SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES 13d-1(b)(c) AND (d) AND AMENDMENTS THERETO
FILED PURSUANT TO RULE 13d-2(b)
(Amendment No. )*
Cabot Oil & Gas Corporation
______________________________
(Name of Issuer)
Class A Common Stock, $.10 Par Value
______________________________________
(Title of Class of Securities)
127097103
________________
(CUSIP Number)
May 4, 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:
[ ] Rule 13d-1(b)
[x] 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 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).
(Continued on following pages)
Page 1 of 10 Pages
Exhibit Index: Page 8
<PAGE>
SCHEDULE 13G
CUSIP No. 127097103 Page 2 of 10 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
Louis M. Bacon
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
United States
5 Sole Voting Power
Number of 0
Shares
Beneficially 6 Shared Voting Power
Owned By 1,578,000
Each
Reporting 7 Sole Dispositive Power
Person 0
With
8 Shared Dispositive Power
1,578,000
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,578,000
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[ ]
11 Percent of Class Represented By Amount in Row (9)
6.3%
12 Type of Reporting Person*
IA
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
CUSIP No. 127097103 Page 3 of 10 Pages
1 Name of Reporting Person
I.R.S. Identification No. of Above Persons (ENTITIES ONLY)
Moore Capital Management, Inc.
2 Check the Appropriate Box If a Member of a Group*
a. [ ]
b. [ ]
3 SEC Use Only
4 Citizenship or Place of Organization
Connecticut
5 Sole Voting Power
Number of 0
Shares
Beneficially 6 Shared Voting Power
Owned By 1,325,500
Each
Reporting 7 Sole Dispositive Power
Person 0
With
8 Shared Dispositive Power
1,325,500
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,325,500
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares*
[x]
11 Percent of Class Represented By Amount in Row (9)
5.3%
12 Type of Reporting Person*
CO, IA
* SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 4 of 10 Pages
Item 1(a) Name of Issuer:
Cabot Oil & Gas Corporation (the "Company").
Item 1(b) Address of the Issuer's Principal Executive Offices:
15375 Memorial Drive
Houston, Texas 77079
Item 2(a) Name of Person Filing:
The Statement is being filed by (1) Moore Capital Management,
Inc. ("MCM") and (2) Louis M. Bacon ("Mr. Bacon", together
with MCM, the "Reporting Persons"), in his capacity as (a)
Chairman and Chief Executive Officer, director and controlling
shareholder of MCM and (b) Chairman and Chief Executive
Officer, director and majority interest holder in Moore
Capital Advisors, LLC ("MCA").
MCM, a registered commodity trading advisor and member of the
National Futures Association, serves as discretionary
investment manager to Moore Global Investments, Ltd. ("MGI"),
a non- U.S. investment company incorporated in the Bahamas,
and other investment funds (the "Other Funds"). MCA, a
registered commodity trading advisor and commodity pool
operator, serves as general partner and discretionary
investment manager to a U.S. partnership, Remington Investment
Strategies, L.P. ("RIS"). The principal occupation of Mr.
Bacon is the direction of the investment activities of MCM and
MCA, carried out in his capacity of Chairman and Chief
Executive Officer of such entities. In this capacity, Mr.
Bacon may be deemed to be the beneficial owner of the shares
of Common Stock (as defined) which are the subject of this
statement held for the account of MGI, for the account of the
Other Funds, and for the account of RIS.
Item 2(b) Address of Principal Business Office or, if None, Residence:
The principal business offices of MCM and Mr. Bacon are
located at 1251 Avenue of the Americas, New York, New York
10020.
Item 2(c) Citizenship:
i) MCM is a Connecticut corporation; and
ii) Mr. Bacon is a United States citizen.
Item 2(d) Title of Class of Securities:
Class A Common Stock, par value $.10 per share (the "Shares")
of the Company.
<PAGE>
Page 5 of 10 Pages
Item 2(e) CUSIP Number:
127097103
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or
13d-2(b), check whether the person filing is a:
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
As of May 14, 1999, each of the Reporting Persons may be
deemed the beneficial owner of the following number of Shares:
(i) Mr. Bacon may be deemed the beneficial owner of
1,578,000 Shares. This number consists of (A) the
1,325,500 Shares held for the accounts of MGI and the
Other Funds and (B) the 252,500 Shares held for the
account of RIS.
(ii) MCM may be deemed the beneficial owner of the
1,325,500 Shares held for the accounts of MGI and the
Other Funds.
