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SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
OCEAN ENERGY, INC.
(Name of Issuer)
COMMON STOCK, PAR VALUE $.10 PER SHARE
(Title of Class of Securities)
67481E-10-6
(CUSIP Number)
JAMES C. FLORES
C/O ROBERT K. REEVES
OCEAN ENERGY, INC.
1001 FANNIN, SUITE 1600
HOUSTON, TX 77002
(713) 265-6000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
JANUARY 1, 2000
(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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box: [ ]
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Section 240.13d-7(b) for
other parties to whom copies are to be sent.
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).
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SCHEDULE
13D
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
James C. Flores
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
00
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
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7 SOLE VOTING POWER
5,505,466
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NUMBER OF
SHARES 8 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 3,305,016
EACH ----------------------------------------------------------------
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH
5,471,735
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10 SHARED DISPOSITIVE POWER
3,305,016
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,810,482
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.2%
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14 TYPE OF REPORTING PERSON
IN
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STATEMENT ON SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER
This statement on Schedule 13D relates to the common stock, par value
$.10 per share (the "Common Stock") of Ocean Energy, Inc., a Texas corporation
(the "Company"), which has its principal executive offices at 1001 Fannin, Suite
1600, Houston, Texas 77002.
ITEM 2. IDENTITY AND BACKGROUND
This statement is filed by James C. Flores, whose principal business
address is 1001 Fannin, Suite 1600, Houston, Texas 77002. Mr. Flores is Vice
Chairman of the Company and a member of the Company's board of directors. Mr.
Flores is a citizen of the United States.
During the last five years, Mr. Flores has not been (i) convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) 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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Mr. Flores acquired the shares of Common Stock owned by him as a result
of the merger effective March 30, 1999 between the Company and Ocean Energy,
Inc., a Delaware corporation, and pursuant to options and restricted shares
issued to him by the Company pursuant to the Company's stock option plans.
ITEM 4. PURPOSE OF TRANSACTION
The Common Stock beneficially owned by Mr. Flores was acquired for
investment purposes. Mr. Flores does not have any plans, nor has he made any
proposals, which relate to or would result in any of the events enumerated in
paragraphs (a) through (j) of Item 4 to Schedule 13D. Mr. Flores intends to
review his investment in the Company on a continuing basis and, depending upon
the price of, and other market conditions relating to, the Common Stock,
subsequent developments affecting the Company, the Company's business and
prospects, other investment and business opportunities available to him, general
stock market and economic conditions, tax considerations and other factors
deemed relevant, may decide to increase or decrease the size of his investment
in the Company.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
According to the Company, 166,446,275 shares of Common Stock were issued
and outstanding as of January 31, 2000. The following information is based on
such number of shares. Mr. Flores directly beneficially owns an aggregate of
3,711,235 shares of Common Stock,
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constituting approximately 2.2% of the outstanding shares of Common Stock. Mr.
Flores has sole power to dispose of and vote such shares. Mr. Flores is also
deemed to directly beneficially own an aggregate of 1,760,500 shares of Common
Stock subject to options previously granted by the Company that are currently
vested and exercisable. If exercised in full, the shares underlying such options
would represent approximately 1.1% of the outstanding shares of Common Stock.
Mr. Flores is also deemed to directly beneficially own 25,000 shares of Common
Stock issued under the Company's incentive plan and subject to certain
restrictions. These restricted shares vest in three equal annual installments
beginning on January 3, 2001. Mr Flores has sole voting power and no investment
power with respect to such shares. Mr. Flores may also be deemed to indirectly
beneficially own 3,305,016 shares of Common Stock owned by the Flores Family
Limited Partnership, a Texas limited partnership (the "Flores Partnership"). Mr.
Flores and his wife, Cherie H. Flores, are each a general partner of the Flores
Partnership and in such capacity share the power to vote and dispose of the
shares owned by the Flores Partnership. The shares of Common Stock owned by the
Flores Partnership represent approximately 2% of the outstanding shares of
Common Stock. Mr. Flores may be deemed to indirectly beneficially own 6,563
shares of Common Stock held on his behalf by the Company's 401(k) plan and 2,168
shares of Common Stock held through the Company's employee stock ownership plan.
Mr. Flores has sole voting power and no investment power with respect to these
shares of Common Stock. Mr. Flores has not effected any transactions in shares
of Common Stock in the past sixty days.
Mrs. Flores' mail address is P.O. Box 1083, Houston, Texas 77251. She is
a citizen of the United States and is not presently employed. During the last
five years, Mrs. Flores has not been (i) convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors) or (ii) 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.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
Mr. Flores and the Company have entered into an Employment Agreement,
dated as of January 1, 2000 (the "Employment Agreement") relating to his
position as Vice Chairman of the Company. The Employment Agreement provides in
specified circumstances for the removal of the restrictions on any restricted
stock grants to Mr. Flores and for the vesting of all of Mr. Flores' outstanding
stock options. The Employment Agreement is incorporated herein by reference.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
A. Employment Agreement dated as of January 1, 2000, by and between
the Company and James C. Flores (incorporated by reference to
Exhibit 99.4 to the Company's Current Report on Form 8-K as filed
with the Securities and Exchange Commission on January 7, 2000).
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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.
Date: February 10, 2000
By: /s/ James C. Flores
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JAMES C. FLORES
