SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
Rule 13D-2(a)
(Amendment No. 2) *
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
5230 Las Virgenes Road, Calabasas, CA 91302
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 15, 1999
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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 that is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box .
Note: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Rule 13d-7(b) 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 Pa ge 2 of 5 Pages
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1 NAME OF REPORTING PERSONS
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 *
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
16,819 shares
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NUMBER OF 8 SHARED VOTING POWER
SHARES 593,175 shares
BENEFICIALLY
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OWNED BY 9 SOLE DISPOSITIVE POWER
EACH REPORTING 16,819 shares
PERSON WITH
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10 SHARED DISPOSITIVE POWER
593,175 shares
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
609,994 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)
14.1%
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14 TYPE OF REPORTING PERSON *
IN
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<PAGE>
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 5230 Las
Virgenes Road, Calabasas, California 91302.
Item 2. Identity and Background
This Schedule 13D is being filed by Guy A. Main ("Main") having
his business address at 5230 Las Virgenes Road, Calabasas, California 90302.
Main served as an Executive Vice President of Amwest until retirement in May
1999. Main currently serves as a Director 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
Since his last filing on Schedule 13D dated February 4, 1999
which reported beneficial ownership of 552,311 Shares, Amwest paid on April 15,
1999 a 10% stock dividend to stockholders of record as of March 31, 1999 of
which Main received an additional 55,025 Shares. Also, Main has received, in his
capacity as Executive Vice President of Amwest, options to purchase Shares,
pursuant to Amwest's Stock Option Plan and Amwest's 1998 Stock Incentive Plan.
Generally, these options expire in 10 years from the grant date and vest in
annual 25% increments beginning one year from the grant date. Since February 4,
1999, Amwest granted to Main on April 5, 1999 an option to purchase an
additional 3,000 Shares. In addition, 2,658 Shares held by Main have vested
since February 4, 1999. Pursuant to Rule 13d-3, the Shares underlying such
vested options are deemed beneficially owned by Main.
Item 4. Purpose of Transaction
Main has received options to purchase shares pursuant to Amwest's Stock
Option Plan and Amwest's 1998 Stock Incentive 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 609,994 Shares,
representing 14.1% of the outstanding shares as computed in accordance with SEC
Rule 13d-3(d)(1)(i). A total of 593,175 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, Main directly
holds 12,100 Shares and an additional 4,719 Shares beneficially owned by Main
represent shares which may be acquired by Main within 60 days of February 7,
2000, pursuant to the exercise of options under Amwest's Stock Option Plan and
Amwest's 1998 Stock Incentive Plan.
Page 3 of 5 Pages
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Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer
Main currently serves as a Director of Amwest. Pursuant to the
terms of his employment agreement expiring on March 14, 2000, Main continues to
be 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 a director of
Amwest. Pursuant to the terms of his directorship, 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
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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: February 7, 2000
/s/ GUY A. MAIN
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Guy A. Main
Page 5 of 5 Pages
