SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
DAWSON PRODUCTION SERVICES, INC.
(NAME OF ISSUER)
COMMON STOCK, PAR VALUE $.01
(TITLE OF CLASS OF SECURITIES)
239423106
(CUSIP NUMBER)
Check the following box if a fee is being paid with this 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 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).
(Continued on following page(s))
Page 1 of 42 Pages
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 2 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Paul E. McCollam ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,271,633
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
1,271,633
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,271,633
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 3 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Roy V. Hood ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,271,633
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
1,271,633
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,271,633
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 4 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
David R. Whitney ###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,271,633
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
1,271,633
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,271,633
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 5 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John B. Parsons
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,271,633
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
1,271,633
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,271,633
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 6 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stephen F. Oakes
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,271,633
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
1,271,633
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,271,633
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 7 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RIMCO Associates, Inc. 06-1144208
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Connecticut, U.S.A.
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,271,633
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
1,271,633
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,271,633
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 8 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Resource Investors Management Company, Limited Partnership 06-1148341
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Connecticut, U.S.A.
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
1,271,633
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
1,271,633
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,271,633
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.4%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 9 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RIMCO Partners, L.P. 06-1208375
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, U.S.A.
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
201,851
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
201,851
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
201,851
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.8%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 10 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RIMCO Partners. L.P. II 06-1264592
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, U.S.A.
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
434,623
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
434,623
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
434,623
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.9%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 11 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RIMCO Partners, L.P. III 06-1291935
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, U.S.A.
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
69,660
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
69,660
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
69,660
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.6%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 12 of 42 Pages
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RIMCO Partners, L.P. IV 06-1327489
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) |_|
(b) |X|
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, U.S.A.
5 SOLE VOTING POWER
NUMBER OF
0
SHARES
6 SHARED VOTING POWER
BENEFICIALLY
544,000
OWNED BY
7 SOLE DISPOSITIVE POWER
EACH
0
REPORTING
8 SHARED DISPOSITIVE POWER
PERSON WITH
544,000
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
544,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.9%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTION BEFORE FILLING OUT!
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 13 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
Paul E. McCollam
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
United States of America
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A
Item 4 (b) Percent of Class:
11.4%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 14 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,271,633
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 1,271,633
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 15 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
Roy V. Hood
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
United States of America
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
11.4%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 16 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,271,633
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 1,271,633
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 17 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
David R. Whitney
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
United States of America
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
Item 4 (b) Percent of Class:
11.4%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 18 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,271,633
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 1,271,633
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 19 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
John B. Parsons
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
United States of America
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
11.4%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 20 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,271,633
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 1,271,633
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 21 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
Stephen F. Oakes
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
United States of America
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
11.4%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 22 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,271,633
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 1,271,633
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 23 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
RIMCO Associates, Inc.
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
Connecticut, U.S.A.
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
11.4%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 24 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,271,633
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 1,271,633
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 25 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
Resource Investors Management Company, Limited Partnership
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
Connecticut, U.S.A.
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
11.4%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 26 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
1,271,633
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 1,271,633
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 27 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
RIMCO Partners, L.P.
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
Delaware, U.S.A.
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
1.8%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 28 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
201,851
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 201,851
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 29 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
RIMCO Partners, L.P. II
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
Delaware, U.S.A.
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
3.9%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 30 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
434,623
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 434,623
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 31 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
RIMCO Partners, L.P. III
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
Delaware, U.S.A.
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
0.6%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 32 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
69,660
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 69,660
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 33 of 42 Pages
Item 1 (a) Name of Issuer:
Dawson Production Services, Inc.
Item 1 (b) Address of Issuer's Principal Executive Offices:
901 N. E. Loop 410, Suite 700
San Antonio, Texas 78209
Item 2 (a) Name of Person Filing:
RIMCO Partners, L.P. IV
Item 2 (b) Address of Principal Business Office or, if none, Residence:
1600 Smith Street, Suite 1400
Houston, Texas 77002
Item 2 (c) Citizenship:
Delaware, U.S.A.
