SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934 (Amendment No. 1)
OFFSHORE ENERGY DEVELOPMENT CORPORATION
(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
(Title of Class of Securities)
676247 10 9
(CUSIP Number)
DAVID B. STRASSNER
1400 WOODLOCH FOREST DRIVE, SUITE 200
THE WOODLANDS, TEXAS 77380
(713) 364-0033
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communication)
DECEMBER 12, 1997
(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 [ ].
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*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).
<PAGE>
CUSIP No. 676247 10 9
SCHEDULE 13D
1 NAME OF REPORTING PERSON; S.S. OR IRS IDENTIFICATION NUMBER
David B. Strassner
Cathy C. Strassner
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) OR 2(e)
[ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
7 Sole Voting Power
0
8 SHARED VOTING POWER
0
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
<PAGE>
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
[ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0
14 TYPE OF REPORTING PERSON
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<PAGE>
ITEM 5 INTERESTS IN SECURITIES OF THE ISSUER
(a) The responses to rows 11 and 13 of the cover page of this Amendment No.
1 to Schedule 13D are incorporated herein by reference.
(b) The responses to rows 7 through 10 of the cover page of this Amendment
No. 1 to Schedule 13D are incorporated herein by reference.
(c) On December 12, 1997, a subsidiary of Titan Exploration, Inc. ("Titan")
was merged (the "Merger") with and into Offshore Energy Development
Corporation (the "Company"), with the result that each outstanding share
of the common stock, par value $.01 per share, of the Company (the
"Common Stock") was converted into the right to receive 0.63 of a share
of the common stock of Titan and that the Company became a wholly owned
subsidiary of Titan. As a result of the Merger, all of the shares of
Common Stock beneficially owned by the reporting persons were converted
into the right to receive shares of common stock of Titan.
(d) Not applicable.
(e) As a result of the Merger, the reporting persons ceased to be beneficial
owners of more than five percent of the Common Stock on December 12,
1997.
<PAGE>
SIGNATURES
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: December 23, 1997
/s/ DAVID B. STRASSNER
David B. Strassner
/s/ CATHY C. STRASSNER
Cathy C. Strassner
