLACE OF ORGANIZATION

            California

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5.    SOLE VOTING POWER
            87,000 shares

6.    SHARED VOTING POWER
            None

7.    SOLE DISPOSITIVE POWER
            87,000 shares

8.    SHARED DISPOSITIVE POWER
            None

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            87,000 shares

10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
      (SEE INSTRUCTIONS)


11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
            0.06%

12.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
            IC


<PAGE>


CUSIP NO. 032343303                   13G                     Page 5 of 12 Pages


1.    NAME OF REPORTING PERSON
      S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

            Summit Global Management, Inc.


2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
                                                                  (a) __X__

                                                                  (b) _____
3.    SEC USE ONLY



4.    CITIZENSHIP OR PLACE OF ORGANIZATION

            Ohio

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

5.    SOLE VOTING POWER
            62,925 shares

6.    SHARED VOTING POWER
            None

7.    SOLE DISPOSITIVE POWER
            62,925 shares

8.    SHARED DISPOSITIVE POWER
            None

9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
            62,925 shares

10.   CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 
      (SEE INSTRUCTIONS)

            Not Applicable

11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
            0.05%

12.   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
            IA



<PAGE>


ITEM 1(A).    NAME OF ISSUER.

              AMVestors Financial Corporation

ITEM 1(B).    ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.

              415 Southwest 8th Avenue
              Topeka, Kansas 66603

ITEM 2(A).    NAME OF PERSON FILING.

      (i)     Physicians Insurance Company of Ohio ("Physicians")

      (ii)    Sequoia Insurance Company ("Sequoia") which is a wholly-owned 
              subsidiary of Physicians.

      Each of  Physicians  and  Sequoia  is an  insurance  company as defined in
      Section 3(a)(19) of the Securities Exchange Act of 1934 (the "Act").

      (iii)   PICO Holdings, Inc. ("Holdings") which is an insurance holding
              company and the direct parent of Physicians.

      (iv)    Summit Global Management, Inc. ("Summit") which is a wholly-owned
              subsidiary of Physicians. Summit is an investment adviser
              registered under Section 203 of the Investment Advisers Act
              of 1940.

ITEM 2(B).    ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE,
              RESIDENCE OF PERSON FILING.

      (i)     Physicians:
                 13515 Yarmouth Drive, N.W.
                 Pickerington, Ohio 43147

      (ii)    Sequoia:
                 4473 Willow Road
                 Suite 105
                 Pleasanton, CA 94588

      (iii)   Holdings and Summit:
                 875 Prospect Street
                 Suite 301
                 La Jolla, California 92037

ITEM 2(C).    CITIZENSHIP OF PERSON FILING.

      (i)     Physicians and Summit:  Ohio

      (ii)    Sequoia and Holdings:   California

ITEM 2(D).    TITLE OF CLASS OF SECURITIES.

              Common Stock, without par value


                                      -6-
<PAGE>

ITEM 2(E).    CUSIP NUMBER.

              032343303

ITEM 3.       IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR
              13D-2(B), CHECK WHETHER THE PERSON FILING IS A:

      (a)     [ ]   Broker or Dealer registered under Section 15 of the Act

      (b)     [ ]   Bank as defined in Section 3(a)(6) of the Act

      (c)     [X]   Insurance  Company as defined in Section  3(a)(19) of the
                    Act -- for each of  Physicians and Sequoia

      (d)     [ ]   Investment Company registered under Section 8 of the
                    Investment Company Act

      (e)     [X]   Investment Adviser  registered under Section 203 of the 
                    Investment Advisers Act of 1940 -- for Summit

      (f)     [ ]   Employee Benefit Plan,  Pension Fund which is subject to
                    the provisions of the Employee Retirement Income Security
                    Act of 1974 or Endowment Fund; see ss.240.13d-1(b)(l)(ii)(F)

      (g)     [X]   Parent Holding Company, in accordance with
                    ss.240.13d-1(b)(ii)(G) -- for Holdings

      (h)     [X]   Group, in accordance with  ss.240.13d-1(b)(1)(ii)(H) --
                    for Physicians, Sequoia, Holdings and Summit together

ITEM 4.       OWNERSHIP.

      (a)     Amount Beneficially Owned:

              Holdings:           582,925 shares (1)(2)
              Physicians:         582,925 shares (1)(2)
              Sequoia:             87,000 shares (1)
              Summit:              62,925 shares (2)

              ---------------

                    (1)  Includes 87,000 shares owned of record and beneficially
                         by Sequoia.

                    (2)  Includes  62,925  shares  owned by advisory  clients of
                         Summit.  Summit has sole voting and  dispositive  power
                         with respect to such shares.


