SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
HarCor Energy, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
411628209
(CUSIP Number)
Centennial Energy Partners, L.P.
900 Third Avenue, New York, NY 10022
(212) 753-5150
Attention: Peter K. Seldin
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 28, 1997
(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(b)(3) or (4), check the following
box [ ].
Check the following box if a fee is being paid with the statement [ ]. (A fee
is not required only if the reporting person: (1) has a previous statement on
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) 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).
(continued on following page(s))
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Centennial Energy Partners, L.P.
(13-3793743)
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: WC
5) Check 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: -0-
Shares
Beneficially (8) Shared Voting Power: 269,500
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 269,500
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
269,500
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 1.78%
14) Type of Reporting Person: PN
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Tercentennial Energy Partners, L.P.
(13-3877256)
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: WC
5) Check 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: -0-
Shares
Beneficially (8) Shared Voting Power: 165,000
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 165,000
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
165,000
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 1.09%
14) Type of Reporting Person: PN
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Quadrennial Partners, L.P.
(13-3883223)
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: WC
5) Check 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: -0-
Shares
Beneficially (8) Shared Voting Power: 36,100
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 36,100
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
36,100
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 0.24%
14) Type of Reporting Person: PN
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Joseph H. Reich & Co., Inc.
(13-3432270)
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: OO
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e): [ ]
6) Citizenship or Place of Organization: New York
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: -0-
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: -0-
11) Aggregate Amount Beneficially Owned by Each Reporting Person: -0-
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 0.00%
14) Type of Reporting Person: CO
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Joseph H. Reich
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: PF
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
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: 470,600
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 470,600
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 470,600
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.11%
14) Type of Reporting Person: IN
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Peter K. Seldin
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: PF
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
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: 470,600
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 470,600
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 470,600
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.11%
14) Type of Reporting Person: IN
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: Tracy S. Nagler
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: PF
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
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: 470,600
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 470,600
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 470,600
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.11%
14) Type of Reporting Person: IN
<PAGE>
Cusip No.: 411628209
1) Name of Reporting Person and S.S. or I.R.S. Identification No. of Above
Person: G. Bryan Dutt
2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ X ]
3) SEC Use Only:
4) Source of Funds: PF
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
Number of (7) Sole Voting Power: -0-
Shares
Beneficially (8) Shared Voting Power: 470,600
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 470,600
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 470,600
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.11%
14) Type of Reporting Person: IN
<PAGE>
This Amendment No. 1 to Schedule 13D, originally filed April 21, 1997
(the "Schedule 13D") by Centennial Energy Partners, L.P. et al, relates to the
common stock (the "Common Stock") of HarCor Energy, Inc. (the "Company"),
whose principal executive offices are at 5 Post Oak Park, Suite 2220, Houston,
Texas 77027. Unless otherwise indicated all capitalized terms used herein
shall have the same meanings as set forth in the Schedule 13D. All
information previously disclosed in the Schedule 13D, except as set forth
herein, is reconfirmed.
Item 5. Interest in Securities of the Issuer.
Item 5(a) of Schedule 13D is hereby amended and restated in its
entirety as follows:
(a) As of the date hereof, (i) Energy owns beneficially 269,500
shares of the Common Stock, constituting approximately 1.78% of the shares
outstanding (ii) Tercentennial owns beneficially 165,000 shares of Common
Stock, constituting approximately 1.09% of the shares outstanding, (iii)
Quadrennial owns beneficially 36,100 shares of Common Stock, constituting
approximately 0.24% of the shares outstanding, (iv) JHR & Co. owns
beneficially -0- shares of Common Stock, constituting approximately 0.00% of
the shares outstanding, such shares being held by it in a discretionary
account (the "Managed Account") managed by JHR & Co, (v) each of Joseph H.
Reich, Peter K. Seldin and Tracy S. Nagler own beneficially 470,600 shares of
Common Stock, representing the shares held by each of the entities named in
(i) through (iv) above, (vi) and G. Bryan Dutt owns beneficially 470,600
shares of Common Stock, representing the shares held by the entity named in
(i) through (iii) above. In the aggregate, the Reporting Persons beneficially
own a total of 470,600 shares of Common Stock, constituting approximately
3.11% of the shares outstanding. The percentages used herein are based upon
the 15,110,836 shares of Common Stock stated by the Company to be outstanding
as of December 31, 1996. This information was provided by the Company over
the telephone.
<PAGE>
Item 5(c) of Schedule 13D is hereby supplemented by the addition
of the following:
(c) All open market transactions in the Common Stock effected
during the past 60 days by the Reporting Persons are set forth in Schedule A
hereto. No other transactions in the Common Stock were effected by any of the
Reporting Persons during the sixty day period ending on the date hereof.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best of our knowledge and
belief, the undersigned certify that the information set forth in this
statement is true, complete and correct.
Dated: September 3, 1997
CENTENNIAL ENERGY PARTNERS, L.P.
By: /s/Peter K. Seldin
Peter K. Seldin
General Partner
TERCENTENNIAL ENERGY PARTNERS, L.P.
By: /s/Peter K. Seldin
Peter K. Seldin
General Partner
QUADRENNIAL PARTNERS, L.P.
By: /s/Peter K. Seldin
Peter K. Seldin
General Partner
JOSEPH H. REICH & CO., INC.
By: /s/Peter K. Seldin
Peter K. Seldin
Vice President
/s/Joseph H. Reich
Joseph H. Reich
/s/Peter K. Seldin
Peter K. Seldin
/s/Tracy S. Nagler
Tracy S. Nagler
/s/G. Bryan Dutt
G. Bryan Dutt
<PAGE>
Schedule A
OPEN MARKET TRANSACTIONS
Date of No. of Shares
Transaction Purchased\(Sold) Price Per Share
Centennial Energy Partners, L.P.
July 31, 1997 (11,600) 5.8750
August 20, 1997 (25,000) 5.9375
August 26, 1997 (10,000) 5.6875
August 28, 1997 (32,400) 5.3470
August 28, 1997 (137,500) 5.3750
Tercentennial Energy Partners, L.P.
July 31, 1997 ( 6,600) 5.8750
August 28, 1997 (19,800) 5.3470
August 28, 1997 (84,100) 5.3750
Quadrennial Partners, L.P.
July 31, 1997 ( 1,400) 5.8750
August 28, 1997 ( 4,300) 5.3470
August 28, 1997 (18,400) 5.3750
Joseph H. Reich & Co., Inc.
July 31, 1997 ( 400) 5.8750
August 28, 1997 (10,000) 5.3750
