VANGUARD SPECIALIZED PORTFOLIOS INC
SC 13G/A, 1998-03-03
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  Schedule 13G

                   Under the Securities Exchange Act of 1934
                           (Amendment No.: 2      )*



Name of issuer:                        United Wisconsin


Title of Class of Securities:          Common Stock


CUSIP Number:                          913236105


            Check the following [space] if a fee is being paid with this
            statement: N/A . (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.

            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).


(Continued on the following page(s))



                               Page 1 of 4 Pages
<PAGE>   2
                                     13G

CUSIP No.:  913236105                                         Page 2 of 4 Pages


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

            Vanguard Specialized Portfolios - Health Care Portfolio

2.          CHECK THE APPROPRIATE [LINE] IF A MEMBER OF A GROUP

            A.                        B.      X
                                        ------------

3.          SEC USE ONLY




4.          CITIZENSHIP OF PLACE OF ORGANIZATION

                        Maryland

(For questions 5-8, report the number of shares beneficially owned by each
reporting person with:)

5.          SOLE VOTING POWER

                                       678,000

6.          SHARED VOTING POWER

                                       -0-

7.          SOLE DISPOSITIVE POWER

                                       -0-

8.          SHARED DISPOSITIVE POWER

                                       678,000

9.          AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

                                       678,000 

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

                                       N/A

11.         PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

                                       4.11


12.         TYPE OF REPORTING PERSON

                                       IV


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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                  SCHEDULE 13G
                        Under the Securities Act of 1934

                                   ----------



Check the following [line] if a fee is being paid with this statement N/A

Item 1(a) - Name of Issuer:

                                       United Wisconsin


Item 1(b) - Address of Issuer's Principal Executive Offices:

                   401 W. Michigan Street, Milwaukee, WI  53203

Item 2(a) - Name of Person Filing:


                                       Vanguard Specialized Portfolios - Health
                                       Care Portfolio

Item 2(b) - Title of Class of Securities:


                                       Common Stock

Item 2(e) - CUSIP Number

                                       913236105


Item 3 - Type of Filing:


         This statement is being filed pursuant to Rule 13d-1.  The person
filing is an investment company registered under Section 8 of the Investment
Company Act.


Item 4 - Ownership:


         (a) Amount Beneficially Owned:

                                       678,000


         (b) Percent of Class:


                                       4.11


                              Page 3 of 4 Pages
<PAGE>   4
         (c)  Number of shares as to which such person has:
         
              (i)  sole power to vote or direct to vote:             678,000
         
              (ii)  shared power to vote or direct to vote:          -0-
         
              (iii) sole power to dispose of or to direct the disposition of:
                                 -0-
         
              (iv)  shared power to dispose or to direct the disposition of:
                                 678,000
         
Item 5 - Ownership of Five Percent or Less of a Class:

         The reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities (X).

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:

         Not applicable

Item 8 - Identification and Classification of Members of Group:

         Not applicable

Item 9 - Notice of Dissolution of Group:

         Not applicable

Item 10 - Certification:

         By signing below I certify than, 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      3-3-98                           By /s/  Raymond J. Klapinsky
    -----------------                         --------------------------------
                                              Raymond J. Klapinsky
                                   

                               Page 4 of 4 Pages




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