1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. __________
SOUTHWESTERN LIFE HOLDINGS, INC.
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
845606102
(CUSIP Number)
November 9, 2000
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[ ] Rule 13d-1(b)
[X] 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).
Page 1 of 3 pages
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CUSIP No. 845606102
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
HANAWALT ASSOCIATES LLC 13-3937632
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2. Check the Appropriate Box if a Member of a Group (See
Instructions)
(a)
(b)
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3. SEC Use Only
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4. Citizenship or Place of Organization New York
Number of 5. Sole Voting Power 453,200
Shares Bene- ---------------------------------------------------------------
ficially 6. Shared Voting Power
Owned by Each ---------------------------------------------------------------
Reporting 7. Sole Dispositive Power 453,200
Person With: ---------------------------------------------------------------
8. Shared Dispositive Power
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
453,200
10. Check if the Aggregate Amount in Row (11) Excludes Certain
Shares (See Instructions)
11. Percent of Class Represented by Amount in Row (11) 5.0%
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12. Type of Reporting Person (See Instructions) oo
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Item 1.
(a) Name of Issuer: SOUTHWESTERN LIFE HOLDINGS,
INC.
(b) Address of 717 NORTH HARWOOD STREET
Issuer's Principal DALLAS, TX 75201
Executive Offices:
Item 2.
(a) Name of Person Filing: HANAWALT ASSOCIATES LLC
(b) Address of Principal 650 MADISON AVENUE, 25TH FL
Business Office: NEW YORK, NY 10022
(c) Citizenship: NEW YORK
(d) Title of Class of
Securities: Common Stock of the Issuer
(e) CUSIP Number: 845606102
Item 3. Not applicable as this Schedule 13G is being filed
pursuant to Section 240.13d-1(c).
Item 4. See lines 5, 6, 7, 8, 9, and 11 on page 2 of this
Schedule 13G.
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 [].
Items 6 thru 9. 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 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 my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
November 9, 2000
HANAWALT ASSOCIATES LLC
by /s/Marietta Goldman
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Name: Marietta Goldman
Title: Managing Director
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