<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
BRIGHAM EXPLORATION COMPANY
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
109178 10 3
(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)
[ ] Rule 13d-1(c)
[x] 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 8 Pages
<PAGE> 2
SCHEDULE 13G/A
CUSIP No. 109178 10 3
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Ben M. Brigham
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
1,830,514
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 1,889,278(1)
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 1,830,514
PERSON
WITH 8 SHARED DISPOSITIVE POWER
1,889,278(1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,719,792(1)
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
25.6%(2)
12 TYPE OF REPORTING PERSON (See Instructions)
IN
- --------
(1) Of the 3,719,792 shares of Common Stock reported herein by Anne and Ben
Brigham, who are husband and wife, 1,830,514 shares are owned by Ben M. Brigham;
1,821,010 shares are owned by Anne L. Brigham; 27,022 shares are owned by
Brigham Parental Trust I (of which Anne and Ben Brigham are the trustees);
28,246 shares are owned by Brigham Parental Trust II (of which Anne and Ben
Brigham are the trustees); and 13,000 shares are held by David T. Brigham, as
custodian for each of Mr. and Mrs. Brigham's four children.
(2) Based on 14,517,786 shares of Common Stock outstanding as of December 31,
1999.
Page 2 of 8 Pages
<PAGE> 3
SCHEDULE 13G/A
CUSIP No. 109178 10 3
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only)
Anne L. Brigham
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
1,821,010
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 1,898,782(1)
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 1,821,010
PERSON
WITH 8 SHARED DISPOSITIVE POWER
1,898,782(1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,719,792(1)
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
25.6%(2)
12 TYPE OF REPORTING PERSON (See Instructions)
IN
- --------
(1) Of the 3,719,792 shares of Common Stock reported herein by Anne and Ben
Brigham, who are husband and wife, 1,830,514 shares are owned by Ben M. Brigham;
1,821,010 shares are owned by Anne L. Brigham; 27,022 shares are owned by
Brigham Parental Trust I (of which Anne and Ben Brigham are the trustees);
28,246 shares are owned by Brigham Parental Trust II (of which Anne and Ben
Brigham are the trustees); and 13,000 shares are held by David T. Brigham, as
custodian for each of Mr. and Mrs. Brigham's four children.
(2) Based on 14,517,786 shares of Common Stock outstanding as of December 31,
1999.
Page 3 of 8 Pages
<PAGE> 4
ITEM 1.
(a) Name of Issuer: Brigham Exploration Company
(b) Address of Issuer's Principal Executive Offices: 6300 Bridge
Point Parkway, Bldg. 2, Suite 500, Austin, Texas 78730
ITEM 2.
(a) Name of Persons Filing: Anne L. Brigham and Ben M. Brigham
(b) Address of Principal Business Office: 6300 Bridge Point Parkway,
Bldg. 2, Suite 500, Austin, Texas 78730
(c) Citizenship: USA
(d) Title of Class of Securities: Common Stock, $0.01 Par Value
(e) CUSIP Number: 109178 10 3
ITEM 3. If this statement is filed pursuant to 240.13d(b) or 240.13d-2(b) or
(c), check whether the person filing is a:
(a) [ ] Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with
240.13d-1(b)(1)(ii)(E);
(f) [ ] An employee benefit plan or endowment fund in accordance with
240.13d-1(b)(1)(ii)(F);
(g) [ ] A parent holding company or control person in accordance with
240.13d-1(b)(1)(ii)(G);
(h) [ ] A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with 240.13d-1(b)(1)(ii)(J).
If this statement is filed pursuant to 240.13d-1(c), check this box. [ ]
Page 4 of 8 Pages
<PAGE> 5
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: 3,719,792
(b) Percent of class: 25.6% (See footnote 2 on page 2)
(c) Power to vote or direct the vote and dispose or to direct
the disposition of the securities:
Ben M. Brigham and Anne L. Brigham have the sole power to vote
or direct the vote and dispose or to direct the disposition of
1,830,514 and 1,821,010 shares of Common Stock, respectively.
Ben M. Brigham and Anne L. Brigham have shared power to vote
or direct the disposition of 1,889,278 and 1,898,782 shares of
Common Stock, respectively. See footnote 1 on page 2.
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
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATION
Not applicable.
Page 5 of 8 Pages
<PAGE> 6
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.
Date: February 11, 2000 /s/ BEN M. BRIGHAM
--------------------
Ben M. Brigham
Date: February 11, 2000 /s/ ANNE L. BRIGHAM
---------------------
Anne L. Brigham
Page 6 of 8 Pages
<PAGE> 7
EXHIBIT INDEX
EXHIBIT
1. Joint Filing Agreement
Page 7 of 8 Pages
<PAGE> 1
EXHIBIT 1
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(k) under the Securities Exchange Act of
1934, the persons named below agree to the joint filing on behalf of each of
them of a Statement on Schedule 13G/A (including amendments thereto) with
respect to the common stock of BRIGHAM EXPLORATION COMPANY and further agree
that this Joint Filing Agreement be included as an Exhibit to such joint
filings. In evidence thereof each of the undersigned, being duly authorized,
hereby execute this Agreement on the date set forth opposite his or her name.
Date: February 11, 2000 /s/ BEN M. BRIGHAM
---------------------------
Ben M. Brigham
Date: February 11, 2000 /s/ ANNE L. BRIGHAM
---------------------------
Anne L. Brigham
Page 8 of 8 Pages