Item 4(b) Percent of Class:
(i) The number of Shares of which Mr. Bacon may be deemed
to be the beneficial owner constitutes approximately
6.3% of the total number of Shares outstanding.
(ii) The number of Shares of which MCM may be deemed to be
the beneficial owner constitutes approximately 5.3%
of the total number of Shares outstanding.
Item 4(c) Number of shares as to which such person has:
Mr. Bacon:
---------
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 1,578,000
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 1,578,000
<PAGE>
Page 6 of 10 Pages
MCM:
---
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 1,325,500
(iii) Sole power to dispose or to direct the disposition of: 0
(iv) Shared power to dispose or to direct the disposition of: 1,325,500
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person:
(i) The shareholders of MGI and the Other Funds have the right to
participate in the receipt of dividends from, or proceeds from
the sale of, Shares held for their respective accounts in
accordance with their respective ownership interests in such
accounts.
(ii) The partners of RIS have the right to participate in the
receipt of dividends from, or proceeds from the sale of, the
Shares held by RIS in accordance with their partnership
interests in RIS.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below each of the undersigned certifies that, to
the best of the undersigned's knowledge and belief, the securities referred to
above 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>
Page 7 of 10 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: May 14, 1998 LOUIS M. BACON
By: /s/ STEPHEN R. NELSON
-----------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
MOORE CAPITAL MANAGEMENT,INC.
By: /s/ STEPHEN R. NELSON
-----------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
<PAGE>
Page 8 of 10 Pages
EXHIBIT INDEX
Page No.
--------
A. Joint Filing Agreement dated May 14, 1999 by and between
Louis M. Bacon and Moore Capital Management.............. 9
B. Power of Attorney dated November 28, 1997 granted by
Louis M. Bacon in favor M. Elaine Crocker, Kevin F.
Shannon and Stephen R. Nelson............................ 10
Page 9 of 10 Pages
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G dated
May 14, 1999 with respect to the Class A Common Stock of the Cabot Oil & Gas
Corporation, is, and any amendments thereto (including amendments on Schedule
13D) signed by each of the undersigned shall be, filed on behalf of each of the
undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k)
under the Securities Exchange Act of 1934.
This Agreement may be executed in counterparts, each of which shall for
all purposes be deemed to be an original and all of which shall constitute one
and the same instrument.
Date: May 14, 1999 LOUIS M. BACON
By: /S/ STEPHEN R. NELSON
-----------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
MOORE CAPITAL MANAGEMENT, INC.
By: /S/ STEPHEN R. NELSON
-----------------------------------
Name: Stephen R. Nelson
Title: Attorney-in-Fact
Page 10 of 10 Pages
EXHIBIT B
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that I, Louis M. Bacon, hereby make
constitute and appoint each of M. Elaine Crocker, Kevin F. Shannon and Stephen
R. Nelson, acting individually, as my agent and attorney-in-fact for the purpose
of executing in my name (a) in my personal capacity or (b) in my capacity as
Chairman and Chief Executive Officer of each of Moore Capital Management, Inc.
and Moore Capital Advisors, LLC and their respective affiliates all documents,
certificates, instruments, statements, filing and agreements ("documents") to be
filed with or delivered to any foreign or domestic governmental or regulatory
body or required or requested by any other person or entity pursuant to any
legal or regulatory requirement relating to the acquisition, ownership,
management or disposition of securities or other investments, and any other
documents relating or ancillary thereto, including but not limited to, all
documents relating to filings with the United States Securities and Exchange
Commission (the "SEC") pursuant to the Securities Act of 1933 or the Securities
Exchange Act of 1934 (the "Act") and the rules and regulations promulgated
thereunder, including: (1) all documents relating to the beneficial ownership of
securities required to be filed with the SEC pursuant to Section 13(d) or
Section 16(a) of the Act including, without limitation: (a) any acquisition
statements on Schedule 13D or Schedule 13G and any amendments thereto, (b) any
joint filing agreements pursuant to Rule 13d-1(f), and (c) any initial
statements of, or states of changes in, beneficial ownership of securities on
Form 3, Form 4 or Form 5 and (2) any information statements on Form 13F required
to be filed with the SEC pursuant to Section 13(f) of the Act.
This power of attorney shall be valid from the date hereof until
revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 28th day
of November, 1997.
/s/ Louis M. Bacon
---------------------------------
Louis M. Bacon
