<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO 240.13d-1(b), (c) and AMENDMENTS THERETO FILED
PURSUANT TO 240.13d-2
(Amendment No.1)*
BRIGHAM EXPLORATION COMPANY
(Name of Issuer)
Common Stock
(Title of Class of Securities)
109178-10-3
(CUSIP Number)
December 31, 1998
(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 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).
Page 1 of 11 Pages
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SCHEDULE 13G
CUSIP No. 109178-10-3
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. Chaney & Partners IV L.P.(1)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions) (a) [X]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
5 SOLE VOTING POWER
185,000
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 185,000
PERSON
WITH 8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
185,000
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.39%(2)
12 TYPE OF REPORTING PERSON (See Instructions)
PN
- --------
(1) R. Chaney & Partners IV L.P. and R. Chaney & Partners III L.P. are filing
this Schedule 13G as members of a group.
(2) Based on 13,306,206 shares of Common Stock as reported in the Issuer's 10-Q
for the quarter ended September 30, 1998.
Page 2 of 11 Pages
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SCHEDULE 13G
CUSIP No. 109178-10-3
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. Chaney Investments, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions) (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
5 SOLE VOTING POWER
185,000
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 185,000
PERSON
WITH 8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
185,000
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.39%(1)
12 TYPE OF REPORTING PERSON (See Instructions)
CO
- --------
(1) Based on 13,306,206 shares of Common Stock has reported in the Issuer's
10-Q for the quarter ended September 30, 1998.
Page 3 of 11 Pages
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SCHEDULE 13G
CUSIP No. 109178-10-3
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. Chaney & Partners III L.P.(1)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions) (a) [X]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
5 SOLE VOTING POWER
610,000
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 610,000
PERSON
WITH 8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
610,000
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.58%(2)
12 TYPE OF REPORTING PERSON (See Instructions)
PN
- --------
(1) R. Chaney & Partners IV L.P. and R. Chaney & Partners III L.P. are filing
this Schedule 13G as members of a group.
(2) Based on 13,306,206 shares of Common Stock as reported in the Issuer's 10-Q
for the quarter ended September 30, 1998.
Page 4 of 11 Pages
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SCHEDULE 13G
CUSIP No. 109178-10-3
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
R. Chaney & Partners, Inc.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions) (a) [ ]
(See Instructions) (b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
5 SOLE VOTING POWER
610,000
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 610,000
PERSON
WITH 8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
610,000
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
4.58%(1)
12 TYPE OF REPORTING PERSON (See Instructions)
CO
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(1) Based on 13,306,206 shares of Common Stock as reported in the Issuer's 10-Q
for the quarter ended September 30, 1998.
Page 5 of 11 Pages
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SCHEDULE 13G
CUSIP No. 109178-10-3
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert H. Chaney
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions) (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
5 SOLE VOTING POWER
NUMBER OF 795,000
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 0
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 795,000
WITH
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
795,000
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.97%(1)
12 TYPE OF REPORTING PERSON (See Instructions)
IN
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(1) Based on 13,306,206 shares of Common Stock as reported in the Issuer's 10-Q
for the quarter ended September 30, 1998.
Page 6 of 11 Pages
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The Schedule 13G filed by R. Chaney & Partners IV L.P. ("Fund IV"), R.
Chaney & Partners III L.P. ("Fund III"), R. Chaney Investments, Inc.
("Investments"), R. Chaney & Partners, Inc. ("Partners"), and Mr. Robert H.
Chaney with the Securities and Exchange commission on March 4, 1998, is hereby
amended as follows:
ITEM 1. No modification.
ITEM 2. No modification.
ITEM 3. No modification.
ITEM 4. OWNERSHIP
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 795,000
(b) Percent of class: 5.97%
(c) Number of shares as to which each person has:
(i) sole power to vote or to direct the vote: 795,000(1)
(ii) shared power to vote or to direct the vote: None.
(iii) sole power to dispose or to direct the disposition of:
795,000(1)
(iv) shared power to dispose or to direct the disposition of:
None.
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
No modification.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
No modification.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
No modification.
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(1) Fund IV, Investments and Mr. Chaney have the sole power to vote or to
direct the vote, and the sole power to dispose or to direct the disposition
of, 185,000 shares. Fund III, Partners and Mr. Chaney have the sole power
to vote or direct the vote, and the sole power to dispose or direct the
disposition of, 610,000 shares.
Page 7 of 11 Pages
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ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
No modification.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
No modification.
ITEM 10. CERTIFICATION
No modification.
Page 8 of 11 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certify that the information set forth in this statement is
true, complete and correct.
February 5, 1999
R. CHANEY & PARTNERS IV L.P.
By: R. Chaney Investments, Inc.,
General Partner
By: /s/ Robert H. Chaney
-------------------------------------
Robert H. Chaney,
President and Chief Executive Officer
R. CHANEY INVESTMENTS, INC.
By: /s/ Robert H. Chaney
-----------------------------------------
Robert H. Chaney,
President and Chief Executive Officer
R. CHANEY & PARTNERS III L.P.
By: R. Chaney & Partners, Inc.,
General Partner
By: /s/ Robert H. Chaney
-------------------------------------
Robert H. Chaney,
President and Chief Executive Officer
Page 9 of 11 Pages
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R. CHANEY & PARTNERS, INC.
By: /s/ Robert H. Chaney
-----------------------------------------
Robert H. Chaney,
President and Chief Executive Officer
/s/ Robert H. Chaney
---------------------------------------------
Robert H. Chaney,
Sole Shareholder of R. Chaney Investments,
Inc. and R. Chaney & Partners, Inc.
Page 10 of 11 Pages
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
10.1 Joint Reporting Agreement dated as of March 4, 1998 by and
among R. Chaney & Partners IV L.P., R. Chaney Investments,
Inc., R. Chaney Partners III L.P., R. Chaney & Partners, Inc.
and Robert H. Chaney (incorporated by reference from Schedule
13G filed by reporting persons on March 4, 1998.)
</TABLE>
