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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934*
VISTA ENERGY RESOURCES, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.01 PER SHARE
(Title of Class of Securities)
928350 10 7
(CUSIP Number)
STEVEN D. GRAY
550 WEST TEXAS AVENUE
SUITE 700
MIDLAND, TEXAS 79701
(915) 570-5045
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
Copy to:
A. WINSTON OXLEY
VINSON & ELKINS L.L.P.
3700 TRAMMELL CROW CENTER
2001 ROSS AVENUE
DALLAS, TEXAS 75201
(214) 220-7891
OCTOBER 28, 1998
(Date of Event which Requires Filing of this Statement on Schedule 13D)
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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: 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 the 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).
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CUSIP NO. 928350 10 7
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1 Name of Reporting Person
I.R.S. Identification No. of above person (entities only)
Steven D. Gray
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2 Check the appropriate box if a member of a group (a) [ ]
(b) [ ]
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3 SEC use only
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4 Source of Funds 00 (See Item 3)
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5 Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e) [ ]
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6 Citizenship or Place of Organization United States
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7 Sole Voting Power 1,492,118 (1)
Number of Shares Beneficially -------------------------------------------
8 Shared Voting Power 0
Owned by Each Reporting -------------------------------------------
9 Sole Dispositive Power 1,492,118 (1)
Person With -------------------------------------------
10 Shared Dispositive Power 0
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11 Aggregate Amount Beneficially Owned by each Reporting
Person 1,492,118 (1)
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12 Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
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13 Percent of Class Represented by Amount in Row (11) 8.81%
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14 Type of Reporting Person IN
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(1) Includes 632,838 shares issuable upon exercise of stock warrants
exercisable within 60 days of May 1, 1999 at an exercise price of $4.00 per
share.
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The information contained in this Schedule 13D is as of the date
hereof, unless otherwise expressly provided herein.
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this statement relates is
common stock, par value $.01 per share (the "Common Stock"), of Vista Energy
Resources, Inc., a Delaware corporation (the "Company"). The address of the
principal executive offices of the Company is 550 West Texas Avenue, Suite 700,
Midland, Texas 79701.
ITEM 2. IDENTITY AND BACKGROUND.
This Schedule 13D is being filed by Steven D. Gray, a United States
citizen. Steven D. Gray is sometimes referred to herein as the "Reporting
Person."
Steven D. Gray is the President and a Director of the Company. The
principal business address of Steven D. Gray, Vista Energy Resources, Inc. is
550 West Texas Avenue, Suite 700, Midland, Texas 79701.
The Reporting Person has not, during the last five years, (i) been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of which was or is
subject to a judgment, decree or final order enjoining future violations of, or
prohibiting or mandating activities subject to, federal or state securities laws
or finding any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
On October 28, 1998, Steven D. Gray acquired 859,280 shares of Common
Stock and Warrants for 632,838 shares of Common Stock as a result of the
exchange of certain securities owned by Mr. Gray in Vista Resources I, Inc. for
the above-described shares of Common Stock and Warrants of the Company.
ITEM 4. PURPOSE OF THE TRANSACTION.
The shares of Common Stock purchased by the Reporting Person have been
acquired for investment purposes.
(a), (b), (c), (d), (e), (f), (g), (h), (i) and (j). The Reporting
Person does not have plans or proposals which relate to or would result in: (i)
the acquisition by any person of additional securities of the Company, or the
disposition of securities of the Company; (ii) an extraordinary corporate
transaction, such as a merger, reorganization or liquidation of the Company or
any of its subsidiaries; (iii) a sale or transfer of a material amount of assets
of the Company or any of its subsidiaries; (iv) any change in the present board
of directors or management of the Company, including any plans or proposals to
change the number or term of directors or to fill any existing vacancies on the
Company's board of directors; (v) any material change in the present
capitalization or dividend policy of the Company; (vi) any other material change
in the Company's business or corporate structure, including but not limited to,
if the Company is a registered closed-end investment company, and any plans or
proposals to make any changes in its investment policy for which a vote is
required by section 13 of the Investment Company Act of 1940; (vii) changes in
the Company's charter, bylaws or instruments corresponding thereto or other
actions which may impede the acquisition of control of the Company by any
person; (viii) causing a class of securities of the Company to be delisted from
a national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(ix) a class of equity securities of the Company becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Securities
Exchange Act of 1934, as amended; or (x) any action similar to any of those
enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) and (b).
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Steven D. Gray may be deemed to beneficially own 1,492,118 shares of
Common Stock, representing 8.81% of the total outstanding shares of Common
Stock. This includes 632,838 shares issuable upon exercise of stock warrants
exercisable within 60 days of May 1, 1999 at an exercise price of $4.00 per
share.
(c), (d) and (e). Not applicable
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or relationships
between the Reporting Person and any other person or entity with respect to the
shares of Common Stock deemed to be beneficially owned by the Reporting Person.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
Dated: May 17, 1999 /s/ STEVEN D. GRAY
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Steven D. Gray
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EXHIBIT INDEX
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None.
