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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 1
Benz Energy Inc.
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(Name of Issuer)
Class A, Series II Convertible Preferred Stock, par value $1.00 per share
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(Title of Class of Securities)
083453209
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(CUSIP Number)
August 3, 2000
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(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)
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).
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SCHEDULE 13G/A
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CUSIP No. 083453209
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Harken Energy Corporation
95-2841597
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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 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5 SOLE VOTING POWER
NUMBER OF 0
SHARES --------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 23,380(1)
EACH --------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 23,380
WITH --------------------------------------------------
8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
23,380
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
9.73%(2)
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12 TYPE OF REPORTING PERSON
CO
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(1) Harken and Benz have entered into a Proxy Agreement pursuant to which
Harken has granted Benz, as holder of the Proxy, the right to vote all the
shares Harken owns of any Benz voting securities that would be entitled to vote
at any meeting of, or action taken by, the stockholders of Benz, if (1) such
vote treats Harken the same as all other securities in that class subject to the
vote, (2) such vote is on a resolution or matter that either directly or
indirectly relates to a strategic transaction, including, but not limited to, a
merger, or sale of Benz, a purchase by Benz of another company or substantial
amount of assets, re-capitalization or exchange offer to holders of Benz
securities, and (3) the vote does not create a new class of Benz securities. If
the Proxy may be voted by Benz as specified above, it will be voted in
accordance with the direction of the majority of the members of Benz's Board of
Directors. The right of Benz to vote particular Benz securities acquired by
Harken expires two years after the date of such securities' acquisition.
(2) Based upon 239,701 shares outstanding as of March 31, 2000, as reported
in the Issuer's Quarterly Report on Form 10-QSB for the quarter ended March 31,
2000.
Page 2 of 5 Pages
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Item 1(a) Name of Issuer:
Benz Energy Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
1000 Louisiana Street, 15th Floor
Houston, Texas 77002
Item 2(a) Name of Person Filing:
Harken Energy Corporation
Item 2(b) Address of Principal Business Office:
16285 Park Ten Place, Suite 600
Houston, Texas 77084
Item 2(c) Citizenship:
Delaware
Item 2(d) Title of Class of Securities:
Class A, Series II Convertible Preferred Stock, $1.00 par value.
Item 2(e) CUSIP Number:
083458209
Item 3 Status of Person Filing:
Not applicable.
Item 4 Ownership:
(a) Amount Beneficially Owned: 23,380 shares of Class A, Series
II Convertible Preferred Stock, par value $1.00.
(b) Percent of Class: 9.73%.(3)
(c) Number of shares as to which each person has:
(i) sole power to vote or to direct the vote: 0 shares.
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(3) Based upon 239,701 shares outstanding as of March 31, 2000, as reported
in the Issuer's Quarterly Report on Form 10-QSB for the quarter ended March 31,
2000.
Page 3 of 5 Pages
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(ii) shared power to vote or to direct the vote: 23,380
shares.
See footnote (1) in Item 6 of the Cover Page.
(iii)sole power to dispose or to direct the disposition of:
23,380 shares.
(iv) shared power to dispose or to direct the disposition
of: 0 shares.
Item 5 Ownership of 5% or Less of a Class:
Not applicable.
Item 6 Ownership of More than 5% 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:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and
are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were
not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
Page 4 of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: August 4, 2000
HARKEN ENERGY CORPORATION
By: /s/ Karen Kerr-Johnson
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Name: Karen Kerr-Johnson
Title: Assistant General Counsel
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