SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No.1)*
Cotton Valley Resources Corporation
(Name of Issuer)
Common Stock, No Par Value
(Title of Class of Securities)
221905102
(CUSIP Number)
December 31, 1999
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
/ / Rule 13d-1(b)
/X/ Rule 13d-1(c)
/ / Rule 13d-1(d)
*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 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).
ursuant to Rule 13d-2(a) of Regulation 13D-G of the General Rules and
Regulations under the Securities Exchange Act of 1934, as amended (the
"Act"), the undersigned hereby amend their schedule 13G statement dated March
11, 1999 (the "Schedule 13G") relating to the shares of common stock of
Cotton Valley Resources Corporation (the "Issuer"). Unless otherwise
indicated, all defined terms used herein shall have the same meanings as
those set forth in the Schedule 13G.
Item 5. Ownership of Five Percent or Less of a Class.
Item 5 is hereby amended and restated in its entirety as follows:
The Reporting Persons have ceased to be the beneficial owners of five
percent or more of the Stock.
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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.
DATED: February 2, 2000
HBK INVESTMENTS L.P.
By: /s/ Kevin O'Neal
Kevin O'Neal
Authorized Signatory (1)
WESTOVER INVESTMENTS L.P.
By: /s/ Kevin O'Neal
Kevin O'Neal
Authorized Signatory(2)
(1) An Authorization Certificate authorizing Kevin O'Neal to act on
behalf of HBK Investments L.P. was previously filed.
(2) An Authorization Certificate authorizing Kevin O'Neal to act on
behalf of Westover Investments L.P. is filed herewith as Exhibit A.
WESTOVER INVESTMENTS L.P.
AUTHORIZATION CERTIFICATE
Reference is made to that certain Amended and Restated Agreement of
Limited Partnership, as amended (the "Agreement), of HBK Westover Investments
L.P.,a Delaware limited partnership(the "Partnership"). All capitalized terms
which are not defined herein shall have the meanings set forth in the
Agreement.
The undersigned, being the sole General Partner of the Partnership,
pursuant to Section 8 of the Agreement, does hereby authorize Harlan B.
Korenvaes, Kenneth M. Hirsh, Laurence H. Lebowitz, William E. Rose, Richard
L. Booth, Jr., David C. Haley, Jamiel A. Akhtar, H. Michael Reese and Kevin
O'Neal to act for and on behalf of the Partnership and to execute such
documents, make such filings, seek such approvals and take such actions as
may be necessary or advisable in order to carry out the purposes of the
Partnership.
IN WITNESS WHEREOF, the undersigned has executed this Authorization
Certificate as of the 2nd day of February 2000.
GENERAL PARTNER
HBK Master Fund L.P.,
a Cayman Islands limited partnership
By: HBK Fund L.P.,
Managing General Partner
By: HBK Capital L.P.,
a Delaware limited partnership,
its sole general partner
By: HBK Partners I L.P.,
a Delaware limited partnership,
its sole general partner
By: HBK Management LLC,
a Delaware limited liability
company, its sole general partner
By: /s/ Harlan B. Korenvaes
Harlan B. Korenvaes
Authorized Signatory
