-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Y79MfVb+Ag5AX9HdmC8bDgWoywcGkYEGzsUWRPGhVUUao/88f9pD/AyuRvpOgqlv frPHkfrS8sl5thK8cKh9Cw== 0000049071-95-000002.txt : 19950216 0000049071-95-000002.hdr.sgml : 19950216 ACCESSION NUMBER: 0000049071-95-000002 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950215 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ADMAR GROUP INC CENTRAL INDEX KEY: 0000779438 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 952579295 STATE OF INCORPORATION: FL FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-37846 FILM NUMBER: 95511066 BUSINESS ADDRESS: STREET 1: 1551 N TUSTIN AVE STE 300 CITY: SANTA ANA STATE: CA ZIP: 92701 BUSINESS PHONE: 7149539600 FORMER COMPANY: FORMER CONFORMED NAME: CASTLE VENTURES CORP DATE OF NAME CHANGE: 19861027 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HUMANA INC CENTRAL INDEX KEY: 0000049071 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 610647538 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 500 W MAIN ST CITY: LOUISVILLE STATE: KY ZIP: 40202 BUSINESS PHONE: 5025803708 FORMER COMPANY: FORMER CONFORMED NAME: EXTENDICARE INC DATE OF NAME CHANGE: 19740404 FORMER COMPANY: FORMER CONFORMED NAME: HERITAGE HOUSE OF AMERICA INC DATE OF NAME CHANGE: 19671129 SC 13G/A 1 PAGE 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* The Admar Group, Inc. (Name of Issuer) Common (Title of Class of Securities) 0000070931 (CUSIP Number) Check the following box if a fee is being paid with the statement / /. (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 amendment 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 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). PAGE 2 CUSIP No. 0000070931 13G/A Page 2 of 5 Pages ************************************************** * 1 NAME OF REPORTING PERSON * S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON * Humana Inc. * 61-0647538 ___________________________________ * 2 CHECK THE APPROPRIATE BOX IF A MEMBER * OF A GROUP* N/A (a) / / * (b) / / ________________________________________________* * 3 SEC USE ONLY * *________________________________________________* * 4 CITIZENSHIP OR PLACE OF ORGANIZATION * Delaware * *_________________________________________________* * 5 SOLE VOTING POWER 200,000 * * * *________________________________________________* * Number of * * * Shares * 6 SHARED VOTING POWER * *Beneficially* * * Owned by * * *___________________________________* * Each * * * Reporting * 7 SOLE DISPOSITIVE POWER * * Person * 200,000 * with * * *________________________________________________* * * * 8 SHARED DISPOSITIVE POWER * * * * **************___________________________________* * 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY * * EACH REPORTING PERSON * 1,500,000 (See Note 1) *________________________________________________* * 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW * (9) EXCLUDES CERTAIN SHARES N/A /___/ *________________________________________________* * 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN * ROW (9) * 15.0% (See Note 1) *________________________________________________* * 12 TYPE OF REPORTING PERSON * CO ************************************************** PAGE 3 Cusip No. 0000070931 Page 3 of 5 pages ITEM 1(a) Name of Issuer: The Admar Group, Inc. ITEM 1(b) Address of Issuer's Principal Executive Offices 1551 N. Tustin Avenue Santa Ana, CA 92701 ITEM 2(a) Name of Person Filing: Humana Inc. ITEM 2(b) Address of Principal Business Office or, if none, residence: 500 West Main Street Louisville, KY 40202 ITEM 2(c) Citizenship: Delaware ITEM 2(d) Title of Class of Securities: Common ITEM 2(e) Cusip Number: 0000070931 ITEM 3 If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b), check whether the person filing is a: N/A (a) ( ) Broker or Dealer registered under Section 15 of the Act. (b) ( ) Bank as defined in Section 3(a)(6) of the Act. (c) ( ) Insurance Company as defined in Section 3(a)(19) of the Act. (d) ( ) Investment Company registered under Section 8 of the Investment Company Act. (e) ( ) Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940. (f) ( ) Employee Benefit Plan, Pension Fund which is subject to provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-a(b)(1)(ii)(F). (g) ( ) Parent Holding Company in accordance with Section 240.13d-1(b)(ii)(G). PAGE 4 CUSIP No. 0000070931 Page 4 of 5 Pages (h) ( ) Group, in accordance with Section 240.13d-a(b)(1)(ii)(H). ITEM 4 Ownership: (a) Amount Beneficially owned: 1,500,000 (See Note 1) (b) Percent of Class: 15.0% (See Note 1) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote: 200,000 (ii) Shared power to vote or to direct the vote: N/A (iii) Sole power to dispose or to direct the disposition of: 200,000 (iv) Shared power to dispose or to direct the disposition of: N/A Note 1 Humana Inc. 1,500,000(1)(2) (1) Includes 1,300,000 common shares that Humana Inc. may acquire upon the exercise of currently exercisable warrants. (2) The number of common shares outstanding was calculated as follows: 8,728,000 Common shares outstanding on October 31, 1994 1,300,000 Common share equivalents- --------- exercisable warrants (1) 10,028,000 ITEM 5 Ownership of Five Percent or Less of a Class: If this statement is being filed to report 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. N/A PAGE 5 SIGNATURE CUSIP No. 0000070931 Page 5 of 5 Pages ITEM 6 Ownership of More than Five Percent on Behalf of Another Person. N/A ITEM 7 Identification and Classification of the subsidiary which acquired the security being reported on by the Parent Holding Company: N/A ITEM 8 Identification and Classification of Members of the Group. N/A ITEM 9 Notice of Dissolution of Group N/A ITEM 10 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 does 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. 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. Date: February 14, 1995 HUMANA INC. By: Arthur P. Hipwell Senior Vice President and General Counsel -----END PRIVACY-ENHANCED MESSAGE-----