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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. __)*
Bellwether Exploration Company
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
079895207
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(CUSIP Number)
Check the following box if a fee is being paid with this statement / /. (A fee
is not required only if the filing 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).
*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 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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CUSIP No. 079895207 SCHEDULE 13G Page 2 of 8 Pages
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
WEISS, PECK & GREER, L.L.C.
2. Check the Appropriate Box if a Member of a Group* (a) / /
(b) /x/
3. SEC Use Only
4. Citizenship or Place of Organization
DELAWARE
5. Sole Voting Power
-0-
Number of Shares
6. Shared Voting Power
Beneficially 515,200
Owned by Each
7. Sole Dispositive Power
Reporting Person -0-
With
8. Shared Dispositive Power
515,200
9. Aggregate Amount Beneficially Owned by Each Reporting Person
515,200
10. Check Box if the Aggregate Amount in Row (9)
Excludes Certain Shares* /xxx/
11. Percent of Class Represented by Amount in Row 9
5.67%
12. Type of Reporting Person*
BD,IA,PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 079895207 SCHEDULE 13G Page 3 of 8 Pages
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
WPG-Farber, Weber Fund, L.P. (Formerly WPG-Farber Partners Fund, L.P.)
2. Check the Appropriate Box if a Member of a Group* (a) / /
(b) /x/
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware
5. Sole Voting Power
-0-
Number of Shares
6. Shared Voting Power
Beneficially 389,200
Owned by Each
7. Sole Dispositive Power
Reporting Person -0-
With
8. Shared Dispositive Power
389,200
9. Aggregate Amount Beneficially Owned by Each Reporting Person
389,200
10. Check Box if the Aggregate Amount in Row (9)
Excludes Certain Shares* / x /
11. Percent of Class Represented by Amount in Row 9
4.28%
12. Type of Reporting Person*
BD,IA,PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 079895207 SCHEDULE 13G Page 4 of 8 Pages
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
WPG-Farber, Weber Overseas, L.P. (Formerly WPG-Farber Overseas Partners,
Ltd.)
2. Check the Appropriate Box if a Member of a Group* (a) / /
(b) /x/
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands, BWI
5. Sole Voting Power
-0-
Number of Shares
6. Shared Voting Power
Beneficially 110,900
Owned by Each
7. Sole Dispositive Power
Reporting Person -0-
With
8. Shared Dispositive Power
110,900
9. Aggregate Amount Beneficially Owned by Each Reporting Person
110,900
10. Check Box if the Aggregate Amount in Row (9)
Excludes Certain Shares* / x /
11. Percent of Class Represented by Amount in Row 9
1.22
12. Type of Reporting Person*
BD,IA,PN
* SEE INSTRUCTIONS BEFORE FILLING OUT!
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Cusip No. 079895207 13G Page 5 of 8
Item 1(a). Name of Issuer: Bellwether Exploration Company
Item 1(b). Address of Issuer's Principal Executive Office:
1331 Lamar Street, Ste. 1455
Houston, Texas 77010-3030
Item 2(a). Name of Person Filing: Weiss, Peck & Greer, L.L.C. ("WPG"),
WPG-Farber, Weber Fund, L.P. (formerly WPG-Farber Partners
Fund, L.P.) ("WPG-FW") and WPG-Farber, Weber Overseas, L.P.
(formerly WPG-Farber Overseas Partners, Ltd.) ("WPG-FWO").
Item 2(b). Address of Principal Business Office, or if None, Residence:
One New York Plaza
New York, NY 10004
Item 2(c). Citizenship: WPG is a limited liability company, organized
under the laws of the State of Delaware.
WPG-FW is a Delaware limited partnership.
WPG-FWO is a limited partnership organized under the laws of
the Cayman Islands, BWI.
