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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. _________)*
STONE CONTAINER CORPORATION
- --------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK, PAR VALUE $.01 PER SHARE
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(Title of Class of Securities)
861589109
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(CUSIP Number)
Check the following box if a fee is being paid with this statement [X]. (A fee
is not required only if the filing 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 amendent subsequent thereto
reporting beneficial ownership of five percent or less of such class.) (See Rule
13d-7).
*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 the
disclosures provided in a prior cover page.
The information required in 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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CUSIP No. 861589109 13G Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RELIANCE FINANCIAL SERVICES CORPORATION
I.R.S. EMPLOYER IDENTIFICATION NO.: 51-0113548
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
DELAWARE
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5 SOLE VOTING POWER
4,761,904 (SEE NOTE 1 ON PAGE 5)
6 SHARED VOTING POWER
7 SOLE DISPOSITIVE POWER
4,761,904 (SEE NOTE 1 ON PAGE 5)
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,761,904 (SEE NOTE 1 ON PAGE 5)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3% (SEE NOTE 1 ON PAGE 5)
12 TYPE OF REPORTING PERSON*
HC
*SEE INSTRUCTION BEFORE FILLING OUT!
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Item 1(a) Name of Issuer:
Stone Container Corporation
......................................................................
Item 1(b) Address of Issuer's Principal Executive Offices:
150 North Michigan Avenue, Chicago, Illinois 60601
......................................................................
Item 2(a) Name of Persons Filing:
Reliance Financial Services Corporation
......................................................................
Item 2(b) Address of Principal Business Office or, if none, Residence:
Park Avenue Plaza, 55 East 52nd Street, New York, New York 10055
......................................................................
Item 2(c) Citizenship:
Delaware
......................................................................
Item 2(d) Title of Class of Securities:
Common Stock, par value $.01
......................................................................
Item 2(e) CUSIP Number:
861589109
......................................................................
Item 3(g) [X] Parent Holding Company, in accordance with
Section 240.13d-1(b)(ii)(G)
Item 4. Ownership.
(a) Amount Beneficially Owned As of December 31, 1993
4,761,904 (See Note 1 on page 5)
......................................................................
3
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(b) Percent of Class:
6.3% (See Note 1 on page 5)
......................................................................
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
4,761,904 (See Note 1 on page 5)
......................................................................
(ii) shared power to vote or to direct the vote
-0-
......................................................................
(iii) sole power to dispose or to direct the disposition of
4,761,904 (See Note 1 on page 5)
......................................................................
(iv) shared power to dispose or to direct the disposition of
-0-
......................................................................
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.
See Note 1 on page 5
......................................................................
Item 8. Identification and Classification of Members of the Group.
Not Applicable
......................................................................
4
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Item 9. Notice of Dissolution of Group.
Not Applicable
......................................................................
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary
course of business and were not acquired for the purpose of and do not
have the effect of changing or influencing the control of the issuer
of such securities and were not acquired in connection with or as a
participant in any transaction having such purposes or effect.
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 7, 1994 as of December 31, 1993
......................................................................
Date
RELIANCE FINANCIAL SERVICES CORPORATION
/s/ James E. Yacobucci
By:........................................
Signature
James E. Yacobucci
Senior Vice President-Investments
Note 1. All 4,761,904 shares are based upon the assumed conversion of 8 7/8%
Convertible Senior Subordinated Notes due 2000 of Stone
Container Corporation (the "Notes"). It includes 4,588,744 shares
based upon the assumed conversion of Notes owned by Reliance
Insurance Company. It also includes 173,160 shares based upon the
assumed conversion of Notes owned by the pension plans (the "Pension
Plans") for employees of Commonwealth Land Title Insurance Company,
Reliance Insurance Company and Reliance Group Holdings, Inc.
Commonwealth Land Title Insurance Company and Reliance Insurance
Company are subsidiaries of Reliance Financial Services Corporation
and Reliance Group Holdings, Inc. is the parent company
5
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of Reliance Financial Services Corporation. Reliance Financial Services
Corporation disclaims beneficial ownership of the 173,160 shares based upon the
assumed conversion of Notes owned by the Pension Plans. The percentage of the
class owned is calculated assuming, in accordance with Rule 13d-3, that
Reliance Insurance Company and the Pension Plans are the only holders of Notes
that convert their Notes.
