UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
SANTA FE ENERGY RESOURCES, INC.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
802012-10-4
(CUSIP Number)
Check the following box if a fee is being paid with
this 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.)
*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 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).
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CUSIP No. 802012-10-4
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above
Person
Minorco (U.S.A.) Inc.
84-1137980
(2) Check the Appropriate Box if a Member of a
Group (See Instructions)
(a) __
(b) __
(3) SEC Use Only
(4) Citizenship of Place of Organization Colorado
(5) Sole Voting Power 8,712,327
(6) Shared Voting Power -0-
(7) Sole Dispositive Power 8,712,327
(8) Shared Dispositive Power -0-
(9) Aggregate Amount Beneficially Owned by Each
Reporting Person 8,712,327
(10) Check box if the Aggregate Amount in Row (9)
Excludes Certain Shares __
(11) Percent of Class Represented by Amount in Row (9) 9.7%
(12) Type of Reporting Person (See Instructions) CO
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CUSIP No. 802012-10-4
(1) Name of Reporting Person
S.S. or I.R.S. Identification No. of Above
Person
Minorco
N/A
(2) Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) __
(b) __
(3) SEC Use Only
(4) Citizenship of Place of Organization Luxembourg
(5) Sole Voting Power 8,712,327 - by Subsidiary
(6) Shared Voting Power -0-
(7) Sole Dispositive Power 8,712,327 - by Subsidiary
(8) Shared Dispositive Power -0-
(9) Aggregate Amount Beneficially Owned by Each
Reporting Person 8,712,327
(10) Check box if the Aggregate Amount in Row (9)
Excludes Certain Shares __
(11) Percent of Class Represented by Amount in Row (9) 9.7%
(12) Type of Reporting Person (See Instructions) CO
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Amendment No. 1
Under the Securities Exchange Act of 1934
Item 1(a) Name of Issuer:
Santa Fe Energy Resources, Inc.
Item 1(b) Address of Issuer's Principal Executive
Offices:
1616 South Voss
Houston, TX 77057
Item 2(a) Name of Person Filing:
1. Minorco (U.S.A.) Inc.
2. Minorco
Item 2(b) Address of Principal Business Office:
1. Minorco (U.S.A.) Inc.
5251 DTC Parkway, Suite 700
Englewood, CO 80111
2. Minorco
9 rue Sainte Zithe
L-2763 Luxembourg City
Grand Duchy of Luxembourg
Item 2(c) Citizenship:
1. Minorco (U.S.A.) Inc. is a Colorado
corporation
2. Minorco is incorporated in
Luxembourg as a societe anonyme
Item 2(d) Title of Class of Securities:
Common Stock
Item 2(e) CUSIP Number:
802012-10-4
Item 3(a) Type of Person:
Not applicable.
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Item 4 Ownership:
(a) Amount Beneficially Owned: 8,712,327
(b) Percent of Class: 9.7%
(c) Number of shares as to which such
person has:
(i) sole power to vote or to
direct the vote:
Minorco (U.S.A.) Inc.: 8,712,327
Minorco: 8,712,327 - by Subsidiary
(ii) shared power to vote or to direct the
vote: None
(iii) sole power to dispose or to direct the
disposition of:
Minorco (U.S.A.) Inc.: 8,712,327
Minorco: 8,712,327 - by Subsidiary
(iv) shared power to dispose or to direct the
disposition of: None
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:
Not applicable.
Item 7 Identification and Classification of the
Subsidiary Which Acquired
the Security Being Reported on By the
Parent Holding Company:
Minorco (U.S.A.) Inc. is indirectly wholly
owned by Minorco, an international natural resources company
principally involved in mining and the processing of gold, base
metals, industrial materials, pulp, paper, packaging and in
agribusiness. Minorco's address is 9 rue Sainte Zithe, L-2763
Luxembourg City, Grand Duchy of Luxembourg. The capital stock of
Minorco is owned in part as follows: approximately 43%, directly
or through subsidiaries, by Anglo American Corporation of South
Africa Limited ("Anglo American"), a publicly held mining and
finance company, and approximately 23%, directly or through
subsidiaries, by De Beers Centenary AG ("Centenary"), a publicly
held Swiss diamond mining and investment company, and
approximately 3% by Anglo American Gold Investment Company
Limited ("Amgold"), a publicly held mining investment company.
Approximately 39% of the capital stock of Anglo American is
owned, directly or through subsidiaries, by De Beers Consolidated
Mines Limited ("De Beers"), a publicly held diamond mining and
investment company. Approximately 29% of the capital stock of
Centenary and approximately 33% of the capital stock of De Beers
is owned, directly or through subsidiaries, by Anglo American.
De Beers owns approximately 9% of Centenary. Approximately 50%
of the capital stock of Amgold is owned, directly or through
subsidiaries, by Anglo American. Mr. Nicholas F. Oppenheimer,
deputy chairman and a director of Anglo American, Centenary, De
Beers, chairman and a director of Amgold, and a director of
Minorco, and Mr. Henry R. Slack, president, chief executive and a
director of Minorco, a director of Minorco (U.S.A.) Inc. and
Anglo American, have indirect partial interests in approximately
8% of the outstanding shares of Anglo American, less than 1% of
the outstanding shares of Amgold and approximately 7% of the
outstanding shares of Minorco.
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 in the ordinary course of business and were not acquired
for the purpose of and do not have the effect of changing or
influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any
transaction having such purposes or effect.
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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.
MINORCO (U.S.A.) INC.
By:s/B. Keisler
B. Keisler
Vice President, Secretary
and General Counsel
Dated: February 10, 1994
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SIGNATURE
After reasonable inquiry and to the best of its knowledge
and belief, the undersigned certifies that the information set
forth in this statement is true, complete and correct.
MINORCO
By:s/N. Jordan
N. Jordan
Secretary
Dated: February 10, 1994
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