SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Information Statement Pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
Sierra Health Services, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
826322-10-9
(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
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 13G
CUSIP No. 826322-10-9
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Anthony M. Marlon, M.D.
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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
United States of America
5 SOLE VOTING POWER
NUMBER OF 2,431,813 shares of Common Stock at 12/31/96
SHARES 1,746,714 shares of Common Stock at 1/31/97
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY -0- at 12/31/96 and at 1/31/97
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 2,431,813 shares of Common Stock at 12/31/96
WITH 1,746,714 shares of Common Stock at 1/31/97
8 SHARED DISPOSITIVE POWER
-0- at 12/31/96 and at 1/31/97
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,431,813
shares of Common Stock at 12/31/96 1,746,714 shares of Common Stock at
1/31/97
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* |X| See Item 4 of attached Schedule
13G
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 13.6% of outstanding
class at 12/31/96 9.8% of outstanding class at 1/31/97
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12 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1. (a) Name of Issuer:
Sierra Health Services, Inc.
(b) Address of Issuer's Principal Executive Offices:
2724 North Tenaya Way
Las Vegas, Nevada 89128
Item 2. (a) Name of Person Filing:
Anthony M. Marlon, M.D.
("Dr. Marlon")
(b) Address of Principal Business Office or, if none,
Residence:
2724 North Tenaya Way
Las Vegas, Nevada 89128
(c) Citizenship:
United States of America
(d) Title of Class of Securities:
Common Stock, $.005 par value
(e) CUSIP Number:
826322-10-9
Item 3. This statement is filed pursuant to Rule 13d-1(c). Items
3(a) through 3(h) are, therefore, inapplicable.
Item 4. Ownership
(a) Amount Beneficially Owned:
Dr. Marlon beneficially owned 2,431,813 shares of
Common Stock at December 31, 1996. That number of
shares beneficially owned includes 2,380,813 shares
held indirectly through a total of ten trusts
established by Dr. Marlon and his wife, and 1,000
shares held indirectly through a limited partnership
(the "Partnership"). Dr. Marlon may be deemed to have
or share voting power and/or dispositive power over
the shares held by the trusts and, therefore, to have
beneficial ownership with respect to such shares. Dr.
Marlon, as managing general partner of the
Partnership, has sole voting and dispositive power
over the shares held by the Partnership. Dr. Marlon
disclaims beneficial ownership as to the shares held
by the trusts, other than the 860,099 shares held by
the Marlon Family Trust (a revocable trust of which
he is a trustee). That number of shares beneficially
owned also includes 50,000 shares that can be
acquired within 60 days of December 31, 1996, upon
exercise of options. Dr. Marlon's beneficial
ownership does not include 97,577 shares held in two
trusts for the benefit of family members, the trustee
of which is Erin E.
MacDonald.
<PAGE>
Dr. Marlon beneficially owned 1,746,714 shares of
Common Stock at January 31, 1997. That number of
shares beneficially owned includes 1,745,714 shares
held indirectly through a total of ten trusts
established by Dr. Marlon and his wife, and 1,000
shares held indirectly through the Partnership. Dr.
Marlon may be deemed to have or share voting power
and/or dispositive power over the shares held by the
trusts and, therefore, to have beneficial ownership
with respect to such shares. Dr. Marlon, as managing
general partner of the Partnership, has sole voting
and dispositive power over the shares held by the
Partnership. Dr. Marlon disclaims beneficial
ownership as to the shares held by the trusts, other
than the 350,000 shares held by the Marlon Family
Trust (a revocable trust of which he is a trustee).
Dr. Marlon's beneficial ownership does not include
97,577 shares held in two trusts for the benefit of
family members, the trustee of which is Ms.
MacDonald, and does not include 635,099 shares held
by the AMM and RM Family Limited Partnership
("ARFLP"), the general partner of which is a trust
for the benefit of a family member; the trustees of
that trust are Ms. MacDonald, William Godfrey, and
Jeannine M. Zeller (daughter of Dr. Marlon). Dr.
Marlon's beneficial ownership also does not include
170,000 shares subject to stock options which are not
currently exercisable and will not become exercisable
within 60 days after January 31, 1997.
(b) Percent of Class:
13.6% of the class of Common Stock outstanding at
December 31, 1996 9.8% of the class of Common Stock
outstanding at January 31, 1997
(c) Number of shares as to which Dr. Marlon has:
(i) sole power to vote or to direct the vote:
2,431,813 shares of Common Stock at December 31,
1996;
1,746,714 shares of Common Stock at January 31,
1997
(See Item 4(a) above.)
(ii)shared power to vote or to direct the vote:
0 shares of Common Stock at December 31, 1996,
and at January 31, 1997
(iii) sole power to dispose or to direct the
disposition of:
2,431,813 shares of Common Stock at December 31,
1996;
1,746,714 shares of Common Stock at January 31,
1997
(See Item 4(a) above.)
(iv) shared power to dispose or to direct the
disposition of:
0 shares of Common Stock at December 31, 1996,
and at January 31, 1997
Item 5. Ownership of Five Percent or Less of a 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
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Not applicable.
Item 8. Identification and Classification of Members of the Group
Not applicable.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification.
Not applicable. This statement is filed pursuant to Rule
13d-1(c).
The filing of this Amendment to Schedule 13G and amendments hereto, and
the statements herein and therein, shall not be construed as an admission that
any filing person or any other person named herein is, for purposes of Section
13(d), 13(g), 16(a), or 16(b) under the Exchange Act, or for any other purpose,
the beneficial owner of any of the securities described herein or therein,
except to the extent that a natural person is reported as having voting and
dispositive power, and thus beneficial ownership for purposes of Sections 13(d)
and 13(g), over securities owned directly by such person.
SIGNATURES
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.
FEBRUARY 12, 1997
Date
ANTHONY M. MARLON
ANTHONY M. MARLON, M.D.
Name / Title
