SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
COHO ENERGY, INC.
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(Name of issuer)
Common Stock
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(Title of class of securities)
19248110
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(CUSIP Number)
Peter R. Vogelsang, Esq.
Morgan Stanley & Co. Incorporated
1221 Avenue of the Americas
New York, New York 10020
Tel. No.: (212) 703-4000
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(Name, address and telephone number of person
authorized to receive notices and communications)
May 12, 1998
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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
statement because of Rule 13d-1(b)(3) or (4), check the following |_|.
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other 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 (the "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 pages)
<PAGE>
This Amendment No. 3 amends and supplements the Schedule 13D
(the "Schedule 13D") filed with the Securities and Exchange Commission on
December 19, 1994, by (i) The Morgan Stanley Leveraged Equity Fund II, L.P., a
Delaware limited partnership ("MSLEF II"), (ii) Morgan Stanley Leveraged Equity
Fund II, Inc., a Delaware corporation and the general partner of MSLEF II
("MSLEF II, Inc."), (iii) Morgan Stanley, Dean Witter, Discover & Co., a
Delaware corporation ("MSDWD & Co."), (iv) Quinn Oil Company Ltd., a Texas
limited partnership ("Quinn Oil"), and (v) Carl S. Quinn, general partner of
Quinn Oil ("Mr. Quinn") (collectively, the "Filing Persons"), and is filed to
reflect information required by Rule 13d-2 under the Securities Exchange Act of
1934, as amended, with respect to the Common Stock, par value $.01 per share
(the "Common Stock"), of Coho Energy, Inc., a Texas corporation (the "Issuer").
Item 1. Security and Issuer.
This statement relates to the Common Stock, par value $.01 per
share (the "Common Stock"), of Coho Energy, Inc. (the "Issuer"). The Issuer is a
Texas corporation and has its principal executive offices located at Suite 860,
14785 Preston Road, Dallas, Texas 75240.
Item 2. Identity and Background.
(a) The names of the persons filing this statement are (i) The Morgan
Stanley Leveraged Equity Fund II, L.P., a Delaware limited partnership ("MSLEF
II"), (ii) Morgan Stanley Leveraged Equity Fund II, Inc., a Delaware corporation
and the general partner of MSLEF II ("MSLEF II, Inc."), (iii) Morgan Stanley
Dean Witter & Co., a Delaware corporation ("MSDW & Co.") (formerly called Morgan
Stanley, Dean Witter, Discover & Co.), (iv) Quinn Oil Company Ltd., a Texas
limited partnership ("Quinn Oil"), and (v) Carl S. Quinn, general partner of
Quinn Oil ("Mr. Quinn"; collectively, the "Filing Persons").
Item 5. Interest in Securities of the Issuer.
(a) On May 12, 1998, (i) MSLEF II sold 1,350,440 shares of
Common Stock and (ii) Quinn Oil sold 134,744 shares of Common Stock at a price
per share of $7.00 to Energy Investment Partnership No.1.
<PAGE>
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.
Dated: May 13, 1998 THE MORGAN STANLEY LEVERAGED
EQUITY FUND II, L.P.
By Morgan Stanley Leveraged Equity
Fund II, Inc., as general partner
By /s/ Howard I. Hoffen
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Name: Howard I. Hoffen
Title: Authorized Signatory
MORGAN STANLEY LEVERAGED
EQUITY FUND II, INC.
By /s/ Howard I. Hoffen
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Name: Howard I. Hoffen
Title: Authorized Signatory
MORGAN STANLEY DEAN WITTER, & CO.
By /s/ Peter R. Vogelsang
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Name: Peter R. Vogelsang
Title: Authorized Signatory
<PAGE>
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.
Dated: May 13, 1998 QUINN OIL COMPANY LTD.
By /s/ Carl S. Quinn
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Name: Carl S. Quinn
Title: General Partner
/s/ Carl S. Quinn
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Carl S. Quinn
