UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)
Coastal Physician Group, Inc.
(formerly known as Coastal Healthcare Group, Inc.)
--------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01 per share
--------------------------------------------------
(Title of Class of Securities)
19049510
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(CUSIP Number)
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, as amended (the "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).
CUSIP NO. 19049510 13G
1 NAME OF REPORTING PERSON
Steven M. Scott, M.D.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (X)
(b) ( )
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
6,837,117 Common Shares
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 535,766 Common Shares
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 6,837,117 Common Shares
8 SHARED DISPOSITIVE POWER
535,766 Common Shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
7,372,883 Common Shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ( )
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
30.6%
12 TYPE OF REPORTING PERSON*
IN
1 NAME OF REPORTING PERSON
Scott Medical Partners, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (X)
(b) ( )
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Tennessee
5 SOLE VOTING POWER
5,554,120 Common Shares
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 Common Shares
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 5,554,120 Common Shares
8 SHARED DISPOSITIVE POWER
0 Common Shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
5,554,120 Common Shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ( )
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.1%
12 TYPE OF REPORTING PERSON*
PN
1 NAME OF REPORTING PERSON
The Signal Fund, L.P.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (X)
(b) ( )
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Tennessee
5 SOLE VOTING POWER
815,000 Common Shares
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 Common Shares
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 815,000 Common Shares
8 SHARED DISPOSITIVE POWER
0 Common Shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
815,000 Common Shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ( )
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.4%
12 TYPE OF REPORTING PERSON*
PN
1 NAME OF REPORTING PERSON
The Steven M. Scott Family Limited Partnership
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (X)
(b) ( )
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Tennessee
5 SOLE VOTING POWER
535,766 Common Shares
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 Common Shares
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 535,766 Common Shares
8 SHARED DISPOSITIVE POWER
0 Common Shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
535,766 Common Shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ( )
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.2%
12 TYPE OF REPORTING PERSON*
PN
1 NAME OF REPORTING PERSON
Century American Insurance Company
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (X)
(b) ( )
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Tennessee
5 SOLE VOTING POWER
303,334 Common Shares
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 Common Shares
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 303,334 Common Shares
8 SHARED DISPOSITIVE POWER
0 Common Shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
303,334 Common Shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ( )
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.3%
12 TYPE OF REPORTING PERSON*
CO
1 NAME OF REPORTING PERSON
The Scott Family Foundation, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) (X)
(b) ( )
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
5 SOLE VOTING POWER
74,110 Common Shares
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0 Common Shares
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 74,110 Common Shares
8 SHARED DISPOSITIVE POWER
0 Common Shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
74,110 Common Shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* ( )
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.3%
12 TYPE OF REPORTING PERSON*
CO
This Amendment No. 1 to the original Schedule 13G filed on
January 10, 1992 relates to shares of Common Stock of Coastal
Physician Group, Inc. (formerly known as Coastal Healthcare Group
Inc.), a Delaware corporation (the "Issuer"), beneficially owned
by Steven M. Scott, M.D. and certain entities related to Dr.
Scott. The aggregate number of shares of the Issuer's Common
Stock to which this Amendment No. 1 relates is 7,372,883 shares,
constituting approximately 30.6% of the Issuer's outstanding
shares.
ITEM 1.
(a) Coastal Physician Group, Inc.
(b) 2828 Croasdaille Drive, Durham, North Carolina 27705.
ITEM 2.
1. (a) Steven M. Scott, M.D.
(b) 3711 Stoneybrook Drive, Durham, North Carolina 27705.
(c) Citizenship: United States.
(d) Common Stock.
(e) 19049510
2. (a) Scott Medical Partners, L.P.
(b) C/o Stoneybrook Investment Co., P.O. Box 61179, Durham,
North Carolina 27715.
(c) Organized: Tennessee.
(d) Common Stock.
(e) 19049510
3. (a) The Signal Fund, L.P.
(b) C/o Stoneybrook Investment Co., P.O. Box 61179, Durham,
North Carolina 27715.
(c) Organized: Tennessee.
(d) Common Stock.
(e) 19049510
4. (a) The Steven M. Scott Family Limited Partnership
(b) C/o Stoneybrook Investment Co., P.O. Box 61179, Durham,
North Carolina 27715.
(c) Organized: Tennessee.
(d) Common Stock.
(e) 19049510
5. (a) Century American Insurance Company
(b) 2828 Croasdaille Drive, Durham, North Carolina 27704.
(c) Organized: Tennessee.
(d) Common Stock.
(e) 19049510
6. (a) The Scott Family Foundation, Inc.
(b) C/o Stoneybrook Investment Co., P.O. Box 61179, Durham,
North Carolina 27715.
(c) Organized: Florida.
(d) Common Stock.
