UNITED STATES
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, $.10 Par Value
(Title of Class of Securities)
411628209
(CUSIP Number)
Daniel N. Sang, Esq.
Paulson & Co. Inc.
277 Park Avenue, 26th Floor
New York, New York 10172, Tel: (212) 350-5151
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
May 1, 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 the Following Pages)
Page 1 of 7 Pages
SCHEDULE 13D
CUSIP No. 411628209 Page 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
PAULSON INTERNATIONAL LTD.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
X
(b)
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
NUMBER 7 SOLE VOTING POWER
OF
0
SHARES
8 SHARED VOTING POWER
1,013,400
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,013,400
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,013,400
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.68%
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1_7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. 411628209 Page 3 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
PAULSON 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*
OO
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 7 SOLE VOTING POWER
OF
0
SHARES
8 SHARED VOTING POWER
387,100
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
387,100
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
387,100
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.55%
14 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1_7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
CUSIP No. 411628209 Page 4 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
PAULSON & CO. INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
X
(b)
3 SEC USE ONLY
4 SOURCE OF FUNDS*
OO
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 7 SOLE VOTING POWER
OF
0
SHARES
8 SHARED VOTING POWER
1,486,300
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
1,486,300
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,486,300
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.80%
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1_7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
SCHEDULE 13D
This Amendment No.1 amends and supplements the following Items of the
reporting persons' Statement on Schedule 13D ("The Schedule") with regard to
the Common Stock of Harcor Energy, Inc. This Amendment No.1 is being filed
to report a net increase from 8.44% to 9.80% in the beneficial ownership
of the Common Stock of the Issuer since the filing of the Schedule and not
previously reported.
ITEM 3. Source and Amount of Funds or Other Consideration
Shares of Common Stock beneficially owned were acquired by
PIL for aggregate consideration of $2,201,044 using funds in
margin accounts maintained with Bear Stearns Securities Corp.
Shares of Common Stock beneficially owned were sold by PPLP for an
aggregate consideration of $679,987. Additional shares of Common Stock
beneficially owned by PCI were sold for aggregate consideration of
$178,962.
ITEM 5. Interest in Securities of the Issuer
(a) PIL, PPLP and PCI own the following shares of Common
Stock as of May 1, 1997:
Holder # of shares Percent of the class of
Common Stock
Paulson International Ltd. 1,013,400 6.68%
Paulson Partners L.P. 387,000 2.55%
Paulson & Co. Inc. 1,486,300* 9.80%
* Includes 85,500 shares of Common Stock held by private
discretionary accounts as to which PCI has investment discretion.
Also includes shares owned by each of PPLP and PIL as to which PCI
has investment discretion. PCI expressly disclaims equitable
ownership of pecuniary interest in such shares owned by each of PPLP
and PIL.
(b) Each of PPLP and PIL has the shared power with PCI to
vote or direct the vote of, and to dispose or direct the disposition
of, the Common Stock beneficially owned by PPLP and PIL,
respectively. Information regarding each of PPLP, PIL and PCI for
the purposes of subpragraph (b) of this Item 5 is set forth in Item
2 of the Schedule and expressly incorporated by refernce herein. PCI has the
power to vote or direct the vote of, and to dispose or direct the
disposition of the Common Stock beneficially owned by it.
(c) The following transactions were effected by PPLP, PIL
and PCI:
Paulson Partners L.P. Paulson International Ltd. Paulson & Co. Inc.*
Shares Shares Shares
Date Bought Average Date Bought Average Date Bought Average
(Sold) (Sold) (Sold)
4/3/97 6,800 $6.06 4/3/97 16,600 $6.06 4/3/97 1,600 $6.06
4/3/97 13,700 $6.00 4/3/97 33,300 $6.00 4/3/97 3,000 $6.00
4/25/97 2,700 $5.88 4/24/97 10,000 $5.75 4/25/97 600 $5.88
4/28/97 5,400 $5.88 4/25/97 6,700 $5.88 4/28/97 1,400 $5.88
5/1/97 (148,000) $5.75 4/28/97 13,200 $5.88 5/1/97 (38,000) $5.75
4/30/97 11,600 $5.88
5/1/97 100,000 $5.88
5/1/97 186,000 $5.75
*Discretionary Accounts Only
All reported transactions were effected on NASDAQ in New York.
(d) No person other than PPLP has the right to receive or
the power to direct the receipt of dividends from, or the proceeds
from the sale of, the shares of Common Stock beneficially owned by
PPLP.
No person other than PCI has the right to receive or the
power to direct the receipt of dividends from, or the proceeds from
the sale of, the shares of Common Stock beneficially owned by PCI.
No person other than PIL has the right to receive or the
power to direct the receipt of dividends from, or the proceeds from
the sale of, the shares of Common Stock beneficially owned by PIL.
(e) Not applicable.
SIGNATURE
After reasonable inquiry and to the best of its knowledge
and belief, the undersigned each certifies that the information set
forth in this statement is true, complete, and correct.
Dated: May 1, 1997
PAULSON PARTNERS L.P.
By: Paulson & Co. Inc.
General Partner
By: John A. Paulson
President
PAULSON INTERNATIONAL LTD.
By: Paulson & Co. Inc., as
Investment Manager
By: John A. Paulson
President
PAULSON & CO. INC.
By: John A. Paulson
President
