AMERICAN EXPLORATION CO
SC 13G/A, 1998-02-13
CRUDE PETROLEUM & NATURAL GAS
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               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                          Amendment to
                          SCHEDULE 13G
            Under the Securities Exchange Act of 1934
                                
                                
                                
                                
     Name of Issuer:  American Exploration Company
     
     Title of Class of Securities:  Common Stock

     CUSIP Number:  025762808

     No fee is being paid with this amendment.

     (1)  Name of Reporting Person:  UNUM Corporation
          I.R.S. Identification Number of Above Person:

          010405657

     (2)  Member of a Group:
                    
          (a)  Not Applicable
          (b)  Filing being made on behalf of Reporting Person and
               subsidiaries, pursuant to Rule 13d-1(f)(1)

     (3)  SEC Use Only

     (4)  Place of Organization:  Delaware

     Number of Shares Beneficially Owned by Reporting Person

     with

     (5)  Sole Voting Power:  None (See Exhibit A)

     (6)  Shared Voting Power:  None (See Exhibit A)

     (7)  Sole Dispositive Power:    None (See Exhibit A)

     (8)  Shared Dispositive Power:  None (See Exhibit A)

     (9)  Aggregate Amount Beneficially Owned by Reporting
          Person:  None (See Exhibit A)

    (10) Aggregate Amount in Row (9) Excludes Certain Shares:
         Not Applicable

    (11) Percent of Class Represented by Amount in Row (9):
         0%

    (12) Type of Reporting Person:  HC (See Exhibit A)
                               
<PAGE>                               
Item 1.

     (a)  Name of Issuer:

          American Exploration Company

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

     1331 Lamar Street
     Suite 900
     Houston, TX 77010-3088

Item 2.

     (a)  Name of Person Filing:

     UNUM Corporation

     (b)  Address of Principal Business Office:

     2211 Congress Street
     Portland, ME 04122

     (c)  Citizenship:

     A Delaware corporation

     (d)  Title of Class of Securities:

     Common Stock

     (e)  CUSIP Number:

     025762808

Item 3.  This amendment is filed pursuant to Rule 13d-2(b).
         The person filing this amendment is a parent holding company,
         in accordance with Section 240.13d-1(b)(ii)(G).  (See Exhibit A)

Item 4.   Ownership:

     (a)  Number of Shares Beneficially Owned:  None (See
          exhibit A)

     (b)  Percent of Class:  0%

     (c)  Number of shares as to which such person has

     Sole power to vote or
     to direct the vote:       None (See Exhibit A)

     Shared power to vote or
     to direct the vote:       None (See Exhibit A)

     Sole power to dispose or
     to direct disposition:    None (See Exhibit A)
                               
     Shared power to dispose
     or to direct disposition: None (See Exhibit A)
                               
Item 5.   Ownership of 5% or less of a class:

     This amendment is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities.

Item 6.   Ownership of More than 5% on Behalf of Another
          Person:  Not Applicable    

Item 7.   Identification and Classification
          of the Subsidiaries Which Acquired the Security Being reported
          on By the Parent Holding Company:  See Exhibit A
<PAGE>
Item 8.   Identification and Classification of Members of the
          Group:  Not Applicable

Item 9.   Notice of Dissolution of Group:  Not Applicable

Item 10.  Certification:

     By signing below, UNUM Corporation certifies that, to
the best of its 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 purposes
or effect.


SIGNATURE


     After reasonable inquiry and to the best of its
knowledge and belief, UNUM Corporation certifies that the
information set forth in this amendment is true, complete and
correct.


Date:  February 10, 1998  (As of December 31, 1997)


UNUM Corporation


By   /s/ Peter J. Moynihan
         Peter J. Moynihan
         Senior Vice President, Investments
<PAGE>





                          EXHIBIT A
Item 3.  Status of Person Filing; Classification/Types of
Subsidiaries:

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

     The security being reported on by UNUM Corporation in
     its capacity as a parent holding company was acquired by
     its wholly-owned subsidiaries, UNUM Life Insurance
     Company of America, an insurance corporation organized
     and existing under the laws of the State of Maine, and
     First UNUM Life Insurance Company, an insurance
     corporation organized and existing under the laws of the
     State of New York, further information regarding which
     subsidiaries is as follows:
     
     UNUM Life Insurance Company of America:

          This subsidiary's I.R.S. identification number is
          010278678.
          The address of this subsidiary's principal
          executive office is the same as that of the parent
          holding company.

          Until October 14, 1997, this subsidiary held
          direct legal and beneficial ownership of 696,901
          shares of the common stock of American Exploration
          Company which are part of the subject of this
          amendment, of which 648,524 shares were held in this
          Subsidiary's General Account.  An additional 48,377
          shares had been acquired for and held in its Separate
          Account which funded, in part, UNUM's pension plan.
          On or about January 4, 1997 those 48,377 shares were
          transferred to the pension plan to be held directly
          by it, and managed by UNUM Life Insurance Company of
          America pursuant to an Investment Management
          Agreement.  (See Item 5)

   UNUM Employees Lifecycle Plan (formerly known as the UNUM
   Employees Pension Plan and Trust):
          The pension plan's I.R.S. identification number is 01
          0475853.  

          The address of the plan's principal administrative
          office is the same as that of the parent holding
          company.

          Until October 14, 1997, the plan held direct legal
          and beneficial ownership of 48,377 shares of the
          common stock of American Exploration Company which
          are part of the subject of this amendment.  (See Item
          5)

     First UNUM Life Insurance Company:
          This subsidiary's I.R.S. identification number is 13
          1898173.

          The address of this subsidiary's principal
          executive office is
               120 White Plains Road
               Third Floor
               Tarrytown, NY 10591

          Until October 14, 1997, this subsidiary held direct
          legal and beneficial ownership of 102,537.4 shares of
          the common stock of American Exploration Company
          which are part of the subject of this amendment.
          (See Item 5)

     Each subsidiary is an insurance company as defined in
     Section 3(a)(19) of the Act, and its classification or
     type for purposes of Item 3 is "IC."

     The UNUM Employees Lifecycle Plan is an employee benefit
     plan, pension fund which is subject to the provisions of
     the Employee Retirement Income Security Act of 1974, and
     its classification or type for purposes of Item 3 is "IF."

     To the best of its knowledge and belief and that of the
     parent holding company, these shares were respectively
     acquired by each subsidiary 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 purposes or effect.

     The parent holding company filing this amendment does not
     directly own any security of the subject class, and no
     other direct or indirect subsidiary of this parent holding
     company holds any security of the subject class.

Item 5.  Ownership of Five Percent or Less of a Class.
The parent holding company is filing this amendment to report
that, as of the date hereof, neither it nor its subsidiaries
and its pension plan in the aggregate hold five percent or
more of the class of securities previously reported, as a
result of the following events.

On October 14, 1997, pursuant to an Agreement and Plan of
Reorganization dated as of June 24, 1997, American
Exploration Company merged with and into Louis Dreyfus
Natural Gas Corp., with the latter company being the
surviving company.  In the Merger, each share of Common Stock
of American Exploration Company was exchanged for 0.72 shares
of the Common Stock of Louis Dreyfus Natural Gas Corp., cusip
number 546011107, plus $3.00 in cash, with fractional shares
being exchanged for cash.  As a result of this exchange, the
parent holding company filing this amendment and its
subsidiaries and its pension plan in the aggregate hold no
Common Stock of American Exploration Company, and less than
one and one half percent (1.5%) of the Common Stock of Louis
Dreyfus Natural Gas Corp.




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