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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)
Westmoreland Coal Company
(Name of Issuer)
Common Stock
(Title of Class of Securities)
960878304
(CUSIP Number)
Christopher J. Rupright, Esq.
Shartsis Friese & Ginsburg LLP
One Maritime Plaza, 18th Floor
San Francisco, CA 94111
(415) 421-6500
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
March 11, 1999
(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(e), 13d-1(f) or 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 Rule 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 ("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).
Potential persons who are to respond to the collection of information
contained in this form are not required to respond unless the form displays
a currently valid OMB control number.
SEC 1746 (10-97)
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CUSIP No. 960878304 Page 2 of 8 Pages
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1 NAME OF REPORTING PERSON
IRS IDENTIFICATION NO. OF ABOVE PERSON
Lonestar Partners, L.P.
- --------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
- --------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------
4 SOURCE OF FUNDS*
WC
- --------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
- --------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
- --------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY -------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 304,646
REPORTING -------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH -0-
-------------------------------------------------
10 SHARED DISPOSITIVE POWER
304,646
- --------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
304,646
- --------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
/ /
- --------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.3
- --------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
PN
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CUSIP No. 960878304 Page 3 of 8 Pages
- --------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
IRS IDENTIFICATION NO. OF ABOVE PERSON
Jerome L. Simon
- --------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) /X/
(b) / /
- --------------------------------------------------------------------------
3 SEC USE ONLY
- --------------------------------------------------------------------------
4 SOURCE OF FUNDS*
AF
- --------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
- --------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- --------------------------------------------------------------------------
NUMBER OF 7 SOLE VOTING POWER
SHARES -0-
BENEFICIALLY -------------------------------------------------
OWNED BY 8 SHARED VOTING POWER
EACH 304,646
REPORTING -------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH -0-
-------------------------------------------------
10 SHARED DISPOSITIVE POWER
304,646
- --------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
304,646
- --------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
/ /
- --------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.3
- --------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IA and IN
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CUSIP No. 960878304 Page 4 of 8 Pages
ITEM 1. SECURITY AND ISSUER.
This statement relates to shares of Common Stock (the "Stock") of
Westmoreland Coal Company ("WCC"). The principal executive office of WCC
is located at 2 North Cascade Ave., 14th Floor, Colorado Springs, CO
80903-1614.
ITEM 2. IDENTITY AND BACKGROUND.
The persons filing this statement and the persons enumerated in Instruction
C of Schedule 13D and, where applicable, their respective places of
organization, general partners, directors, executive officers and
controlling persons, and the information regarding them, are as follows:
(a) Lone Star Partners, L.P., a Delaware limited partnership ("LP")
and Jerome L. Simon ("Simon").
(b) The business address of LP and Simon is 735 Montgomery St., Suite
400, San Francisco, CA 94111.
(c) Simon is the investment adviser to and general partner of LP,
which is an investment limited partnership.
(d) During the last five years, none of such persons has been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, none of such persons was a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction and as a result of such proceeding 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.
(f) Simon is a citizen of the United States of America.
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CUSIP No. 960878304 Page 5 of 8 Pages
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The source and amount of funds used in purchasing the Stock were as
follows:
Purchaser Source of Funds Amount
LP Working Capital $619,094.00
Simon (1) Funds Under Manager $619,094.00
(1) Includes funds of LP invested in Stock.
ITEM 4. PURPOSE OF TRANSACTION.
The Reporting Persons have purchased the Stock for investment purposes.
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CUSIP No. 960878304 Page 6 of 8 Pages
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
The beneficial ownership of the Stock of the persons named in Item 2 of
this statement is as follows at the date hereof:
Aggregate
Beneficially
Owned Voting Power Dispositive Power
Name Number Percent Sole Shared Sole Shared
LP 304,646 4.3 -0- 304,646 -0- 304,646
Simon 304,646 4.3 -0- 304,646 -0- 304,646
The persons filing this statement effected the following transactions in
the Stock in the past 60 days:
Purchase Number Price
or Sale Date of Shares Per Share
S 3-2-99 13,500 3.7500
S 3-2-99 30,000 3.7500
S 3-3-99 2,500 3.7500
S 3-9-99 17,500 3.7500
S 3-9-99 1,000 3.8125
S 3-11-99 110,000 4.0625
S 3-15-99 44,000 4.5650
S 3-17-99 3,000 4.7500
All transactions were executed through the over-the-counter market.
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CUSIP No. 960878304 Page 7 of 8 Pages
ITEM. 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
Simon is the general partner of LP pursuant to a limited partnership
agreement providing to Simon the authority, among other things, to invest
the funds of LP in Stock, to vote and dispose of Stock and to file this
statement on behalf of LP. Pursuant to such limited partnership agreement,
the general partner of LP is entitled to allocations based on assets under
management and realized and unrealized gains.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
A. Agreement Regarding Joint Filing of Statement on Schedule 13D or 13G.
SIGNATURES
After reasonable inquiry and to the best of my knowledge, I certify
that the information set forth in this statement is true, complete and
correct.
DATED: March 19, 1999
Lonestar Partners, L.P.
By: /s/ Jerome S. Simon /s/ Jerome L. Simon
Jerome L. Simon, Jerome L. Simon
General Partner
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CUSIP No. 960878304 Page 8 of 8 Pages
EXHIBIT A
AGREEMENT REGARDING JOINT FILING
OF STATEMENT ON SCHEDULE 13D OR 13G
The undersigned agree to file jointly with the Securities and Exchange
Commission (the "SEC") any and all statements on Schedule 13D or Schedule
13G (and any amendments or supplements thereto) required under section
13(d) of the Securities Exchange Act of 1934, as amended, in connection
with purchases by the undersigned of common stock of Westmoreland Coal
Company. For that purpose, the undersigned hereby constitute and appoint
Jerome L. Simon as their true and lawful agent and attorney-in-fact, with
full power and authority for and on behalf of the undersigned to prepare or
cause to be prepared, sign, file with the SEC and furnish to any other
person all certificates, instruments, agreements and documents necessary to
comply with section 13(d) and section 16(a) of the Securities Exchange Act
of 1934, as amended, in connection with said purchases, and to do and
perform every act necessary and proper to be done incident to the exercise
of the foregoing power, as fully as the undersigned might or could do if
personally present.
DATED: September 2, 1998.
Lonestar Partners, L.P.
By: /s/ Jerome L. Simon /s/ Jerome L. Simon
Jerome L. Simon, Jerome L. Simon
General Partner
CJR\4355\003\1036063.01
