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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. 2)
Pain Suppression Labs, Inc.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
69562410
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(CUSIP Number)
Howard E. Steinberg, Senior Vice President and General Counsel
Reliance Financial Services Corporation
Park Avenue Plaza, New York, New York 10055 (212) 909-1100
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 31, 1996
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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 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: / /
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SCHEDULE 13D
CUSIP No. 69562410 Page 2 of 8 Pages
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Reliance Financial Services Corporation
IRS Employer's Identification No.: 51-0113548
2. Check the Appropriate Box if a Member of a Group (a) / /
(b) / /
3. SEC Use Only
4. Source of Funds
WC
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
2,000,000
Number of Shares
8. Shared Voting Power
Beneficially
Owned by Each
9. Sole Dispositive Power
Reporting Person
2,000,000
With
10. Shared Dispositive Power
11. Aggregate Amount Beneficially Owned by Each Reporting Person
2,000,000
12. Check Box if the Aggregate Amount in Row 11
Excludes Certain Shares / /
13. Percent of Class Represented by Amount in Row 11
7.8%*
14. Type of Reporting Person
HC
* Based on 25,684,620 shares of the Security outstanding as of January
31, 1990 (as indicated in the Quarterly Report on Form 10-Q of the
Issuer for the quarter ended January 31, 1990, which, to the best
knowledge of the Reporting Person, is the last filing made by the Issuer
with the Securities and Exchange Commission and the most current
information available).
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ITEM 1. Security and Issuer.
This statement relates to the Common Stock, no par value per share (the
"Security"), of Pain Suppression Labs, Inc. (the "Issuer"), whose principal
offices are located at 155 Route 46 West, Wayne Plaza II, Wayne, New Jersey
07470. In accordance with Section 101 of Regulation S-T, this statement restates
the Schedule 13D and all amendments thereto filed by Reliance Financial Services
Corporation ("Reliance Financial") in respect of the Security prior to the date
hereof.
ITEM 2. Identity and Background.
This statement is filed by Reliance Financial, a Delaware corporation. Reliance
Financial owns all of the common stock of Reliance Insurance Company ("RIC"), a
Pennsylvania corporation. RIC and its property and casualty insurance
subsidiaries and its title insurance subsidiaries are principally engaged in the
business of underwriting a broad range of standard commercial and specialty
commercial lines of property and casualty insurance, as well as title insurance.
All of the capital stock of Reliance Financial is owned by Reliance Group
Holdings, Inc., a Delaware corporation ("RGH").
Approximately 45% of the common voting stock of RGH is owned by Saul P.
Steinberg, members of his family and affiliated trusts. As a result of his stock
holdings in RGH, Saul P. Steinberg may be deemed to control RGH.
The principal executive offices of each of Reliance Financial and RGH are
located at Park Avenue Plaza, 55 East 52nd Street New York, New York 10055.
The names, address and principal occupations of the directors and executive
officers of Reliance Financial, all of whom are United States citizens, are as
follows:
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Position with Reliance Financial
Name and Business Address and Principal Occupation
- ------------------------- ---------------------------------
Saul P. Steinberg Chairman of the Board, Chief
Reliance Group Holdings, Inc. Executive Officer and Director,
Park Avenue Plaza Reliance Financial and RGH
New York, New York 10055
Robert M. Steinberg President, Chief Operating
Reliance Group Holdings, Inc. Officer and Director, Reliance
Park Avenue Plaza Financial and RGH; Chairman of
New York, New York 10055 the Board and Chief Executive
Officer, RIC
George E. Bello Executive Vice President,
Reliance Group Holdings, Inc. Controller and Director,
Park Avenue Plaza Reliance Financial and RGH
New York, New York 10055
Lowell C. Freiberg Senior Vice President, Chief
Reliance Group Holdings, Inc. Financial Officer and Director,
Park Avenue Plaza Reliance Financial and RGH
New York, New York 10055
Henry A. Lambert Senior Vice President--Real
Reliance Group Holdings, Inc. Estate Investments and
Park Avenue Plaza Operations, Reliance Financial
New York, New York 10055 and RGH; President and Chief
Executive Officer, Reliance
Development Group, Inc.
