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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
SANTA FE ENERGY RESOURCES, INC.
(NAME OF ISSUER)
COMMON STOCK, SO.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
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).
Page 1 of 10 Pages
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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 -0-
(6) Shared Voting Power 8,712,327
(7) Sold Dispositive Power -0-
(8) Shared Dispositive Power 8,712,327
(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) 9.6%
(12) Type of reporting Person (See Instructions) CO
Page 2 of 10 Pages
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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 -0-
(6) Shared Voting Power 8,712,327
(7) Sold Dispositive Power -0-
(8) Shared Dispositive Power 8,712,327
(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) 9.6%
(12) Type of reporting Person (See Instructions) CO
Page 3 of 10 Pages
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20459
SCHEDULE 13G
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.
30 Rockefeller Plaza, Suite 4212
New York, New York 10112
2. Minorco
9 rue Sainte Zithe
L-2763 Luxembourg Ville
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: 9.6%
(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.: -0-
Minorco: -0-
(ii) shared power to vote or to direct
the vote: Minorco (U.S.A.) Inc.:
8,712,327
Minorco: 8,712,327
(iii) sole power to dispose or to direct
the disposition of:
Minorco (U.S.A.) Inc.: -0-
Minorco: -0-
(iv) shared power to dispose or to direct
the disposition of:
Minorco (U.S.A.) Inc.: 8,712,327
Minorco: 8,712,327
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.) is indirectly wholly owned by
Minorco, an international natural resources company
principally involved in mining and the processing of
gold, base metals, industrial minerals, paper and
packaging and in agribusiness. Minorco's address is
9 rue Sainte Zithe, L-2763 Luxembourg Ville, Grand
Duchy of Luxembourg. The capital stock of Minorco is
owned in part as follows: approximately 46%,
directly or through subsidiaries, by Anglo American
Corporation of South Africa Limited ("Anglo
American"), a publicly held mining and finance
company, and approximately 22%, directly or through
subsidiaries, by De Beers Centenary AG("Centenary"),
a publicly held Swiss diamond mining
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and investment company. Approximately 38% of the
capital stock of Anglo American is owned, directly or
through subsidiaries, by De Beers Consolidated Mines
Limited ("De Beers"). 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. Mr. Nicholas F.
Oppenheimer, deputy chairman and a director of Anglo
American, Centenary and De Beers 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, 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/ Ben L. Keisler
-------------------------
Ben L. Keisler
Vice President, Secretary
and General Counsel
Dated: February 13, 1996
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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
By: /s/ D E Fisher
-----------------------------
D E Fisher
Finance Director
Dated: February 13, 1996
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EXHIBIT INDEX
EXHIBIT DOCUMENT PAGE
- ------- -------- ----
A Agreement Concerning Joint Filing of 10
Schedule 13G
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AGREEMENT CONCERNING JOINT FILING
OF SCHEDULE 13G
The undersigned agree as follows:
(i) each of them is individually eligible to use the Schedule 13G
to which this Exhibit is attached and such Schedule 13G is filed on behalf of
each of them; and
(ii) each of them is responsible for the timely filing of such
Schedule 13G and any amendments thereto, and for the completeness and accuracy
of the information concerning such person contained therein; but none of them
is responsible for the completeness of accuracy of the information concerning
the other persons making the filing, unless such person knows or has reason to
believe that such information is inaccurate.
This Agreement may be executed in any number of counterparts, each of which
shall be deemed to be an original, but all of which, taken together, shall
constitute one and the same instrument.
Dated this 13th day of February 1996.
MINORCO
BY: /s/ D E Fisher
--------------------
ITS: Finance Director
MINORCO (U.S.A.) INC.
BY: /s/ Ben L. Keisler
--------------------
ITS: Vice President and
General Counsel
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