                                      -7-
<PAGE>


      (b)     Percent of Class:

              Holdings:          4.4%  (1)
              Physicians:        4.4%  (1)
              Sequoia:           0.06% (1)
              Summit:            0.05% (1)

              ---------------

                    (1)  The  percent of class is based upon  13,119,196  shares
                         outstanding as of December 31, 1996.

      (c)     Number of shares as to which person filing has:

              (i)   Sole  power to vote or to direct  the vote and sole power to
                    dispose or to direct the disposition of:

                  Holdings:            582,925 shares (1)(2)
                  Physicians:          582,925 shares (1)(2)
                  Sequoia:              87,000 shares (1)
                  Summit:               62,925 shares (2)

              ---------------

                    (1)  Includes 87,000 shares owned of record and beneficially
                         by Sequoia.

                    (2)  Includes  62,925  shares  owned by advisory  clients of
                         Summit.  Summit has sole voting and  dispositive  power
                         with respect to such shares.

              (ii)  Shared power to vote or to direct the vote:

                    Holdings:             0 shares
                    Physicians:           0 shares
                    Sequoia:              0 shares
                    Summit:               0 shares

            (iii)   Shared power to dispose or to direct the disposition of:

                    Holdings:             0 shares
                    Physicians:           0 shares
                    Sequoia:              0 shares
                    Summit:               0 shares

ITEM 5.       OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

              If this statement is being filed to report the fact that as of the
              date hereof the reporting  person has ceased to be the  beneficial
              owner or more than five percent of the class of securities,  check
              the following: [X].


                                      -8-
<PAGE>


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 Items 2(a) and 3(g) above. Please also see Exhibit 1.

ITEM 8.       IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

              See Item 3(h) above. Please also see Exhibit 1.

ITEM 9.       NOTICE OF DISSOLUTION OF GROUP.

              Not Applicable.

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 purposes or effect.



                                      -9-
<PAGE>


                                    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.


Dated:  As of December 31, 1996        PHYSICIANS INSURANCE COMPANY OF OHIO


                                       By: /s/ James F. Mosier
                                           _____________________________________
                                               James F. Mosier, General Counsel
                                               and Secretary


Dated:  As of December 31, 1996        SEQUOIA INSURANCE COMPANY



                                       By: /s/ James F. Mosier
                                           _____________________________________
                                               James F. Mosier, Secretary


Dated:  As of December 31, 1996        PICO HOLDINGS, INC.


                                       By: /s/ James F. Mosier
                                           _____________________________________
                                               James F. Mosier, General
                                               Counsel and Secretary


Dated:  As of December 31, 1996        SUMMIT GLOBAL MANAGEMENT, INC.



                                       By: /s/ James F. Mosier
                                           _____________________________________
                                               James F. Mosier, Secretary



                                      -10-
<PAGE>


                                                                       EXHIBIT 1



                                MEMBERS OF GROUP


NAME OF CORPORATION                                   CLASSIFICATION
- -------------------                                   --------------


PICO Holdings, Inc.                                   Parent Holding company

Physicians Insurance Company of Ohio                  Insurance Company

Sequoia Insurance Company                             Insurance Company

Summit Global Management, Inc.                        Investment Adviser




For a copy of the Joint Filing Agreement, please see Exhibit 2.




                                      -11-
<PAGE>


                                                                       EXHIBIT 2


                             JOINT FILING AGREEMENT


     In accordance with Rule  13d-1(f)(1)  under the Securities  Exchange Act of
1934, the persons named below hereby agree to the joint filing on behalf of each
of them of a statement on Schedule 13G (including  any amendments  thereto) with
respect  to the  shares  of  Common  Stock of  AMVestors  Financial  Corporation
beneficially  owned by each of them and  further  agree that this  Joint  Filing
Agreement be included as an exhibit to such joint filings.

     IN WITNESS  WHEREOF,  the  undersigned  hereby  execute  this Joint  Filing
Agreement as of the 31st day of December, 1996.


                                        PICO HOLDINGS, INC.

                                        By: /s/ James F. Mosier
                                            ____________________________________
                                                James F. Mosier, General
                                                Counsel and Secretary


                                        PHYSICIANS INSURANCE COMPANY OF OHIO

                                        By: /s/ James F. Mosier
                                            ____________________________________
                                                James F. Mosier, General Counsel
                                                and Secretary


                                        SEQUOIA INSURANCE COMPANY

                                        By: /s/ James F. Mosier
                                            ____________________________________
                                                James F. Mosier, Secretary


                                        SUMMIT GLOBAL MANAGEMENT, INC.

                                        By: /s/ James F. Mosier
                                            ____________________________________
                                                James F. Mosier, Secretary



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