(e) 19049510
ITEM 3. Not applicable.
ITEM 4.
1. Steven M. Scott, M.D.
(a) Amount Beneficially Owned: 7,372,883 shares
(b) Percent of Class: 30.6%
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote: 6,837,117 shares
(ii) Shared Power to Vote: 535,766 shares
(iii) Sole Power to Dispose: 6,837,117 shares
(iv) Shared Power to Dispose: 535,766 shares
In January 1997, the Issuer issued to Dr. Scott 32,740
shares of Series B Convertible Preferred Stock, par value
$.01 per share (the "Series B Shares"), in satisfaction of
certain obligations owed by the Issuer to Dr. Scott. In
February 1997, the Issuer is issuing to Dr. Scott 42,215
shares of Series A Convertible Preferred Stock, par value
$.01 per share (the "Series A Shares") in satisfaction of
certain other obligations owed by the Issuer to Dr. Scott.
Each of the Series A Shares and the Series B Shares is
convertible into ten shares of Common Stock, subject to
prior approval of their convertibility by the Issuer's
shareholders. Pursuant to Rules 13d-3(d)(1) and 13d-4 of the
Securities Exchange Act of 1934, as amended, Dr. Scott
disclaims beneficial ownership of the shares of Common Stock
issuable upon conversion of the Series A Shares and the
Series B Shares and such shares of Common Stock are not
included in this Statement on Schedule 13G.
2. Scott Medical Partners, L.P.
(a) Amount Beneficially Owned: 5,554,120 shares
(b) Percent of Class: 23.1%
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote: 5,554,120 shares
(ii) Shared Power to Vote: 0 shares
(iii) Sole Power to Dispose: 5,554,120 shares
(iv) Shared Power to Dispose: 0 shares
3. The Signal Fund, L.P.
(a) Amount Beneficially Owned: 815,00 shares
(b) Percent of Class: 3.4%
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote: 815,000 shares:
(ii) Shared Power to Vote: 0 shares
(iii) Sole Power to Dispose: 815,000 shares
(iv) Shared Power to Dispose: 0 shares
4. The Steven M. Scott Family Limited Partnership
(a) Amount Beneficially Owned: 535,766 shares
(b) Percent of Class: 2.2%
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote: 535,766 shares
(ii) Shared Power to Vote: 0 shares
(iii) Sole Power to Dispose: 535,766 shares
(iv) Shared Power to Dispose: 0 shares
5. Century American Insurance Company
(a) Amount Beneficially Owned: 303,334 shares
(b) Percent of Class: 1.3%
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote: 303,334 shares
(ii) Shared Power to Vote: 0 shares
(iii) Sole Power to Dispose: 303,334 shares
(iv) Shared Power to Dispose: 0 shares
6. The Scott Family Foundation, Inc.
(a) Amount Beneficially Owned: 74,110 shares
(b) Percent of Class: 0.3%
(c) Number of Shares as to which such Person has:
(i) Sole Power to Vote: 74,110 shares
(ii) Shared Power to Vote: 0 shares
(iii) Sole Power to Dispose: 74,110 shares
(iv) Shared Power to Dispose: 0 shares
ITEM 5. Not applicable.
ITEM 6. As a limited partner of Scott Medical Partners, L.P.,
Rebecca J. Scott, the wife of Dr. Steven M. Scott has
an indirect right to receive dividends and the proceeds
of any sale of the Common Stock held by such limited
partnership. As limited partners of The Steven M.
Scott Family Limited Partnership, certain trusts for
the benefit of the children of Dr. Scott have an
indirect right to receive dividends and the proceeds of
any such sale of the Common Stock held by such limited
partnership. Such interests in all cases relate to
less than five percent of the outstanding Common Stock.
ITEM 7. Not applicable.
ITEM 8. Not applicable.
ITEM 9. Not applicable.
ITEM 10. Not applicable.
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.
February 13, 1997
/s/ Steven M. Scott, M.D.
------------------------------------
Steven M. Scott, M.D.
Scott Medical Partners, L.P.
By: /s/ Steven M. Scott, M.D.
--------------------------------
Steven M. Scott, M.D.
General Partner
The Signal Fund, L.P.
By: /s/ David B. Plyler
-------------------------------
David B. Plyler
General Partner
The Steven M. Scott Family Limited
Partnership
By: /s/ Steven M. Scott, M.D.
-------------------------------
Steven M. Scott, M.D.
General Partner
Century American Insurance Company
By: /s/ Steven M. Scott, M.D.
-------------------------------
Steven M. Scott, M.D.
Chairman of the Board of Directors
The Scott Family Foundation, Inc.
By: /s/ Steven M. Scott, M.D.
------------------------------
Steven M. Scott, M.D.
President