UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
BETA OIL & GAS, INC.
_______________________________________________________________________
(Name of Issuer)
Common Stock, par value $.001 per share
________________________________________________________________________
(Title of Class of Securities)
08659A104
________________________________________________________________________
(CUSIP Number)
Mr. Joe Burnett
Beta Oil & Gas, Inc.
Two Warren Place
6120 South Yale Avenue, Suite 813
Tulsa, Oklahoma 74136
(918) 495-1011
________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
- with copies to -
Lynnwood R. Moore, Jr.
Conner & Winters
A Professional Corporation
3700 First Place Tower
15 E. 5th Street
Tulsa, Oklahoma 74103-4344
(918) 586-5711
October 11, 2000
___________________________________________________________________________
(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 Section 240.13d-1(e), 240.13d-1(f) or
240.13d-1(g), check the following box [ ].
Note: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Section 240.13d-7(b)
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 (the "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. 08659A104 Page 2
__________________________________________________________________________
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Rolf N. Hufnagel
__________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
___________________________________________________________________________
3 SEC USE ONLY
___________________________________________________________________________
4 SOURCE OF FUNDS (See Instructions)
Not applicable
__________________________________________________________________________
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
__________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
__________________________________________________________________________
NUMBER OF 7 SOLE VOTING POWER
SHARES 1,168,000
_________________________________________________________
BENEFICIALLY
8 SHARED VOTING POWER
OWNED BY
-0-
EACH _________________________________________________________
REPORTING 9 SOLE DISPOSITIVE POWER
PERSON 1,168,000
________________________________________________________
WITH
10 SHARED DISPOSITIVE POWER
-0-
_________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,168,000
_________________________________________________________________________
12 CHECK IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES
(See Instructions) [ ]
_________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11
9.46%
_________________________________________________________________________
14 TYPE OF REPORTING PERSON (See Instructions)
IN
_________________________________________________________________________
<PAGE>
CUSIP No. 08659A104 Page 3
This Amendment No. 1 amends the Schedule 13D dated September 10,
2000, filed by Rolf N. Hufnagel and relates to shares of common stock,
par value $.001 per share (the "Common Stock") of Beta Oil & Gas, Inc.,
a Nevada corporation ("Beta").
ITEM 1. SECURITY AND ISSUER
No modification.
ITEM 2. IDENTITY AND BACKGROUND
No modification.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
No modification.
ITEM 4. PURPOSE OF TRANSACTION
No modification.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
Parts (a), (b) and (c) of Item 5 of the Schedule 13D are hereby
replaced in their entirety as follows:
(a) Mr. Hufnagel presently is the beneficial owner of 1,168,000
shares of Common Stock of Beta. These securities represent 9.46% of the
outstanding shares of Common Stock of Beta.
(b) Mr. Hufnagel has the sole power to vote and dispose of
1,168,000 shares of Common Stock of Beta.
(c) Since the filing of his Schedule 13D, Mr. Hufnagel has sold
272,000 shares of the Common Stock of Beta in separate sales on the open
market as follows: on September 25, 2000, 2,000 shares were sold for
$8.625 per share; on October 11, 2000, 245,000 shares were sold for
$7.375 per share; on October 25, 2000, 5,000 shares were sold for
$8.1875 per share, and 10,000 shares were sold for $8.2331 per share;
and on October 26, 2000, 10,000 shares were sold for $8.1875 per share.
All of these sales were made pursuant to Beta's registration statement
on Form S-3 (File No. 333-45586). The sales of shares resulted in a
decrease in Mr. Hufnagel's beneficial ownership of more than 1% of the
class outstanding, and are the subject of this amendment.
There is no modification to parts (d) and (e) of Item 5.
<PAGE>
CUSIP No. 08659A104 Page 4
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
No modification.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
No modification.
SIGNATURE
After reasonable inquiry and to the best of his knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
/s/ Rolf N. Hufnagel
Dated: October 26, 2000 _____________________________________
Rolf N. Hufnagel
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the
statement is signed on behalf of a person by his authorized
representative (other than the executive officer or general partner of
this filing person), evidence of the representative's authority to sign
on behalf of such person shall be filed with the statement, provided,
however, that a power of attorney for this purpose which is already on
file with the Commission may be incorporated by reference. The name and
any title of each person who signs the statement shall be typed or
printed beneath his signature.
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE
FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
