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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. 5)*
GREAT LAKES REIT
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(Name of Issuer)
COMMON SHARES OF BENEFICIAL INTEREST, PAR VALUE $0.01 PER SHARE
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(Title of Class of Securities)
390752 10 3
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(CUSIP Number)
RANDOLPH A. MOORE III, ESQ.
ALSTON & BIRD LLP
1201 WEST PEACHTREE STREET
ATLANTA, GEORGIA 30309
(404) 881-7794
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
December 31, 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), 13(d)-1(f) or 13d-1(g), check the following
box [ ].
Check the following box if a fee is being paid with the statement [ ]. (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: 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.
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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 ("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 13D
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CUSIP NO. 390752 10 3 PAGE 2 OF 4 PAGES
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1 NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
Fortis Benefits Insurance Company
81-0170040
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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 SOURCE OF FUNDS*
N/A
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
Minnesota
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7 SOLE VOTING POWER
1,020,000
NUMBER OF -----------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY -----------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 1,020,000
PERSON -----------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,020,000
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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)
6.25%
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14 TYPE OF REPORTING PERSON*
CO, IC
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ITEM 1. SECURITY AND ISSUER
This Amendment No. 5 amends items on Schedule 13D, dated August 30, 1996,
and as amended by Amendment Nos. 1-4 thereto, previously filed by Fortis
Benefits Insurance Company ("FBIC") relating to the common shares of beneficial
interest, $0.01 par value per share (the "Common Shares"), of Great Lakes REIT,
a Maryland real estate invest trust (the "Company").
The Company's principal executive offices are located at 823 Commerce
Drive, Suite 300, Oak Brook, Illinois 60523.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
FBIC is the beneficial owner of 1,020,000 Company Common
Shares and no shares of any other capital stock of the Company.
FBIC's beneficial ownership includes 1,000,000 Common Shares and
20,000 options for Company Common Shares. FBIC has from time to time
received the following Company options as a result of the agreement set forth in
Item 6 below: (i) On February 25, 1997, FBIC received 5,000 options with a
strike price of $13.00, (ii) on December 31, 1997 FBIC received 5,000 options
with a strike price of $19.45, (iii) on December 31, 1998, FBIC received 5,000
options with a strike price of $15.775; and (iv) most recently, on December 31,
1999, FBIC received an additional 5,000 options with a strike price of $14.425,
and such options are immediately exercisable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
As an independent trustee of the Company, James J. Brinkerhoff
("Brinkerhoff") is entitled to receive options to purchase Company Common
Shares under the Company's Option Plan for independent trustees. However,
Brinkerhoff has entered into an agreement to which he has agreed to assign any
and all such options to FBIC, an affiliate of his employer, at whose request he
serves as a trustee of the Company. Brinkerhoff does not hold any class of
shares of the Company, and he disclaims beneficial ownership of the shares held
by FBIC, including without limitation, the above-described options.
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SIGNATURE
After reasonable inquiry and to the best knowledge and belief of the
undersigned, the information set forth in this statement is true, complete and
correct.
Dated: February 8, 2000
FORTIS BENEFITS INSURANCE
COMPANY
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By: /s/ James J. Brinkerhoff
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Name: James J. Brinkerhoff
Title: Senior Vice President
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