================================================================================




                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   -----------


                                    FORM 8-K


                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                          Date of Report: March 5, 1999
                        (Date of earliest event reported)



                                 FIRSTMARK CORP.
             (Exact Name of Registrant as Specified in its Charter)



            Maine                        0-20806                  01-0389195
(State or Other Jurisdiction     (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)

                 P.O. Box 1398
               Richmond, Virginia                        23218
    (Address of Principal Executive Offices)          (Zip Code)



               Registrant's telephone number, including area code:
                                 (804) 648-9048




================================================================================


<PAGE>

Item 2.      Acquisition or Disposition of Assets.

         On March 5, 1999,  Firstmark Corp. (the  "Registrant")  sold all of the
issued and outstanding  capital stock of Investors Southern  Corporation ("ISC")
(the  "Transaction")  pursuant to a Stock  Purchase  Agreement  by and among the
Registrant,  Southern Capital Acquisition  Corporation,  a Virginia  corporation
("SCAC"),  ISC, and Southern Title Insurance  Corporation,  a Virginia insurance
company ("STIC"),  and Old Guard Group,  Inc., a Pennsylvania  corporation ("Old
Guard"), dated as of December 2, 1998 (the "Stock Purchase Agreement").

         The  Registrant is the parent  company of SCAC,  which owned all of the
outstanding shares of the capital stock of ISC prior to the Transaction.  ISC is
a holding company and owns all of the outstanding shares of the capital stock of
STIC, a title insurance  company,  as well as several other entities  conducting
activities related to the title insurance and settlement  business.  As a result
of  the  Transaction,   ISC  and  STIC,  the  Registrant's  principal  operating
subsidiary, became wholly owned subsidiaries of Old Guard.

         The purchase price paid by Old Guard consists of two  components:  cash
paid upon the  consummation  of the  Transaction and a three year earn-out to be
paid, if earned,  in cash in 2000, 2001 and 2002.  Upon the  consummation of the
Transaction,  Old  Guard  paid  to  SCAC  $6.75  million  by  wire  transfer  of
immediately  available  funds.  In addition,  in 2000,  2001 and 2002, SCAC will
receive  additional cash payments based on the pre-tax net income of ISC and its
subsidiaries,  including  STIC, for each of the fiscal years ending December 31,
1999, 2000 and 2001. Such earn-out  payments will be paid in cash within 90 days
following the end of each such fiscal year and will be in an amount equal to 25%
of (i) the pre-tax net income of ISC and its  subsidiaries,  including STIC, for
such fiscal year less (ii) the cumulative  net loss of ISC and its  subsidiaries
during all such prior fiscal years.

         Pursuant  to the Stock  Purchase  Agreement,  Old  Guard has  agreed to
continue to operate ISC and its subsidiaries in a manner that is consistent with
past practice.  In addition,  Old Guard has agreed that, when determining  ISC's
pre-tax net income,  it will not  allocate  against the  revenues of ISC and its
subsidiaries  any  liabilities  or expenses  that did not arise in the  ordinary
course of business.  Finally, Old Guard has agreed that it will not transfer any
of the business  operations of ISC and its  subsidiaries to itself or one of its
own subsidiaries or sell,  assign or otherwise  transfer the business of ISC and
its subsidiaries to a third party, whether by sale of assets or stock, merger or
otherwise.

         Donald V. Cruickshanks, President, Chief Executive Officer and Chairman
of the Board of the  Registrant,  will  continue to serve as President and Chief
Executive Officer of STIC.


Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

      (a)    Financial Statements of Businesses Acquired.

             Not applicable.

      (b)    Pro Forma Financial Information.

             The pro forma financial information required to be included in this
             report is not included  herein pursuant to Item 7(b)(2) and will be
             filed as soon as possible.



                                      -2-
<PAGE>

      (c)    Exhibits.

             2.1     Stock  Purchase  Agreement  by and  among  the  Registrant,
                     Southern  Capital  Acquisition   Corporation,   a  Virginia
                     corporation,  Investors  Southern  Corporation,  a Virginia
                     corporation,  and Southern Title Insurance  Corporation,  a
                     Virginia  insurance  company,  and Old Guard Group, Inc., a
                     Pennsylvania  corporation,  dated as of  December  2, 1998,
                     incorporated by reference to Appendix A to the Registrant's
                     definitive  Proxy  Statement  for its  Special  Meeting  of
                     Shareholders  to be held on February 17,  1999,  filed with
                     the Commission on January 29, 1999.

             99.1    Press release issued by the Registrant on March 8, 1999.





                                      -3-
<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.


                                       FIRSTMARK CORP.
                                        (Registrant)



Date:  March 5, 1999                   By: /s/ Donald V. Cruickshanks           
                                           -------------------------------------
                                           Donald V. Cruickshanks
                                           President and Chief Executive Officer




<PAGE>


                                  Exhibit Index
                                  -------------

Number             Document
------             --------

  2.1       Stock  Purchase  Agreement  by and  among the  Registrant,  Southern
            Capital Acquisition Corporation,  a Virginia corporation,  Investors
            Southern  Corporation,  a Virginia  corporation,  and Southern Title
            Insurance  Corporation,  a Virginia insurance company, and Old Guard
            Group,  Inc., a  Pennsylvania  corporation,  dated as of December 2,
            1998,  incorporated  by reference to Appendix A to the  Registrant's
            definitive  Proxy  Statement for its Special Meeting of Shareholders
            to be held on  February  17,  1999,  filed  with the  Commission  on
            January 29, 1999.

