SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
Seagull Energy Corporation
(Name of Issuer)
Common Stock $0.10 Par Value
(Title of Class of Securities)
812007-10-2
(CUSIP Number)
Steven M. Plon, Esquire, Silverman Coopersmith & Frimmer
Two Penn Center Plaza, Suite 910, Philadelphia, PA 19102, (215) 636-4482
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 2, 1998
(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 claim 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 13d1(a) for other parties to whom copies are to
be sent.
*The remainder of this coverage page shall be filed 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 action of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
<PAGE>
CUSIP No. 812007-10-2 13D Page 2 of 7
1. NAME OF REPORTING PERSONS S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
Leon S. Gross S.S. No. ###-##-####
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)
(b)
3. SEC USE ONLY
4. SOURCE OF FUNDS*
PF and 00
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7. SOLE VOTING POWER
3,243,389
8. SHARED VOTING POWER
0
9. SOLE DISPOSITIVE POWER
0
10. SHARED DISPOSITIVE POWER
3,243,389 [Shares are subject to Margin Account Agreements]
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,243,389
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.13% of the issued and outstanding stock
14. TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D Page 3 of 7
This Schedule 13D is being filed by the undersigned in
accordance with Rule 13d-2(a) of the general rules and
regulations under the Securities Exchange Act of 1934, as amended
(the "Exchange Act").
SCHEDULE 13D
Item 1. Security and Issuer.
This statement relates to the common stock, $0.10 par value
per share (the "Shares") of Seagull Energy Corporation, a Texas
corporation (the "Issuer").
Item 2. Identity and Background.
This statement is being filed by Leon S. Gross ("Mr.
Gross").
Mr. Gross' business address is c/o Enterprises, Inc., River
Park House, 3600 Conshohocken Avenue, Philadelphia, Pennsylvania,
19131. Mr. Gross is President of Enterprises, Inc., a privately
held corporation engaged in the business of marketing small
consumer items. The company's business address is the same as
Mr. Gross' business address. Mr. Gross's principal occupation at
this time is as a private investor in publicly held corporations.
Mr. Gross has never been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) and has
never 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 violations with respect to such laws. Mr. Gross is a
citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
The Shares of the Issuer owned by Mr. Gross were acquired at
an aggregate cost of $49,949,334. The funds required for the
purchases of the shares owned by Mr. Gross were provided, in
part, from Mr. Gross' personal funds and, in part, from funds
borrowed by Mr. Gross by purchasing such Shares through his
margin accounts at Advest, Inc. ("Advest"), Dean Witter Reynolds,
Inc. ("Dean Witter"), Donaldson, Lufkin & Jenrette Securities
Corporation ("Donaldson, Lufkin & Jenrette"), Goldman, Sachs &
Co. ("Goldman Sachs"), Gruntal & Co., Inc. ("Gruntal"), Lehman
Brothers, Inc. ("Lehman Brothers"), Merrill Lynch, Inc.
("Merrill Lynch"), Prudential Securities Incorporated
("Prudential) and Smith Barney, Inc. ("Smith
Barney")[collectively, the "Brokerage Firms"].
<PAGE>
Page 4 of 7
Item 4. Purpose of the Transaction.
Mr. Gross has invested in the Shares of the Issuer primarily
because of the possibility that it will be successful in its
business activities. Mr. Gross may make dispositions and
additional purchases subject to a number of factors, including
market prices of the Shares and his continuing review of the
business of and the prospects for the Issuer and general market
and business considerations.
Mr. Gross has no present plans or proposals which relate to,
or which would result in, any changes specified in clauses (b)
through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Gross beneficially owns 3,243,389 Shares,
representing 5.13% of the 62,243,000 issued and outstanding
Shares of the Issuer.
(b) Mr. Gross has the sole power to vote all Shares
beneficially owned by him. Mr. Gross' power to dispose of the
Shares beneficially owned by him is subject to the respective
rights of the Brokerage Firms under each of their respective
Margin Account Agreements (as defined in Item 6 below).
(c) Listed below are the acquisitions and dispositions of
Shares by Mr. Gross which have occurred since December 2, 1997,
which is the date sixty (60) days prior to the date of the event
which requires filing of this Schedule 13D. The acquisitions
were made through open market purchases.