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01
Item 2 (e) CUSIP No.:
239423106
Item 3. Not Applicable.
Item 4. Ownership.
Item 4 (a) Amount Beneficially Owned:
See Exhibit A.
Item 4 (b) Percent of Class:
4.9%
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 34 of 42 Pages
Item 4 (c) Number of Shares as to Which Such Person Has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
544,000
(iii) Sole power to dispose or to direct the
disposition of: 0
(iv) Shared power to dispose or to direct the
disposition of: 544,000
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security
Being Reported on by the Parent Holding Company.
Not Applicable.
Item 8. Identification and Classification of Members of the Group.
See Exhibit A.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
Not Applicable.
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 35 of 42 Pages
After reasonable inquiry and to the best of my knowledge and belief of
each of the following reporting persons, each reporting person certifies that
the information set forth in this statement is true, complete and correct.
Date: 4/3/97
------------
Signature: Resource Investors Management Company Limited
Partnership
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
----------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
------------
Signature: RIMCO Associates, Inc.
By: /s/ Roy V. Hood
----------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
------------
Signature: RIMCO Partners, L.P.
By: Resource Investors Management Company
Limited Partnership, Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
----------------------
Name: Roy V. Hood
Title: President
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 36 of 42 Pages
Date: 4/3/97
-----------
Signature: RIMCO Partners, L.P. II
By: Resource Investors Management
Company Limited Partnership,
Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
------------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: RIMCO Partners, L.P. III
By: Resource Investors Management
Company Limited Partnership,
Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
------------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: RIMCO Partners, L.P. IV
By: Resource Investors Management
Company Limited Partnership,
Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
------------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: /s/ Roy V. Hood
------------------------
Roy V. Hood
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 37 of 42 Pages
Date: 4/3/97
-----------
Signature: /s/ Paul E. McCollam
------------------------
Paul E. McCollam
Date: 4/3/97
-----------
Signature: /s/ David R. Whitney
------------------------
David R. Whitney
Date: 4/3/97
-----------
Signature: /s/ Stephen F. Oakes
------------------------
Stephen F. Oakes
Date: 4/3/97
-----------
Signature: /s/ John B. Parsons
------------------------
John B. Parsons
CORPAUS:37716.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 38 of 42 Pages
POWER OF ATTORNEY
Each person whose signature appears below hereby constitutes and
appoints Roy V. Hood and Paul E. McCollam, and each of them, each with full
power to act without the other, his true and lawful attorneys-in-fact and
agents, each with full power of substitution and resubstitution for him and in
his name, place and stead, in any and all capacities, to sign any or all
amendments to this Schedule 13G, and to file the same with all exhibits thereto
and other documents in connection therewith, with the Securities and Exchange
Commission, granting unto each of said attorneys-in-fact and agents full power
and authority to do and perform each and every act and thing requisite and
necessary to be done in connection therewith, as fully to all intents and
purposes as he might or could do in person hereby ratifying and confirming that
each of said attorneys-in-fact and agents or his substitutes may lawfully do or
cause to be done by virtue hereof.
SIGNATURE DATE
/s/ Roy V. Hood 3/25/97
- ---------------------------------- --------------------
Roy V. Hood
/s/ Paul E. McCollam 3/25/97
- ---------------------------------- --------------------
Paul E. McCollam
/s/ David R. Whitney 3/25/97
- ---------------------------------- --------------------
David R. Whitney
/s/ Stephen F. Oakes 3/26/97
- ---------------------------------- --------------------
Stephen F. Oakes
/s/ John B. Parsons 3/26/97
- ---------------------------------- --------------------
John B. Parsons
CORPAUS:37767.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 39 of 42 Pages
Exhibit A
Members of the group are: Resource Investors Management Company Limited
Partnership ("RIMCO"), RIMCO Partners, L.P. ("RIMCO I"), RIMCO Partners, L.P. II
("RIMCO II"), RIMCO Partners, L.P. III ("RIMCO III") and RIMCO Partners, L.P. IV
("RIMCO IV"), RIMCO Associates, Inc. ("RIMCO Associates") (collectively the
"RIMCO entities"), Roy V. Hood, Paul E. McCollam, David R. Whitney, John B.
