-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Uu90QVBCbyKCOjUSZ+4LQhwIFCDL4pQjJ1bjwoFotwZdTKxeil+Nby6r7No+xmiI 2AHc0CH8ZMzdPVAKriIRHA== 0000943152-97-000306.txt : 19970313 0000943152-97-000306.hdr.sgml : 19970313 ACCESSION NUMBER: 0000943152-97-000306 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970312 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST COMMONWEALTH INC CENTRAL INDEX KEY: 0001001493 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 752154228 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-47091 FILM NUMBER: 97555137 BUSINESS ADDRESS: STREET 1: 444 NORTH WELLS ST STREET 2: STE 600 CITY: CHICAGO STATE: IL ZIP: 60610 BUSINESS PHONE: 3126441800 MAIL ADDRESS: STREET 1: 444 NORTH WELLS ST STREET 2: STE 600 CITY: CHICAGO STATE: IL ZIP: 60610 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PILGRIM BAXTER & ASSOCIATES LTD /DE/ /ADV CENTRAL INDEX KEY: 0000943152 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 232797802 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1255 DRUMMERS LANE STREET 2: STE 300 CITY: WAYNE STATE: PA ZIP: 19087 BUSINESS PHONE: 6103419000 FORMER COMPANY: FORMER CONFORMED NAME: PILGRIM BAXTER & ASSOCIATES LTD /DE/ /ADV DATE OF NAME CHANGE: 19960212 SC 13G 1 SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 22) Amendment No. First Commonwealth, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 68215910 (CUSIP Number) Check the following box if a fee is being paid with this statement: [ ] PAGE 1 OF 9 PAGES CUSIP NO. 68215910 PAGE 2 OF 9 PAGES (1) NAME OF REPORTING PERSON Pilgrim Baxter & Associates S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 23-2797802 (2) CHECK THE APPROPRIATE BOX IF A (A) [X] MEMBER OF A GROUP* (B) [ ] (3) SEC USE ONLY (4) CITIZENSHIP OR PLACE OF ORGANIZATION Pennsylvania NUMBER OF (5) SOLE VOTING -0- SHARES POWER OWNED BY (6) SHARED VOTING 307,900 REPORTING POWER PERSON (7) SOLE 307,900 WITH DISPOSITIVE POWER (8) SHARED -0- DISPOSITIVE POWER (9) AGGREGATE AMOUNT BENEFICIALLY 307,900 OWNED BY EACH REPORTING PERSON (10) CHECK BOX IF THE AGGREGATE AMOUNT [ ] IN ROW (9) EXCLUDES CERTAIN SHARES* (11) PERCENT OF CLASS REPRESENTED 9.1 BY AMOUNT IN ROW (9) (12) TYPE OF REPORTING PERSON* IA SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 68215910 PAGE 2 OF 9 PAGES (1) NAME OF REPORTING PERSON Harold J. Baxter S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ###-##-#### (2) CHECK THE APPROPRIATE BOX IF A (A) [X] MEMBER OF A GROUP* (B) [ ] (3) SEC USE ONLY (4) CITIZENSHIP OR PLACE OF ORGANIZATION Pennsylvania NUMBER OF (5) SOLE VOTING -0- SHARES POWER OWNED BY (6) SHARED VOTING 307,900 REPORTING POWER PERSON (7) SOLE 307,900 WITH DISPOSITIVE POWER (8) SHARED -0- DISPOSITIVE POWER (9) AGGREGATE AMOUNT BENEFICIALLY 307,900 OWNED BY EACH REPORTING PERSON (10) CHECK BOX IF THE AGGREGATE AMOUNT [X] IN ROW (9) EXCLUDES CERTAIN SHARES* (11) PERCENT OF CLASS REPRESENTED 9.1 BY AMOUNT IN ROW (9) (12) TYPE OF REPORTING PERSON* OO SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 68215910 PAGE 2 OF 9 PAGES (1) NAME OF REPORTING PERSON Gary L. Pilgrim S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ###-##-#### (2) CHECK THE APPROPRIATE BOX IF A (A) [X] MEMBER OF A GROUP* (B) [ ] (3) SEC USE ONLY (4) CITIZENSHIP OR PLACE OF ORGANIZATION Pennsylvania NUMBER OF (5) SOLE VOTING -0- SHARES POWER OWNED BY (6) SHARED VOTING 307,900 REPORTING POWER PERSON (7) SOLE 307,900 WITH DISPOSITIVE POWER (8) SHARED -0- DISPOSITIVE POWER (9) AGGREGATE AMOUNT BENEFICIALLY 307,900 OWNED BY EACH REPORTING PERSON (10) CHECK BOX IF THE AGGREGATE AMOUNT [X] IN ROW (9) EXCLUDES CERTAIN SHARES* (11) PERCENT OF CLASS REPRESENTED 9.1 BY AMOUNT IN ROW (9) (12) TYPE OF REPORTING PERSON* OO SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP NO. 68215910 PAGE 2 OF 9 PAGES (1) NAME OF REPORTING PERSON PBHG Emerging Growth Fund S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 23-2721828 (2) CHECK THE APPROPRIATE BOX IF A (A) [X] MEMBER OF A GROUP* (B) [ ] (3) SEC USE ONLY (4) CITIZENSHIP OR PLACE OF ORGANIZATION Pennsylvania NUMBER OF (5) SOLE VOTING -0- SHARES POWER OWNED BY (6) SHARED VOTING 233,500 REPORTING POWER PERSON (7) SOLE 233,500 WITH DISPOSITIVE POWER (8) SHARED -0- DISPOSITIVE POWER (9) AGGREGATE AMOUNT BENEFICIALLY 233,500 OWNED BY EACH REPORTING PERSON (10) CHECK BOX IF THE AGGREGATE AMOUNT [ ] IN ROW (9) EXCLUDES CERTAIN SHARES* (11) PERCENT OF CLASS REPRESENTED 6.9 BY AMOUNT IN ROW (9) (12) TYPE OF REPORTING PERSON* IV SEE INSTRUCTIONS BEFORE FILLING OUT! ITEM 1. (a) NAME OF ISSUER First Commonwealth, Inc. (b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES 444 N. Wells St., Suite 600, Chicago, IL 60610 ITEM 2. (a) NAME OF PERSON FILING Pilgrim Baxter & Associates (b) ADDRESS OF PRINCIPAL BUSINESS OR, IF NONE, RESIDENCE 1255 Drummers Lane Suite 300, Wayne, PA 19087 (c) CITIZENSHIP Pennsylvania (d) TITLE OF CLASS OF SECURITIES Common Stock (e) CUSIP NUMBER 68215910 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13d-2(b), CHECK WHETHER THE PERSON FILING IS A: (a) [ ] BROKER 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(a0(19) OF THE ACT (d) [ ] INVESTMENT COMPANY REGISTERED UNDER SECTION 203 OF THE INVESTMENT ADVISERS ACT OF 1940 (e) [X ] INVESTMENT ADVISER REGISTERED UNDER SECTION 203 OF THE INVESTMENT ADVISERS ACT OF 1940 (f) [ ] EMPLOYEE BENEFIT PLAN, PENSION FUND WHICH IS SUBJECT TO THE PROVISIONS OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR ENDOWMENT FUND; SEE 240.13d-1(b)(1)(ii)(F) (g) [ ] PARENT HOLDING COMPANY, IN ACCORDANCE WITH 240.13d-1(b)(ii)(G) (NOTE: SEE ITEM 7) (h) [ ] GROUP, IN ACCORDANCE WITH 240.13d-1(b)(1)(ii)(H) ITEM 4. OWNERSHIP (a) AMOUNT BENEFICIALLY OWNED 307,900 (b) PERCENT OF CLASS 9.1 (c) NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS: (i) SOLE POWER TO VOTE OR DIRECT THE VOTE -0- (ii) SHARED POWER TO VOTE OR DIRECT THE VOTE 307,900 (iii) SOLE POWER TO DISPOSE OR DIRECT THE DISPOSITION OF 307,900 (iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF -0- 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 ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTING ON BY THE PARENT HOLDING COMPANY ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP ITEM 9. NOTICE OF DISSOLUTION OF GROUP ITEM 10. CERTIFICATION THE FOLLOWING CERTIFICATION SHALL BE INCLUDED IF THE STATEMENT IS FILED PURSUANT TO RULE 13d-1(b): 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 DO 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, 1997 BY: /s/ Harold J. Baxter TITLE: Chief Executive Officer BY: /s/ Gary L. Pilgrim TITLE: Chief Investment Officer -----END PRIVACY-ENHANCED MESSAGE-----