SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
Amendment No. 5*
RLI CORP.
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(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
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(Title of Class of Securities)
749607107
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(CUSIP Number)
August 23, 2000
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
*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).
(Continued on following pages)
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Oak Value Capital Management, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 0 shares
OWNED BY
EACH 6 SHARED VOTING POWER
REPORTING
PERSON 867,120 shares
WITH
7 SOLE DISPOSITIVE POWER
0 shares
8 SHARED DISPOSITIVE POWER
955,184 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,184 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* []
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10%
12 TYPE OF REPORTING PERSON
IA, CO
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
George W. Brumley, III
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 0 shares
OWNED BY
EACH 6 SHARED VOTING POWER
REPORTING
PERSON 0 867,120 shares
WITH
7 SOLE DISPOSITIVE POWER
0 shares
8 SHARED DISPOSITIVE POWER
955,184 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,184 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* []
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10%
12 TYPE OF REPORTING PERSON
IN
--------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David R. Carr, Jr.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
Not Applicable
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 5 SOLE VOTING POWER
SHARES
BENEFICIALLY 0 shares
OWNED BY
EACH 6 SHARED VOTING POWER
REPORTING
PERSON 867,120 shares
WITH
7 SOLE DISPOSITIVE POWER
0 shares
8 SHARED DISPOSITIVE POWER
955,184 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
955,184 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES* []
Not Applicable
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
10%
12 TYPE OF REPORTING PERSON
IN
--------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Item 1.
(a) Name of Issuer: RLI, Corp.
(b) Address of Issuer's Principal Executive Offices:
9025 North Lindbergh Drive
Peoria, Illinois 61615
Item 2.
(a) Name of Person Filing:
Oak Value Capital Management, Inc.
George W. Brumley, III
David R. Carr, Jr.
(b) Address of Principal Business Office or, if none, Residence:
The address of the principal business office for each
reporting person listed above is 3100 Tower Boulevard, Suite
700, Durham, North Carolina 27707
(c) Citizenship:
(1) Oak Value Capital Management, Inc. is a North Carolina
Corporation
(2) United States
(3) United States
(d) Title of Class of Securities:
Common Stock, Par Value $1.00 Per Share
(e) CUSIP Number: 749607107
Item 3.
If this statement is filed pursuant to Rule 13d-1(b), or 13d-
2(b),
check whether the person filing is a:
(a) |_| Broker or dealer registered under section 15 of the Act
(15 U.S.C. 78o).
(b) |_| Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) |_| Insurance company as defined in section 3(a)(19) of the Act
(15 U.S.C. 80a-8).
(d) |_| Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8)
(e) |X| An investment adviser in accordance with
ss.240.13d-1(b)(1)(ii)(E);
(f) |_| An employee benefit plan or endowment fund in accordance with
ss.240.13d-(b(1)(ii)(F);
(g) |_| A parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G);
(h) |_| A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance (12 U.S.C 1813);
(i) |_| A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) |_| Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).
The persons filing this Schedule 13G are Oak Value Capital Management,
Inc. ("OVCM"), an investment adviser registered with the SEC, George W.
Brumley, III, Chairman, Chief Executive Officer, Treasurer, Director,
Portfolio Manager and principal shareholder of OVCM, and David R. Carr,
Jr., President, Chief Information Officer, Director, Portfolio Manager
and principal shareholder of OVCM. Mr. Brumley and Mr. Carr join in this
filing pursuant to SEC staff positions authorizing certain individuals in
similar situations to join in a filing with a controlled entity eligible
to file on Schedule 13G.
Item 4. Ownership.
(a) Amount Beneficially Owned: 955,184 shares may be beneficially
owned within the meaning of Rule 13d-3 of the Securities Exchange Act
of 1934 ("Exchange Act") by (1) OVCM by virtue of its investment
discretion and in some cases voting power over client securities,
which may be revoked; (2) George W. Brumley, III, as a result of his
position with and stock ownership of OVCM, which could be deemed to
confer upon him indirectly investment and/or voting power over the
shares OVCM beneficially owns on behalf of its clients; and (3) David
R. Carr, Jr., as a result of his position with and stock ownership of
OVCM, which could be deemed to confer upon him indirectly investment
and/or voting power over the shares OVCM beneficially owns on behalf
of its clients. Pursuant to Rule 13d-4, each of OVCM, Mr. Brumley and
Mr. Carr expressly disclaims beneficial ownership of any shares of
common stock owned by OVCM on behalf of its clients.
(b) Percent of Class: 10%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
0 shares
(ii) shared power to vote or to direct the vote:
867,120 shares
(iii) sole power to dispose or to direct the disposition of:
0 shares
(iv) shared power to dispose or to direct the disposition of:
955,184 shares
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following |_|.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the
power to direct the receipt of dividends from, or the proceeds from
the sale of, such securities, a statement to that effect should be
included in response to this item and, if such interest relates to
more than five percent of the class, such person should be
identified. A listing of the shareholders of an investment company
registered under the Investment Company Act of 1940 or the
beneficiaries of an employee benefit plan, pension fund or
endowment fund is not required.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company.
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit
stating the identity and the Item 3 classification of the relevant
subsidiary. If a parent holding company has filed this schedule
pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating
the identification of the relevant subsidiary.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Oak Value Capital Management, Inc., Mr. Brumley and Mr. Carr expressly
disclaim membership in a "group" as defined in Rule 13d-5(b)(1).
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
By signing below the undersigned certify that, to the best of their
knowledge and belief, the securities referred to above were acquired
and are held in the ordinary course of business and were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not
acquired and are not held in connection with or as a participant in
any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of our knowledge and belief,
we certify that the information set forth in this statement is true,
complete and correct. We also hereby agree to file this statement
jointly pursuant to the agreement set forth as Exhibit 1 hereto.
Date: August 23, 2000
Oak Value Capital Management, Inc.
/s/ Margaret C. Landis
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Margaret C. Landis, Vice President, Director of Compliance
/s/ George W. Brumley, III
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George W. Brumley, III
/s/ David R. Carr, Jr.
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David R. Carr, Jr.
Exhibit 1
AGREEMENT
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934,
the undersigned hereby agree that only one statement containing the information
required by Schedule 13G need be filed with respect to the ownership by each of
the undersigned of shares of Common Stock of RLI Corp.
This Agreement may be executed in any number of counterparts, each of
which shall be deemed an original.
EXECUTED this ____ day of August, 2000.
Oak Value Capital Management, Inc.
By: _____________________________
Margaret C. Landis
Vice President and Director of Compliance
______________________________
George W. Brumley, III
______________________________
David R. Carr, Jr.
CUSIP No. 749607107 13G Page 7 of 9