Dennis J. O'Leary Senior Vice President--Taxes,
Reliance Group Holdings, Inc. Reliance Financial and RGH
Park Avenue Plaza
New York, New York 10055
Philip S. Sherman Senior Vice President--Group
Reliance Group Holdings, Inc. Controller, Reliance Financial
Park Avenue Plaza and RGH
New York, New York 10055
Bruce L. Sokoloff Senior Vice President--
Reliance Group Holdings, Inc. Administration, Reliance
Park Avenue Plaza Financial and RGH
New York, New York 10055
Howard E. Steinberg, Esq. Senior Vice President, General
Reliance Group Holdings, Inc. Counsel and Corporate
Park Avenue Plaza Secretary, Reliance Financial
New York 10055 and RGH
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Position with Reliance Financial
Name and Business Address and Principal Occupation
- ------------------------- ---------------------------------
James E. Yacobucci Senior Vice President--
Reliance Insurance Company Investments and Director,
Park Avenue Plaza Reliance Financial, RGH and RIC
New York, New York 10055
George R. Baker Director, Reliance Financial
WMS Industries and RGH; Corporate
3401 North California Avenue Director/Advisor various
Chicago, Illinois 60618 business enterprises
Dennis A. Busti
Reliance National Director, Reliance Financial
Risk Specialists, Inc. and RGH; President and Chief
77 Water Street Executive Officer, Reliance
New York, New York 10005 National Risk Specialists, Inc.
Dr. Thomas P. Gerrity
The Wharton School
University of Pennsylvania Director, Reliance Financial
Steinberg Hall- Dietrich Hall and RGH; Dean, the Wharton
3620 Locust Walk School of the University of
Philadelphia, PA 19104 Pennsylvania
Jewell J. McCabe Director, Reliance Financial
Jewell Jackson McCabe and RGH; President, Jewell
Associates Jackson McCabe Associates,
50 Rockefeller Plaza consultants specializing in
Suite 46 strategic planning and
New York, New York 10020 communications
Irving Schneider Director, Reliance Financial
Helmsley-Spear, Inc. and RGH; Executive Vice
60 East 42nd Street President, Helmsley-Spear, Inc.,
New York, New York 10165 a real estate management
corporation
Bernard L. Schwartz Director, Reliance Financial
Loral Corporation and RGH; Chairman of the Board,
600 Third Avenue Chief Executive Officer, Loral
New York, New York 10016 Corporation, a defense
electronics and communications
corporation; Chairman of the
Board, Chief Executive officer,
K & F Industries, Inc., a
manufacturer of aircraft wheels
and brakes; Chairman,
Space Systems/Loral, Inc.
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Position with Reliance Financial
Name and Business Address and Principal Occupation
- ------------------------- ---------------------------------
Richard E. Snyder Director, Reliance Financial
237 Park Avenue Suite 2112 and RHG; President, Western
New York, New York 10017 Publishing Group, Inc.
Thomas J. Stanton, Jr. Director, Reliance Financial
240 South Mountain Avenue and RGH; Chairman Emeritus of
Montclair, New Jersey 07042 National Westminster Bank NJ
Neither Reliance Financial nor, to the best of its knowledge, any other person
named in this Item 2 has, during the last five years, been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) nor,
except as set forth below, been party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, Federal or
state securities laws or finding any violation with respect to such laws.
On February 17, 1994, in settlement of an administrative proceeding concerning
the accounting treatment for certain transactions in 1986 in the fixed income
portfolio of RIC, without admitting or denying the allegations against it, RGH
agreed to entry of an order by the Securities and Exchange Commission that RGH
cease and desist from committing or causing any violation of, and from
committing or causing any future violation of, Section 13(a) of the Securities
Exchange Act of 1934, as amended, and Rules 13a-1 and 13a-3 thereunder.
ITEM 3. Source and Amount of Funds or Other Consideration.
Not Applicable
ITEM 4. Purpose of Transaction.
The Securities are held for investment as part of the general investment
portfolio of RIC. Subject to availability and price and subject to applicable
laws and regulations, RIC may increase its holdings of Securities or dispose of
all or a portion of such Securities on terms and at prices determined by it.
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ITEM 5. Interest in Securities of the Issuer.
On December 31, 1996, a warrant beneficially owned by Reliance Financial to
purchase 2,000,000 shares of the Security expired. As a result, the number of
shares of the Security beneficially owned by Reliance Financial has decreased
from 4,000,000 shares to 2,000,000 shares, which, to the best knowledge of
Reliance Financial, comprise 7.8% of the Securities outstanding.
ITEM 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
None.
ITEM 7. Material to Be Filed as Exhibits.
None.
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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: January 8, 1997
RELIANCE FINANCIAL SERVICES
CORPORATION
By: /s/ James E. Yacobucci
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Name: James E. Yacobucci
Title: Senior Vice President-
Investments