SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. ) *
Amwest Insurance Group, Inc.
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(Name of issuer)
Common Stock, $.01 Par Value
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(Title of class of securities)
032345100
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(CUSIP number)
Mr. Phillip E. Huff, Vice President and Treasurer
6320 Canoga Avenue, Suite 300, Woodland Hills, CA 91367
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(Name, address and telephone number of person authorized to
receive notices and communications)
March 14, 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 the 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 X .
(A fee is not required only if the reporting 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.)
Note: Six copies of this statement, including all exhibits, should be
filed with the Commission. See Rule 13d-1(a) for other parties to whom copies
are to be sent.
(Continued on following pages)
Page 1 of 5 Pages
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* 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 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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CUSIP No. 032345100 13D Page 2 of 5 Pages
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1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Guy A. Main
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * (a)
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(b) X
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3 SEC USE ONLY
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4 SOURCE OF FUNDS *
PF, OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
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REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7 SOLE VOTING POWER
3,925 shares
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NUMBER OF 8 SHARED VOTING POWER
SHARES 493,566 shares
BENEFICIALLY
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OWNED BY 9 SOLE DISPOSITIVE POWER
EACH REPORTING 3,925 shares
PERSON WITH
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10 SHARED DISPOSITIVE POWER
493,566 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
497,491 shares
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES *
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14.9%
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14 TYPE OF REPORTING PERSON *
IN
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Item 1. Security and Issuer
This Schedule 13D relates to the shares of Common Stock, $.01 par
value (the "Shares"), of Amwest Insurance Group, Inc., a Delaware corporation
("Amwest"). The principal executive offices of Amwest are located at 6320 Canoga
Avenue, Suite 300, Woodland Hills, California 91367.
Item 2. Identity and Background
This Schedule 13D is being filed by Guy A. Main ("Main") having
his business address at 2361 Rosecrans Avenue, El Segundo, California 90245.
Main is employed as the Executive Vice President of Amwest and is a citizen of
the United States of America.
During the last five years, Main has not been convicted in a
criminal proceeding and has not been a 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.
Item 3. Source and Amount of Funds or Other Consideration
Main acquired a total of 489,305 Shares upon the consummation of
a merger between Amwest and Condor Services, Inc. ("Condor") on March 14, 1996
whereby each share of Condor common stock was exchanged for 0.5 shares of Amwest
common stock. Prior to the completion of the merger, Main beneficially owned 900
Shares. On October 5, 1996, Main acquired an additional 61 Shares pursuant to a
private purchase from a former Condor employee. On January 3, 1997, Main
acquired an additional 3,300 Shares pursuant to the exercise of stock options.
All 493,566 Shares detailed above are held by the Main Family Trust of which
Main and his wife serve as Co-Trustees thus sharing voting and dispositive
power.
In addition to the 493,566 Shares detailed above, Main in his
capacity of Executive Vice President has vested stock options totaling 3,925
Shares which are deemed beneficially owned by Main pursuant to Rule 13d-3.
Item 4. Purpose of Transaction
Main acquired 489,305 Shares pursuant to the consummation of the
merger coupled with the 900 Shares previously owned, 61 Shares pursuant to a
private purchase from a former Condor employee, 3,300 Shares pursuant to the
exercise of stock options. None of the reasons enumerated in Item 4 of Schedule
13D are applicable to the acquisition of these shares. Main has received options
to purchase shares pursuant to Amwest's Stock Option Plan. Main's beneficial
ownership will continue to increase in the future as additional options that are
not vested within 60 days after the date hereof become vested, and if Main is
granted additional options to purchase shares.
Item 5. Interest in Securities of the Issuer
Main beneficially owns an aggregate of 497,491 Shares,
representing 14.9% of the outstanding shares as computed in accordance with SEC
Rule 13d-3(d)(1)(i). A total of 493,566 Shares are held by the Main Family Trust
of which Main and his wife serve as Co-Trustees. In his capacity as Co-Trustee,
Main has shared power to vote or to direct the vote of, and shared power to
dispose or to direct the disposition of, such Shares. In addition, 3,925 Shares
beneficially owned by Main represent shares which may be acquired by Main within
60 days of February 10, 1997, pursuant to the exercise of options under Amwest's
Stock Option Plan.
Page 3 of 5 Pages
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer
Main serves as Executive Vice President of Amwest. Main is a
party to a Senior Executive Severance Agreement with Amwest, pursuant to which
Main is entitled to certain compensation in the event his employment with Amwest
is terminated under certain conditions. Main is also a party to an indemnity
agreement with Amwest regarding Main's actions as an officer and director of
Amwest. Pursuant to the terms of his employment, Main from time to time may
receive options to purchase Shares.
Item 7. Material to be filed as Exhibits
None
Page 4 of 5 Pages
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: February 10, 1997
/s/ GUY A. MAIN
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Guy A. Main
Page 5 of 5 Pages
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