SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
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)
April 21, 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: 486,000
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 486,000
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
486,000
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 3.22%
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: 275,500
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 275,500
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
275,500
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 1.82%
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: 60,200
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 60,200
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
60,200
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 0.40%
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: 10,400
11) Aggregate Amount Beneficially Owned by Each Reporting Person:
10,400
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 0.07%
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: 821,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 832,100
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 832,100
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 5.51%
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: 821,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 832,100
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 832,100
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 5.51%
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: 821,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 832,100
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 832,100
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 5.51%
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: 821,700
Owned by
Each (9) Sole Dispositive Power: -0-
Reporting
Person With (10) Shared Dispositive Power: 821,700
11) Aggregate Amount Beneficially Owned by Each Reporting Person: 821,700
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares:
[ ]
13) Percent of Class Represented by Amount in Row (11): 5.44%
14) Type of Reporting Person: IN
<PAGE>
Item 1. Security and Issuer.
This 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.
Item 2. Identity and Background.
(a)This statement is filed by (i) Centennial Energy Partners, L.P.
("Energy"), a Delaware limited partnership, with respect to Common Stock held
by it; (ii) Tercentennial Energy Partners, L.P. ("Tercentennial"), a Delaware
limited partnership, with respect to Common Stock held by it; (iii)
Quadrennial Partners, L.P. ("Quadrennial"), a Delaware limited partnership,
with respect to Common Stock held by it; (iv) Joseph H. Reich & Co., Inc.
("JHR & Co."), a New York corporation, with respect to Common Stock held in a
discretionary account (the "Managed Account") managed by JHR & Co.; (v) each
of Joseph H. Reich, Peter K. Seldin and Tracy S. Nagler with respect to
shares of Common Stock held by each of the entities named in (i) through (iv)
above; and (vi) G. Bryan Dutt with respect to shares of common stock held by
the entities named in (i)through (iii) above. Energy, Tercentennial and
Quadrennial are collectively referred to herein as the "Partnerships".
Energy, Tercentennial, Quadrennial, JHR & Co., Mr. Reich, Mr. Seldin, Ms.
Nagler and Mr. Dutt are collectively referred to herein as the "Reporting
Persons". The general partners of Energy, Tercentennial and Quadrennial are
Joseph H. Reich, Peter K. Seldin, Tracy S. Nagler and G. Bryan Dutt. Mr.
Reich is the President, sole Shareholder and sole Director of JHR & Co. Mr.
Seldin is the Vice President of JHR & Co. Ms. Nagler is the Chief Financial
Officer of JHR & Co. Any disclosures herein with respect to other than the
Reporting Persons are made on information and belief.
(b) The principal business address of each of the Reporting Persons
is 900 Third Avenue, New York, New York 10022.
(c) The principal business of Energy, Tercentennnial and
Quadrennial is that of engaging in the purchase and sale of securities for
investment for its own account. The principal business of JHR & Co. is that of
providing administrative and management services to the Partnerships. The
present principal occupation of Mr. Reich is Managing General Partner of the
Partnerships and President of JHR & Co. Mr. Seldin's present principal
occupation is General Partner of the Partnerships and Vice President of JHR &
Co. Ms. Nagler's present principal occupation is General Partner of the
Partnerships and Chief Financial Officer of JHR & Co. Mr. Dutt's present
principal occupation is General Partner of the Partnerships.
(d) None of the Reporting Persons has, during the last five years,
been convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) None of the Reporting Persons has, during the last five years,
been 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) Energy, Tercentennial and Quadrennial are Delaware limited
partnerships. JHR & Co. is a New York Corporation. Mr. Reich, Mr. Seldin, Ms.
Nagler and Mr. Dutt are United States citizens.
Item 3. Source and Amount of Funds or Other Consideration.
The purchase price (including commissions, if any) of $2,211,494 for
the 486,000 shares of the Common Stock purchased by Energy was furnished from
contributions made to Energy by the partners of Energy.
The purchase price (including commissions, if any) of $1,378,694 for
the 275,500 shares of the Common Stock purchased by Tercentennial was furnished
from contributions made to Tercentennial by the partners of Tercentennial.
The purchase price (including commissions, if any) of $270,900 for
the 60,200 shares of the Common Stock purchased by Quadrennial was furnished
from contributions made to Quadrennial by the partners of Quadrennial.
