SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1 )*
SNYDER OIL CORPORATION
(Name of Issuer)
Common Stock, par value $.01 per share
(Title of Class of Securities)
833482102
(CUSIP Number)
Thomas J. Edelman
667 Madison Avenue
New York, NY 10021
(212) 371-1117
(Name, Address, and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 19, 1998
(Date of Event which Requires Registrant
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 the 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: 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, as amended (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 1 of 3 Pages
<PAGE>
CUSIP NO. 833482102 13D Page 2 of 3 Pages
- ---------- --------------------------------------------------------------------
NAME OF REPORTING PERSON Thomas J. Edelman
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON ###-##-####
- ---------- --------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
2
(b) [ ]
- ---------- --------------------------------------------------------------------
SEC USE ONLY
3
- ---------- --------------------------------------------------------------------
SOURCE OF FUNDS*
4
- ---------- --------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
5 PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
---------- --------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6 United States
- ---------- --------------------------------------------------------------------
SOLE VOTING POWER
NUMBER OF 7 1,339,964 (4.0%)
SHARES --------- -----------------------------
BENEFICIALLY
OWNED
BY EACH
REPORTING PERSON
WITH
- ---------- -------------------------- ---------- ------------------------------
SHARED VOTING POWER
8 145,966 (0.4%)
---------- ------------------------------
SOLE DISPOSITIVE POWER
9 1,339,964 (4.0%)
---------- ------------------------------
SHARED DISPOSITIVE POWER
10 145,966 (0.4%)
- ---------- -------------------------- ---------- ------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11 1,485,930 (4.4%)
- ---------- --------------------------------------------------------------------
CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
12 SHARES [ ]
- ---------- --------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13 4.4%
- ---------- --------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14 IN
- ---------- --------------------------------------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 3 of 3 Pages
Item 5. Interest in Securities of the Issuer.
Item 5 is amended to add the following:
As of the date of this Amendment, Mr. Edelman owns beneficially, as
defined in Rule 13d-3 of the Regulations promulgated under the Securities
Exchange Act of 1934, 1,487,930 shares of Common Stock. This number includes
1,047,364 shares owned directly by Mr. Edelman and 292,600 shares of Common
Stock that Mr. Edelman has the right to acquire within 60 days pursuant to
options granted under the Issuer's stock option plans. Mr. Edelman has sole
voting and dispositive power with respect to these shares. Also included are
29,198 shares held members of Mr. Edelman's immediate family, 61,768 shares held
in trusts for the benefit of Mr. Edelman's children and 55,000 shares held by a
charitable foundation of which Mr. Edelman is one of the trustees. Mr. Edelman
shares or may be deemed to share voting and dispositive power with respect to
such shares, but disclaims beneficial interest therein.
From February 27, 1998 through March 19, 1998, Mr. Edelman sold a total
of 65,660 shares in ten transaction at an average sales price of $19.04 per
share. All sales were customary brokers transactions.
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.
DATE: April 9, 1998
/s/ Thomas J. Edelman
--------------------------------
Thomas J. Edelman