 99.1       Press release issued by the Registrant on March 8, 1999.
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================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   -----------

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                          Date of Report: March 5, 1999
                        (Date of earliest event reported)

                                 FIRSTMARK CORP.
             (Exact Name of Registrant as Specified in its Charter)

            Maine                        0-20806                  01-0389195
(State or Other Jurisdiction     (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)

                 P.O. Box 1398
               Richmond, Virginia                        23218
    (Address of Principal Executive Offices)          (Zip Code)

               Registrant's telephone number, including area code:
                                 (804) 648-9048

================================================================================
Item 2.      Acquisition or Disposition of Assets.

         On March 5, 1999,  Firstmark Corp. (the  "Registrant")  sold all of the
issued and outstanding  capital stock of Investors Southern  Corporation ("ISC")
(the  "Transaction")  pursuant to a Stock  Purchase  Agreement  by and among the
Registrant,  Southern Capital Acquisition  Corporation,  a Virginia  corporation
("SCAC"),  ISC, and Southern Title Insurance  Corporation,  a Virginia insurance
company ("STIC"),  and Old Guard Group,  Inc., a Pennsylvania  corporation ("Old
Guard"), dated as of December 2, 1998 (the "Stock Purchase Agreement").

         The  Registrant is the parent  company of SCAC,  which owned all of the
outstanding shares of the capital stock of ISC prior to the Transaction.  ISC is
a holding company and owns all of the outstanding shares of the capital stock of
STIC, a title insurance  company,  as well as several other entities  conducting
activities related to the title insurance and settlement  business.  As a result
of  the  Transaction,   ISC  and  STIC,  the  Registrant's  principal  operating
subsidiary, became wholly owned subsidiaries of Old Guard.

         The purchase price paid by Old Guard consists of two  components:  cash
paid upon the  consummation  of the  Transaction and a three year earn-out to be
paid, if earned,  in cash in 2000, 2001 and 2002.  Upon the  consummation of the
Transaction,  Old  Guard  paid  to  SCAC  $6.75  million  by  wire  transfer  of
immediately  available  funds.  In addition,  in 2000,  2001 and 2002, SCAC will
receive  additional cash payments based on the pre-tax net income of ISC and its
subsidiaries,  including  STIC, for each of the fiscal years ending December 31,
1999, 2000 and 2001. Such earn-out  payments will be paid in cash within 90 days
following the end of each such fiscal year and will be in an amount equal to 25%
of (i) the pre-tax net income of ISC and its  subsidiaries,  including STIC, for
such fiscal year less (ii) the cumulative  net loss of ISC and its  subsidiaries
during all such prior fiscal years.

         Pursuant  to the Stock  Purchase  Agreement,  Old  Guard has  agreed to
continue to operate ISC and its subsidiaries in a manner that is consistent with
past practice.  In addition,  Old Guard has agreed that, when determining  ISC's
pre-tax net income,  it will not  allocate  against the  revenues of ISC and its
subsidiaries  any  liabilities  or expenses  that did not arise in the  ordinary
course of business.  Finally, Old Guard has agreed that it will not transfer any
of the business  operations of ISC and its  subsidiaries to itself or one of its
own subsidiaries or sell,  assign or otherwise  transfer the business of ISC and
its subsidiaries to a third party, whether by sale of assets or stock, merger or
otherwise.

         Donald V. Cruickshanks, President, Chief Executive Officer and Chairman
of the Board of the  Registrant,  will  continue to serve as President and Chief
Executive Officer of STIC.

Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

      (a)    Financial Statements of Businesses Acquired.

             Not applicable.

      (b)    Pro Forma Financial Information.

             The pro forma financial information required to be included in this
             report is not included  herein pursuant to Item 7(b)(2) and will be
             filed as soon as possible.

                                      -2-
(c)    Exhibits.

             2.1     Stock  Purchase  Agreement  by and  among  the  Registrant,
                     Southern  Capital  Acquisition   Corporation,   a  Virginia
                     corporation,  Investors  Southern  Corporation,  a Virginia
                     corporation,  and Southern Title Insurance  Corporation,  a
                     Virginia  insurance  company,  and Old Guard Group, Inc., a
                     Pennsylvania  corporation,  dated as of  December  2, 1998,
                     incorporated by reference to Appendix A to the Registrant's
                     definitive  Proxy  Statement  for its  Special  Meeting  of
                     Shareholders  to be held on February 17,  1999,  filed with
                     the Commission on January 29, 1999.

             99.1    Press release issued by the Registrant on March 8, 1999.

                                      -3-
SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                       FIRSTMARK CORP.
                                        (Registrant)

Date:  March 5, 1999                   By: /s/ Donald V. Cruickshanks           
                                           -------------------------------------
                                           Donald V. Cruickshanks
                                           President and Chief Executive Officer
Exhibit Index
                                  -------------

Number             Document
------             --------

  2.1       Stock  Purchase  Agreement  by and  among the  Registrant,  Southern
            Capital Acquisition Corporation,  a Virginia corporation,  Investors
            Southern  Corporation,  a Virginia  corporation,  and Southern Title
            Insurance  Corporation,  a Virginia insurance company, and Old Guard
            Group,  Inc., a  Pennsylvania  corporation,  dated as of December 2,
            1998,  incorporated  by reference to Appendix A to the  Registrant's
            definitive  Proxy  Statement for its Special Meeting of Shareholders
            to be held on  February  17,  1999,  filed  with the  Commission  on
            January 29, 1999.

 99.1       Press release issued by the Registrant on March 8, 1999.