MAPCO INC
SC 13G/A, 1995-06-19
PETROLEUM REFINING
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                               SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549

                                 SCHEDULE 13G

                     Under the Securities Exchange Act of 1934
                               (Amendment No. 7)*


                                     MAPCO, INC.
                                   (Name of Issuer)

                                       Common
                          (Title of Class of Securities)

                                     565097102                    
                                  (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 prior 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).    
               
                     (Continued on following page(s))

                          Page 1 of 7 Pages
     

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______________________________________________________________
                                       
                             13G

CUSIP NO.   565097102                        PAGE 2 OF 7 PAGES

______________________________________________________________
1   NAME OF REPORTING PERSON
    S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

    OPPENHEIMER GROUP, INC.
    I.R.S. NO. 13-3331657
______________________________________________________________
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
______________________________________________________________
NUMBER OF   5   SOLE VOTING POWER
                
SHARE           0
               _______________________________________________
BENEFICIALLY    6   SHARED VOTING POWER

OWNED BY            1,421,797
            _______________________________________________
EACH        7   SOLE DISPOSITIVE POWER

REPORTING           0
               _______________________________________________
PERSON      8   SHARED DISPOSITIVE POWER

WITH                1,421,797
______________________________________________________________
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
    PERSON         
                1,421,797
______________________________________________________________
10  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
    CERTAIN SHARES 

______________________________________________________________
11  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

                   4.76%
______________________________________________________________
12  TYPE OF REPORTING PERSON

    HC
______________________________________________________________
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                                     Page 3 of 7 Pages
                                      SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C.  20549

                                Schedule 13G
                                  Under the Securities Exchange Act of 1934

Check the following box if a fee is being paid with this Statement 

Item 1(b)   Name of Issuer:  MAPCO, INC.


Item 1(b)   Address of Issuer's Principal Executive Offices:

                1800 South Baltimore Ave., Tulsa, OK 74101-0645

Item 2(a)   Name of Person Filing:

                Oppenheimer Group, Inc.

Item 2(b)   Address of Principal Business Office:

                Oppenheimer Tower, World Financial Center
                New York, New York 10281

Item 2(c)   Citizenship:

                Inapplicable

Item 2(d)     Title of Class of Securities:

                Common 

Item 2(e)   CUSIP Number:    565097102

                         
Item 3(g)       ____X____    Parent Holding Company, in accordance with 
                    Section 240.13d - 1(b)(1)(ii)(G)  
                    See Exhibit I hereto

Item 4(a)   Amount Beneficially Owned:

                Oppenheimer Group, Inc.      - 1,421,797

Item 4(b)   Percent of Class:

                Oppenheimer Group, Inc.      - 4.76%

PAGE
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                                              Page 4 of 7 Pages
Item 4(c)(i) Sole Power to Vote or to direct the vote -
                     Oppenheimer Group, Inc.   -            0

Item 4(c)(ii)    Shared power to vote or to direct the vote - 
                     Oppenheimer Group, Inc.   -  1,421,797

Item 4(c)(iii)   Sole power to dispose or to direct the disposition of -
                     Oppenheimer Group, Inc.   -            0

Item 4(c)(iv)    Shared power to dispose or to direct the disposition of -
                     Oppenheimer Group, Inc.   -   1,421,797
2,994,110            * 

Item 5       Ownership to Five Percent or Less of a Class:
                     Inapplicable

Item 6       Ownership of More than Five Percent on Behalf of
                     Another Person:

                     Iapplicable

Item 7       Identification and Classification of the Subsidiary Which
                 Acquired the Security Being Reported on By the Parent
                 Holding Company: 

                     See Exhibit II hereto

Item 8       Identification and Classification of Members of the Group:
                     Inapplicable

Item 9       Notice of Dissolution of Group:
                     Inapplicable

Item 10      Certification:

          By signing below I certify that, to the best of my knowledge and
          belief, the securities referred to above 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.

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.

Date:               June 15, 1995

Signature:      By: /s/ Robert I. Kleinberg    

Name/Title:         Robert I. Kleinberg, Vice President/Secretary           

 .

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                                     Page 5 of 7 pages
                                    EXHIBIT I 
Oppenheimer Group, Inc. ("Oppenheimer Group") is a holding company which
owns directly and indirectly a variety of subsidiary companies
("Subsidiaries") including the companies identified on the exhibit to
this Schedule 13G engaged in various aspects of the financial services
business.  83.39% of the issued and outstanding Common Stock of
Oppenheimer Group is owned by Oppenheimer & Co., L.P., ("Oppenheimer
LP"), a limited partnership formed by the management of Oppenheimer.  The
general and limited partnership interests in Oppenheimer LP are owned by
employees of Oppenheimer & Co., Inc. ("Opco") and its affiliates and
include the executive officers of Opco.  16.61% of Group's capital stock
has been issued to certain Oppenheimer LP warrantholders upon
presentation for exercise of warrants issued to various investors in
Oppenheimer LP's 1986 Private Placement.  Opco, an indirect wholly-owned
subsidiary of Oppenheimer Group, is a diversified investment banking and
securities firm.  Oppenheimer Financial Corp., a wholly-owned subsidiary
of Oppenheimer Group, is the sole general partner of Oppenheimer Capital,
L.P. ("Opcap LP"), a limited partnership which owns a majority interest
in Oppenheimer Capital general partnership, which carries on an
investment advisory business activity directly and through certain
investment advisory companies one of which serves as advisor to a group
of mutual funds. 
The amendment to Schedule 13G is being filed by Oppenheimer Group as a
parent holding company pursuant to the provisions of Rule 13(d) - (1) (b)
on behalf of Oppenheimer LP and the Subsidiaries and/or certain
investment advisory clients or discretionary accounts of the Subsidiaries
and relating to their collective beneficial ownership of shares of common
stock of the Issuer.
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                                                  Page 6 of 7 Pages 

Management of the affairs of Oppenheimer Group, the Subsidiaries and of
certain advisory clients including decisions respecting dispositions
and/or voting of the shares of the common stock of the Issuer resides in
respective officers and directors of the Subsidiaries and is not directed
by Oppenheimer Group or Oppenheimer LP.   

Accordingly, the filing of this amendment to Schedule 13G by Oppenheimer
Group is not intended as, and should not be deemed, an acknowledgment of
beneficial ownership or shared voting or dispositive power by Oppenheimer
Group, Oppenheimer LP or any intermediary company of the shares of the
common stock of the Issuer owned by such Subsidiaries or investment
advisory clients of investment advisory clients, such beneficial
ownership or attribution or shared voting or dispositive power being
disclaimed.



MIK8-EXHIBIT.I95                 
PAGE
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                                                 Page 7 of 7 Pages

                                          EXHIBIT II     

  The Parent Holding Company is filing on behalf of Oppenheimer
  Financial Corp., Oppenheimer Equities, Inc. and Oppenheimer Holdings,
  Inc. which would be classified as Item 3(g), Oppenheimer & Co., Inc.
  which would be classified as Item 3(a), and Oppenheimer Capital and
  Quest for Value Advisors which would be classified as Item 3(e).

  MIK8-EX-IIA 
MAPCO.695  
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