0000892569-95-000509.txt : 19950919 0000892569-95-000509.hdr.sgml : 19950919 ACCESSION NUMBER: 0000892569-95-000509 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950918 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: US FACILITIES CORP CENTRAL INDEX KEY: 0000798085 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 330097221 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-37241 FILM NUMBER: 95574418 BUSINESS ADDRESS: STREET 1: 650 TOWN CENTER DR STE 1600 CITY: COSTA MESA STATE: CA ZIP: 92626 BUSINESS PHONE: 7145491600 MAIL ADDRESS: STREET 1: 650 TOWN CENTER DRIVE STREET 2: STE 1600 CITY: COSTA MESA STATE: CA ZIP: 92626-1925 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY NATIONAL FINANCIAL INC /DE/ CENTRAL INDEX KEY: 0000809398 STANDARD INDUSTRIAL CLASSIFICATION: TITLE INSURANCE [6361] IRS NUMBER: 860498599 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 17911 VON KARMAN AVE CITY: IRVINE STATE: CA ZIP: 92714 BUSINESS PHONE: 7148529770 MAIL ADDRESS: STREET 1: 2100 S.E. MAIN STREET STREET 2: SUITE 400 CITY: IRVINE STATE: CA ZIP: 92714 SC 13D/A 1 AMENDMENT #9 TO SCHEDULE 13D 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _______________ SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 9) US Facilities Corporation ------------------------- (Name of Issuer) Common Stock, par value $.01 per share -------------------------------------- (Title of Class of Securities) 911822 10 4 -------------------------------------- (CUSIP Number) Frank P. Willey President Fidelity National Financial, Inc. 17911 Von Karman Avenue Suite 300 Irvine, California 92714 Tel. (714) 622-5000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copies to: Lawrence Lederman, Esq. Michael W. Goroff, Esq. Milbank, Tweed, Hadley & McCloy One Chase Manhattan Plaza New York, New York 10005 Tel. (212) 530-5000 September 15, 1995 ----------------- (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box / /. Check the following box if a fee is being paid with the statement / /. Page 1 of 4 Pages 2 SCHEDULE 13D CUSIP NO.: 911822 10 4 (1) NAME OF REPORTING PERSON: Fidelity National Financial, Inc. S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: IRS No. 86-0498599 (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] (3) SEC USE ONLY (4) SOURCE OF FUNDS: WC (5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e) [ ] (6) CITIZENSHIP OR PLACE OF ORGANIZATION: Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: (7) SOLE VOTING POWER: 268,950 (8) SHARED VOTING POWER: (9) SOLE DISPOSITIVE POWER: 268,950 (10) SHARED DISPOSITIVE POWER: (11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 268,950 (12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ] (13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 4.8% (14) TYPE OF REPORTING PERSON: CO Page 2 of 4 Pages 3 This Amendment No. 9 amends the restated statement on Schedule 13D filed with the Securities and Exchange Commission on September 8, 1995 (the "Schedule 13D"), with respect to the common stock, par value $0.01 per share (the "Common Stock"), of US Facilities Corporation (the "Company"), with its principal executive offices located at 650 Town Center Drive, Suite 1600, Costa Mesa, California 92626. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Schedule 130. This Statement is being filed by Fidelity National Financial, Inc., a Delaware corporation ("Fidelity"). ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. Item 5 of the Schedule 13D is hereby amended to add the following: As of the close of business on September 15, 1995, Fidelity was the beneficial owner of 268,950 shares, which constitute in the aggregate 4.8% of the outstanding shares of Common Stock (based on 5,623,098 shares of Common Stock outstanding as of August 9, 1995, as disclosed in the Company's quarterly report on Form 10-Q for the quarterly period ended June 30, 1995). Fidelity has effected the following transactions in the Common Stock during the past 60 days:
DATE NO. OF SHARES SOLD PRICE PER SHARE ---- ------------------ --------------- 09/15/95 50,000 $18.50 09/15/95 232,500 18.625
Such transactions were effected by Fidelity in the open market on the NASDAQ National Market System. On September 15, 1995, Fidelity ceased to be the beneficial owner of more than five percent of the Common Stock. Page 3 of 4 Pages 4 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. September 18, 1995 By: /s/ Andrew F. Puzder ------------------------------- Name: Andrew F. Puzder Title: Executive Vice President and General Counsel Page 4 of 4 Pages