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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
(Amendment No. 7)*
American Exploration Company
(Name of Issuer)
Common Stock, $.05 par value per share
(Title of Class of Securities)
025762-10-5
(CUSIP Number)
John Stine, Esq., 51 Madison Avenue, New York, NY 10010 (212) 576-7643
----------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
November 12, 1996
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(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 this 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 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.)
NOTE: See Rule 13d-1(a) for parties to whom copies are to be sent.
*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
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 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. 025762-10-5 Page 2 of 6 Pages
1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON:
New York Life Insurance Company
I.R.S. Identification No. 13-5582869
2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) / /
3) SEC USE ONLY
4) SOURCE OF FUNDS*
N/A
5) CHECK BOX IF DISCLOSURE OF LEGAL
PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e) / /
6) CITIZENSHIP OR PLACE OF ORGANIZATION
New York
7) SOLE VOTING POWER
712,083 shares, including 545,416 shares of
Common Stock and 100,000 Depositary Shares
which are convertible into 166,667 shares of
Common Stock.
NUMBERS OF
SHARES 8) SHARED VOTING POWER
BENEFICIALLY
OWNED BY None
EACH
REPORTING 9) SOLE DISPOSITIVE POWER
PERSON
WITH 712,083 shares, including 545,416 shares of
Common Stock and 100,000 Depositary Shares
which are convertible into 166,667 shares of
Common Stock.
10) SHARED DISPOSITIVE POWER
None
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CUSIP No. 025762-10-5 Page 3 of 6 Pages
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
712,083 shares, including 545,416 shares of Common Stock and 100,000
Depositary Shares which are convertible into 166,667 shares of Common
Stock.
12) CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* / /
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.492% of Common Stock
14) TYPE OF REPORTING PERSON*
IC
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING
EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.
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New York Life Insurance Company Page 4 of 6 Pages
CUSIP No. 025762-10-5
ITEM 1. SECURITY AND ISSUER.
This Amendment No. 7 to Schedule 13D relates to the common
stock, par value $.05 per share (the "Common Stock"), of American Exploration
Company, a Delaware corporation (the "Company"), with principal executive
officers at 1331 Lamar, Houston, Texas 77010 and is being filed pursuant to Rule
13d-2 under the Securities Exchange Act of 1934, as amended (the "Exchange
Act").
ITEM 2. IDENTITY AND BACKGROUND.
This Amendment No. 7 is being filed on behalf of New York Life
Insurance Company, a mutual insurance company organized under the laws of the
State of New York ("NYLife"), with its principal business and principal office
located at 51 Madison Avenue, New York, New York 10010.
During the last five years, none of NYLife or, to the best of
the knowledge of NYLife, its officers or directors has (i) been convicted in any
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(ii) been a party to any civil proceeding of a judicial or administrative body
of competent jurisdiction which resulted in 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 AMOUNTS OF FUNDS OR OTHER CONSIDERATION.
Not applicable
ITEM 4. PURPOSE OF TRANSACTION.
Sale of 436,113 shares of Common Stock in a public offering by
the Company pursuant to registration rights previously granted to NYLife by the
Company. NYLife does not have any present plans or proposals which relate to or
which would result in (i) the acquisition by any person of securities of the
Company or the disposition of additional securities of the Company, (ii) an
extraordinary corporate transaction, such as a merger, reorganization or
liquidation, involving the Company or any of its subsidiaries, (iii) a sale or
transfer of a material amount of assets of the Company or any of its
subsidiaries, (iv) any change in the present Board of Directors or management of
the Company, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the Board of the Company, (v) any
material change in the present capitalization or dividend policy of the Company,
(vi) any other material change in the Company's business or corporate structure,
(vii) changes in the Restated Certificate of Incorporation or Bylaws of the
Company or from a national securities exchange or to cease to be authorized to
be quoted in an inter-dealer instruments corresponding thereto or other actions
which may impede the acquisition of control of the Company by any person, (viii)
causing a class of securities of the Company to be delisted
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New York Life Insurance Company Page 5 of 6 Pages
CUSIP No. 025762-10-5
from a national securities exchange or to cease to be authorized to be quoted in
an inter-dealer quotation system of a registered national securities
association, (ix) a class of equity securities of the Company becoming eligible
for termination of registration pursuant to Section 12(g)(4) of the Exchange
Act, or (x) any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of the date hereof, NYLife beneficially owns 545,416 shares of
Common Stock and 100,000 depositary shares, each representing 1/200th interest
in one share of $450 Cumulative Convertible Preferred Stock, Series C of the
Company (the "Depositary Shares"). The Depositary Shares are convertible into
166,667 shares of Common Stock of the Company. On a fully diluted basis this
represents approximately 4.492% of the Common Stock of the Company.
(b) NYLife has sole power to vote or to direct the vote of, and sole
power to dispose or direct the disposition of, 712,083 shares of the Company,
including 545,416 shares of Common Stock and 100,000 Depositary Shares,
convertible into 166,667 shares of Common Stock. NYLife has shared power to vote
or to direct the vote of, and shared power to dispose or direct the disposition
of, 0 shares of the Company.
(c) NYLife sold 379,229 shares of Common Stock at a price of $12.875
per share and 56,884 shares of Common Stock at a price of $12.875 in a public
offering by the Company which was concluded on November 12, 1996.
(d) No other person is known to have the right to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale of, such
securities.
(e) On November 12, 1996, NYLife ceased to be the beneficial owner of
more than five percent of the shares of Common Stock of the Company.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Not applicable
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New York Life Insurance Company Page 6 of 6 Pages
CUSIP No. 025762-10-5
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in the statement is true,
complete and correct.
November 15, 1996 NEW YORK LIFE INSURANCE COMPANY
By /s/ William Y. Cheng
___________________________
William Y. Cheng
Vice President
