UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Unit Corp.
(Name of Issuer)
COMMON STOCK, $0.20 PAR VALUE
(Title of Class of Securities)
909218109
(CUSIP Number)
December 31, 1999
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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).
<PAGE>
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Forstmann-Leff Associates, LLC
52-2169043
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF
SHARES 1,784,840 shares
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 1,525,575 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
1,979,092 shares
8 SHARED DISPOSITIVE POWER
2,330,275 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,309,367 shares (includes shares beneficially owned by FLA Asset
Management, LLC, Stamford Advisers, LLC and FLA Advisers L.L.C.)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
12.8%
12 TYPE OF REPORTING PERSON
IA, OO
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1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FLA Asset Management, LLC
52-2169045
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 346,500 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
1,151,200 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,151,200 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.4%
12 TYPE OF REPORTING PERSON
IA, OO
<PAGE>
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stamford Advisers LLC
13-4096659
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 29,700 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
29,700 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
29,700 shares
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.1%
12 TYPE OF REPORTING PERSON
IA, OO
<PAGE>
1 NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
FLA Advisers L.L.C.
13-3942422
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
5 SOLE VOTING POWER
NUMBER OF
SHARES None
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 1,179,075 shares
PERSON
WITH
7 SOLE DISPOSITIVE POWER
None
8 SHARED DISPOSITIVE POWER
1,179,075 shares
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,179,075 shares (includes shares beneficially owned by
Stamford Advisers LLC)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.5%
12 TYPE OF REPORTING PERSON
IA, OO
<PAGE>
Item 1(a) NAME OF ISSUER:
Unit Corp.
Item 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
1000 Kensington Centre
7130 South Lewis
Tulsa, Oklahoma 74136
Item 2(a) NAME OF PERSON FILING:
See Item 1 of the cover pages attached hereto
Item 2(b) Address of Principal Business Office, or if none,
residence:
590 Madison Avenue
New York, New York 10022
Item 2(c) CITIZENSHIP:
See Item 4 of the cover pages attached hereto
Item 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock, par value $0.20
Item 2(e) CUSIP NUMBER:
909218109
Item 3 Forstmann-Leff Associates, LLC, a Delaware limited
liability corporation and successor-in-interest to
Forstmann-Leff Associates Inc., a New York corporation,
is a registered investment adviser under Section 203 of
the Investment Advisers Act of 1940 (the "Act"). FLA
Asset Management, LLC, a Delaware limited liability
corporation and successor-in-interest to FLA Asset
Management, Inc., a Delaware corporation, is a registered
investment adviser under the Act and a subsidiary of
Forstmann-Leff Associates, LLC. FLA Advisers L.L.C., a
New York limited liability company, is a registered
investment adviser under the Act whose managing members
constitute a majority of the Executive Committee of the
Board of Mangers of Forstmann-Leff Associates, LLC.
Stamford Advisers LLC, a Delaware limited liability
corporation and successor-in-interest to Stamford
Advisers Corp., a New York corporation, is a registered
investment adviser under the Act whose parent company is
FLA Advisers L.L.C.
<PAGE>
Item 4 OWNERSHIP:
(a) Amount beneficially owned:
See Item 9 of the cover pages attached hereto
(b) Percent of Class:
See Item 11 of the cover pages attached hereto
(c) See Items 5 through 8 of the cover pages attached hereto
Item 5 OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not Applicable.
Item 6 OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
Various clients of the reporting persons have the right to
receive or the power to direct the receipt of dividends from,
or the proceeds from the sale of, the Common Stock of Unit
Corp. No one client's interest in the Common Stock of Unit
Corp. is more than five percent of the total outstanding
Common Stock.
Item 7 IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY
WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE
PARENT HOLDING COMPANY:
Not Applicable
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 I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired and
are held in the ordinary course of business and were not
acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
<PAGE>
SIGNATURES
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 8, 2000
FORSTMANN-LEFF ASSOCIATES, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Executive Vice President
FLA ASSET MANAGEMENT, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Executive Vice President
STAMFORD ADVISERS LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Managing Member
FLA ADVISERS L.L.C.
By: /s/ Peter A. Lusk
Peter A. Lusk
Managing Member
<PAGE>
<PAGE>
Exhibit A
AGREEMENT
The undersigned, Forstmann-Leff Associates, LLC, FLA Asset Management,
LLC, Stamford Advisers LLC and FLA Advisers L.L.C., agree that the statement to
which this exhibit is appended is filed on behalf of each of them.
February 8, 2000
FORSTMANN-LEFF ASSOCIATES, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Executive Vice President
FLA ASSET MANAGEMENT, LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Executive Vice President
STAMFORD ADVISERS LLC
By: /s/ Peter A. Lusk
Peter A. Lusk
Managing Member
FLA ADVISERS L.L.C.
By: /s/ Peter A. Lusk
Peter A. Lusk
Managing Member
<PAGE>