Parsons and Stephen F. Oakes.
RIMCO is the managing general partner of RIMCO I, RIMCO II, RIMCO III and
RIMCO IV, which own 201,851, 434,623, 69,660 and 544,000 shares of the Issuer's
Common Stock, respectively. RIMCO has a profits interest in the portfolio
securities held by RIMCO I, RIMCOII, RIMCO III and RIMCO IV.
RIMCO Associates, Inc. ("RIMCO Associates") is the managing general partner
of RIMCO and has a profits interest in RIMCO.
Roy V. Hood, Paul E. McCollam, David R. Whitney and Stephen F.Oakes are
managing directors of RIMCO. Roy V. Hood, Paul E. McCollam, David R. Whitney and
John B. Parsons are each shareholders of RIMCO Associates. Mr. Hood is also
President and a director of RIMCO Associates. Mr. McCollam is Vice President,
Secretary, Treasurer and a director of RIMCO Associates. Mr. Whitney is Vice
President and a director of RIMCO Associates. Mr. Parsons is a director of RIMCO
Associates.
Mr. McCollam is the beneficial owner of immediately exerciseable options to
purchase 12,900 shares of the Issuer's Common Stock. Mr. Oakes is the beneficial
owner of immediately exerciseable options to purchase 8,600 shares of the
Issuer's Common Stock. Messrs. McCollam and Oakes each intend to direct to the
RIMCO Entities the economic benefit of any options they have acquired in their
capacity as directors of the Issuer.
CORPAUS:37767.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 40 of 42 Pages
Exhibit B
AGREEMENT
Pursuant to Rule 13d-1(f) under the Securities Exchange Act of 1934, each
of the undersigned hereby agrees to the filing of this Statement on Schedule 13G
on its behalf. This agreement may be signed in one or more counterparts.
Date: 4/3/97
-----------
Signature: Resource Investors Management
Company Limited Partnership
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
--------------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: RIMCO Associates, Inc.
By: /s/ Roy V. Hood
--------------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: RIMCO Partners, L.P.
By: Resource Investors Management
Company Limited Partnership,
Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
----------------------
Name: Roy V. Hood
Title: President
CORPAUS:37767.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 41 of 42 Pages
Date: 4/3/97
-----------
Signature: RIMCO Partners, L.P. II
By: Resource Investors Management
Company Limited Partnership,
Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
----------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: RIMCO Partners, L.P. III
By: Resource Investors Management
Company Limited Partnership,
Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
----------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: RIMCO Partners, L.P. IV
By: Resource investors Management
Company Limited Partnership,
Its General Partner
By: RIMCO Associates, Inc.,
Its General Partner
By: /s/ Roy V. Hood
----------------------
Name: Roy V. Hood
Title: President
Date: 4/3/97
-----------
Signature: /s/ Roy V. Hood
---------------------
Roy V. Hood
CORPAUS:37767.1 27810-00001
<PAGE>
CUSIP No. 239423106 Schedule 13G Page 42 of 42 Pages
Date: 4/3/97
-----------
Signature: /s/ Paul E. McCollam
---------------------
Paul E. McCollam
Date: 4/3/97
-----------
Signature: /s/ David R. Whitney
---------------------
David R. Whitney
Date: 4/3/97
-----------
Signature: /s/ Stephen F. Oakes
---------------------
Stephen F. Oakes
Date: 4/3/97
-----------
Signature: /s/ John B. Parsons
---------------------
John B. Parsons
CORPAUS:37767.1 27810-00001