Item 2(d). Title of Class of Securities: Common Stock
Item 2(e). CUSIP Number: 079895207
Item 3. If this statement is Filed Pursuant to Rules 13d-1(b) or
13d-2(b), Check Whether the Person Filing is a:
(a) ( X ) Broker or Dealer registered under Section
15 of the Securities Exchange Act of 1934
(the "Act")
(b) ( ) Bank as defined in Section 3(a) (6) of the
Act
(c) ( ) Insurance Company as defined in Section
3(a) (19) of the Act
(d) ( ) Investment Company registered under
Section 8 of the Investment Company Act of
1940
(e) ( X ) Investment Adviser registered under
Section 203 of the Investment Advisers Act
of 1940
(f) ( ) Employee Benefit Plan, Pension Fund which
is subject to the provisions of the
Employee Retirement Income
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Cusip No. 079895207 13G Page 6 of 8
Security Act of 1974 or Endowment Fund;
see Sec. 240.13d-1(b) (1) (ii) (F)
(g) ( ) Parent Holding Company, in accordance with
Sec. 240.13d-1(b) (ii) (G) (Note: See Item
7)
(h) ( ) Group, in accordance with paragraph
240.13d-1(b) (1) (ii) (H)
Item 4. Ownership:
The following information concerning percentages of ownership of outstanding
shares of common stock is based on a total of 9,090,000 shares reported to be
outstanding by Bellwether Exploration Company at December 31, 1996.
This Statement on Schedule 13G ("Schedule 13G") is filed by Weiss, Peck & Greer,
L.L.C., a Delaware limited liability company which is registered as a
broker-dealer under Section 15 of the Act, and as an investment adviser under
Section 203 of the Investment Advisers Act of 1940, as amended.
As of December 31, 1996, WPG-FW, a Delaware limited partnership, a general
partner of which is WPG, owned of record 389,200 shares of Bellwether
Exploration Company common stock (the "Common Stock") constituting in the
aggregate approximately 4.28% of the outstanding shares. By reason of its
relationship with WPG-FW such shares may be deemed to be beneficially owned,
within the meaning of Rule 13d-3, by WPG. WPG expressly disclaims beneficial
ownership of the Common Stock. WPG-FW has the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
shares owned by it.
As of December 31, 1996, WPG-FWO, a Cayman Islands limited partnership, owned of
record 110,900 shares of Common Stock constituting in the aggregate
approximately 1.22% of the outstanding shares. WPG is a general partner of
WPG-FWO. By reason of its relationship with WPG-FWO such shares may be deemed to
be beneficially owned, within the meaning of Rule 13d-3, by WPG. WPG expressly
disclaims beneficial ownership of the Common Stock. WPG-FWO has the right to
receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, the shares owned by it.
This Schedule 13G is not being filed with respect to the shares of Common Stock
which may be owned by principals of WPG, or by their respective spouses or as
custodian or trustee for their respective family members or by their respective
family foundations, since WPG does not possess or shares voting or investment
power with respect to such shares. Each of such principals disclaims, pursuant
to Rule 13d-4, that he is the beneficial owner, within the meaning of Rule
13d-3, of the shares of common stock owned by the various parties referred to in
this Schedule 13G, other than such shares as the respective general partner owns
of record.
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Cusip No. 079895207 13G Page 7 of 8
Item 5. Ownership of Five Percent or Less of a Class:
Not applicable.
Item 6. Ownership of More Than Five Percent 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 the Group:
Not applicable.
Item 10. Certification:
By signing below, Richard S. Pollack, General Counsel of WPG, certifies that, to
the best of his knowledge and belief, securities referred to above as being held
or owned beneficially by WPG, WPG-FW and WPG-FWO were acquired in the ordinary
course of business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such securities
and were not acquired in connection with or as a participant in any transaction
having such purpose or effect.
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Cusip No. 079895207 13G Page 8 of 8
SIGNATURE
After reasonable inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: February 11, 1997
WEISS, PECK & GREER, L.L.C.
By: /s/ Richard S. Pollack
Richard S. Pollack
General Counsel
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (see 18 U.S.C. 1001).