Acquisitions by Mr. Gross since December 2, 1997
Date Number of Shares Price Per Share
12/12/97 10,000 $21.50
12/24/97 3,000 21.00
12/30/97 200 19.5625
12/30/97 3,300 19.75
01/07/98 50,000 20.00
01/07/98 1,000 20.00
<PAGE>
Page 5 of 7
01/26/98 5,000 $19.00
01/26/98 500 18.150
02/02/98 50,000 17.75
02/02/98 50,200 18.0436
02/02/98 30,000 17.625
02/02/98 1,100 17.75
02/03/98 50,000 18.00
Dispositions by Mr. Gross since December 2, 1997
Date Number of Shares Price Per Share
01/16/98 3,000 $17.50
01/26/98 1,000 18.75
01/27/98 14,200 18.0625
02/02/98 5,135 17.75
02/05/98 3,600 17.00
02/05/98 6,000 17.125
Item 6. Contracts, Arrangements, Understanding or
Relationship With Respect to Securities of the Issuer.
(a) The 3,243,389 Shares of the Issuer owned by Mr. Gross
are held subject to the following Margin Agreements (collectively, the
"Margin Account Agreements"):
(i) Margin Account Agreement by Mr. Gross in favor of Advest
(although undated, the agreement was executed by Mr. Gross in
1992)(the "Advest Agreement");
(ii) Margin Client Agreement dated September 1, 1994 by
Mr. Gross in favor of Dean Witter (the "Dean Witter
Agreement");
(iii) Customer Agreement dated December 11, 1995 by Mr.
Gross in favor of Donaldson, Lufkin & Jenrette and a
certain Margin Agreement made by Mr. Gross in favor of
Pershing, a division of Donaldson, Lufkin & Jenrette,
dated November 22, 1995 (collectively, the "Donaldson
Lufkin & Jenrette Agreement");
(iv) Individual/Multi-Party Margin Account Application
and Agreement by Mr. Gross in favor of Goldman Sachs
(although undated, it was executed by Mr. Gross in
June, 1994)(the "Goldman Sachs Agreement");
(v) Client Agreement by Mr. Gross in favor of Gruntal
and Co. dated October 30, 1995 (the "Gruntal
Agreement");
<PAGE>
Page 6 of 7
(vi) Client Agreement and Margin Account Agreement made
by Mr. Gross in favor of Lehman Brothers dated November
29, 1995 (the "Lehman Brothers Agreement");
(vii) Service Client Agreement between Mr. Gross and Merrill
Lynch & Co., Inc. dated November 25, 1997 (the "Merrill
Lynch Agreement");
(viii) Client Agreement by Mr. Gross in favor of
Prudential dated May 12, 1992 (the "Prudential
Agreement");
(ix) Client Agreement dated September 1, 1994 by Mr. Gross in favor of
Smith Barney (the "Smith Barney Agreement").
(b) As of the date of this Schedule 13D, Mr. Gross' Shares
are pledged with the Brokerage Firms as follows:
Brokerage Firm Number of Shares
Advest 155,728
Dean Witter 85,536
Donaldson, Lufkin 619,800
& Jenrette
Goldman Sachs 77,065
Gruntal 6,500
Lehman Brothers 1,343,400
Merrill Lynch 2,600
Prudential 952,720
Smith Barney 40
_________
TOTAL 3,243,389
<PAGE>
Page 7 of 7
Item 7. Material to be Filed as Exhibits.
Pursuant to Rule 311 of Regulation S-T, a copy of each of
the Margin Account Agreements is being filed in paper format
under cover of Form S-E as follows:
Exhibit A - Advest Agreement
Exhibit B - Dean Witter Agreement
Exhibit C - Donaldson Lufkin & Jenrette Agreement
Exhibit D - Goldman Sachs Agreement
Exhibit E - Gruntal Agreement
Exhibit F - Lehman Brothers Agreement
Exhibit G - Merrill Lynch Agreement
Exhibit H - Prudential Agreement
Exhibit I - Smith Barney Agreement
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.
February 16, 1998
Date
/s/ Leon S. Gross
Leon S. Gross