The purchase price (including commissions, if any) of $47,100 for the
10,400 shares of the Common Stock purchased by JHR & Co. was furnished from
working capital of the Managed Account.
Item 4. Purpose of Transaction.
The purpose of the acquisition of shares of Common Stock by the
Reporting Persons is for investment. Each may make further purchases of Common
Stock from time to time and may dispose of any or all of such shares held by it
at any time. None of the Reporting Persons has any plan or proposal which
relate to, or could result in, any of the matters referred to in paragraphs (b)
through (j), inclusive, of Item 4 of Schedule 13D. Such entities and persons
may, at any time and from time to time, review or reconsider its position with
respect to the Company, and formulate plans or proposals with respect to any of
such matters, but have no present intention of doing so.
Item 5. Interest in Securities of the Issuer.
(a) As of the date hereof, (i) Energy owns beneficially 486,000
shares of the Common Stock, constituting approximately 3.22% of the shares
outstanding (ii) Tercentennial owns beneficially 275,500 shares of Common Stock,
constituting approximately 1.82% of the shares outstanding, (iii) Quadrennial
owns beneficially 60,200 shares of Common Stock, constituting approximately
0.40% of the shares outstanding, (iv) JHR & Co. owns beneficially 10,400 shares
of Common Stock, constituting approximately 0.07% 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 832,100 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 821,700 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 832,100 shares of Common Stock,
constituting approximately 5.44% 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.
(b) The Partnerships have the power to vote and to dispose of the
shares of Common Stock owned by it, which power may be exercised by the general
partners of the Partnerships. JHR & Co. has the power to dispose of the shares
of Common Stock held by it in the Managed Account, which power may be exercised
by the executive officers of JHR & Co. Pursuant to an investment management
agreement, the Managed Account client retains the right to vote the shares of
Common Stock held in the Managed Account.
(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.
(d) No person other than each respective record owner referred to
herein of the Common Stock is known to have the right to receive or the power to
direct the receipt of dividends from or the proceeds of the sale of the Common
Stock.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Except as described above, there are no contracts, arrangements,
understandings or relationships (legal or otherwise) among the persons named in
Item 2 hereof or between such persons and any other person with respect to any
securities of the Company, including but not limited to transfer or voting of
any other securities, finder's fees, joint ventures, loan or option
arrangements, puts or calls, guarantees of profits, divisions of profits or
loss, or the giving or withholding of proxies.
Item 7. Material to be Filed as Exhibits.
There is filed herewith as Exhibit 1 a written agreement
relating to the filing of joint acquisition statements as requested by Rule 13d-
1(f)(1) under the Securities Exchange Act of 1934, as amended.
<PAGE>
SIGNATURE S
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: April 30, 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.
April 8, 1997 4,000 5.9375
April 25, 1997 10,000 5.7500
Tercentennial Energy Partners, L.P.
March 6, 1997 (40,000) 5.9688
March 7, 1997 (50,000) 6.3750
March 31, 1997 10,000 5.8750
April 8, 1997 4,000 5.9375
April 9, 1997 13,100 5.9375
April 21, 1997 20,000 5.8750
April 23, 1997 11,000 5.7500
April 25, 1997 40,000 5.7500
Quadrennial Partners, L.P.
March 6, 1997 (40,000) 5.9688
Joseph H. Reich & Co., Inc.
March 6, 1997 (10,000) 5.9688
<PAGE>
EXHIBIT 1
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d - 1(f)(1)
The undersigned acknowledge and agree that the foregoing statement
on Schedule 13D is filed on behalf of each of the undersigned and that all
subsequent amendments to this statement on Schedule 13D shall be filed on behalf
of each of the undersigned without the necessity of filing additional joint
acquisition statements. The undersigned acknowledge that each shall be
responsible for the timely filing of such amendments, and for the completeness
and accuracy of the information concerning him/her or it contained therein, but
shall not be responsible for the completeness and accuracy of the information
concerning the other, except to the extent that he/she or it knows or has reason
to believe that such information is inaccurate.
Dated: April 30, 1997 /s/Peter K. Seldin
Peter K. Seldin, General
Partner of Centennial Energy
Partners, L.P. Tercentennial
Energy Partners, L.P. and
Quadrennial Partners, L.P. and
as Vice President of Joseph H.
Reich & Co., Inc.
/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
