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Previous: PLUMA INC, 424B4, 1997-03-12 |
Next: SCRIPPS E W CO /DE, 10-K, 1997-03-12 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 4 )*
Cliffs Drilling Company
(Name of Issuer)
Common Stock
(Title of Class of Securities)
18682C100
(CUSIP Number)
Jonathan Green, Esq.
Appaloosa Management L.P.
51 John F. Kennedy Parkway
Short Hills, New Jersey 07078
(201) 376-5400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 7, 1997
(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 .
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 disclosure 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).
Exhibit Index: Page 6
Page 1 of 9 Pages<PAGE>
SCHEDULE 13D
CUSIP No. 18682C100 Page 2 of 9 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Appaloosa Management L.P.
2 Check the Appropriate Box If a Member of a Group*
a.
b. X
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
Delaware
7 Sole Voting Power
Number of409,500
Shares
Beneficially 8 Shared Voting Power
Owned By-0-
Each
Reporting 9 Sole Dispositive Power
Person409,500
With
10 Shared Dispositive Power
-0-
11 Aggregate Amount Beneficially Owned by Each
Reporting Person
409,500
12 Check Box If the Aggregate Amount in Row (11)
Excludes Certain Shares*
13 Percent of Class Represented By Amount in Row (11)
5.49%
14 Type of Reporting Person*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!<PAGE>
SCHEDULE 13D
CUSIP No. 18682C100 Page 3 of 9 Pages
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
David A. Tepper
2 Check the Appropriate Box If a Member of a Group*
a.
b. X
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
United States
7 Sole Voting Power
Number of409,500
Shares
Beneficially 8 Shared Voting Power
Owned By-0-
Each
Reporting 9 Sole Dispositive Power
Person409,500
With
10 Shared Dispositive Power
-0-
11 Aggregate Amount Beneficially Owned by Each
Reporting Person
409,500
12 Check Box If the Aggregate Amount in Row (11)
Excludes Certain Shares*
13 Percent of Class Represented By Amount in Row (11)
5.49%
14 Type of Reporting Person*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13D
This Amendment No. 4 to the statement on
Schedule 13D filed on behalf of Appaloosa
Management L.P. (the "Manager") and David A. Tepper
("Mr. Tepper" and together with the Manager,
collectively, the "Reporting Persons") on May 8,
1996, as amended by Amendment No. 1 filed on
October 15, 1996, Amendment No. 2 filed on November
25, 1996, Amendment 2/A filed on November 27, 1996
and Amendment No. 3 filed on January 28, 1997 (the
"Schedule 13D"), relates to the common stock of
Cliffs Drilling Company (the "Company").
Capitalized terms used but not otherwise defined
herein shall have the meanings ascribed to such
terms in the Schedule 13D. The Schedule 13D is
hereby amended and supplemented as follows:
Item 5.Interest in Securities of the Issuer
Since the filing of Amendment No. 3 to the
Schedule 13D, on January 28, 1997, the Accounts
sold, in the net aggregate, Shares in the open
market. As a result of these sales and as of March
12, 1997, 240,578 Shares are held by the
Partnership, 45,741 Shares are held by Reliance and
123,181 Shares are held by Palomino.
(a) This statement on Schedule 13D relates to
409,500 Shares beneficially owned by the
Reporting Persons, which constitute
approximately 5.49% of the issued and
outstanding Shares.
(b) The Manager has sole voting and dispositive
power with respect to 409,500 Shares. Mr.
Tepper has sole voting and dispositive power
with respect to 409,500 Shares.
(c) Since the filing of Amendment No. 3 to the
Schedule 13D, the Reporting Persons purchased
and sold Shares on the dates, in the amounts
and at the prices set forth on Exhibit A
annexed hereto and incorporated by reference
herein. All of such purchases and sales were
made on the open market.
(d) Not applicable.
(e)Not applicable.
<PAGE>
Item 7.Material to Be Filed as Exhibits
Exhibit A:Transactions in Shares Since
Most Recent Filing of Schedule 13D.
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: March 12, 1997
Appaloosa Management L.P.
By:Appaloosa Partners
Inc.,
Its General Partner
By:/s/ David A. Tepper
David A. Tepper
President
David A. Tepper
/s/ David A. Tepper
<PAGE>
EXHIBIT INDEX
ExhibitExhibit Name
Page
ATransactions in Shares Since Most
7
Recent Filing of Schedule 13D
<PAGE>
EXHIBIT A
Transactions in Shares of the Company
Since Most Recent Filing of Schedule 13D*
Transactions by the Partnership
Purchase/Sa
le
Trade Date
No. Of
Shares
Purchased /
Sold
Price
per
Share
S
01-29-97
7,342
67.83
S
01-30-97
587
69.82
S
01-31-97
8,915
70.00
S
01-31-97
5,827
69.50
P
02-04-97
11,740
62.55
P
02-05-97
5,870
61.30
P
02-06-97
23,950
60.53
P
02-07-97
14,675
53.05
P
02-10-97
10,566
49.16
S
02-19-97
584
54.33
S
02-26-97
881
48.95
S
02-27-97
3,937
49.02
S
02-28-97
15,510
46.93
S
03-04-97
26,438
45.03
S
03-05-97
23,500
51.40
S
03-06-97
20,565
56.71
S
03-07-97
20,563
56.05
S
03-10-97
5,900
56.94
*Amendment No. 3 to the Schedule 13D, filed on January 28, 1997,
incorrectly reported that the Reporting Persons beneficially owned
529,327 Shares. As of January 28, 1997, the Reporting Persons
beneficially owned 535,200 Shares constituting approximately 7.18%
of the Shares then issued and outstanding.
<PAGE>
Transactions by Reliance
Purchase/Sa
le
Trade Date
No. Of
Shares
Purchased /
Sold
Price
per
Share
S
01-29-97
1,432
67.82
S
01-30-97
109
69.82
S
01-31-97
1,740
70.00
S
01-31-97
1,136
69.50
P
02-04-97
2,180
62.55
P
02-05-97
1,090
61.30
P
02-06-97
4,447
60.53
P
02-07-97
2,725
53.05
P
02-10-97
1,962
49.16
S
02-19-97
113
54.32
S
02-26-97
168
48.95
S
02-27-97
748
49.02
S
02-28-97
2,950
46.93
S
03-04-97
5,026
45.03
S
03-05-97
4,468
51.40
S
03-06-97
3,910
56.71
S
03-07-97
3,910
56.05
S
03-10-97
1,100
56.94
<PAGE>
Transactions by Palomino
Purchase/Sa
le
Trade Date
No. Of
Shares
Purchased /
Sold
Price
per
Share
S
01-29-97
3,826
67.83
S
01-30-97
304
69.83
S
01-31-97
4,645
70.00
S
01-31-97
3,037
69.50
P
02-04-97
6,080
62.55
P
02-05-97
3,040
61.30
P
02-06-97
12,403
60.53
P
02-07-97
7,600
53.05
P
02-10-97
5,472
49.16
S
02-19-97
303
54.32
S
02-26-97
451
48.95
S
02-27-97
2,015
49.02
S
02-28-97
7,940
46.93
S
03-04-97
13,536
45.03
S
03-05-97
12,032
51.40
S
03-06-97
10,525
56.71
S
03-07-97
10,527
56.05
S
03-10-97
3,000
56.94
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