RIGEL ENERGY CORP
SC 13D, 1996-05-09
CRUDE PETROLEUM & NATURAL GAS
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                                                  -----------------------------
                                                        OMB APPROVAL
                                                  -----------------------------
                   UNITED STATES                  OMB Number:         3235-0145
         SECURITIES AND EXCHANGE COMMISSION       Expires:     October 31, 1994
              Washington, D.C. 20549              Estimated average burden
                                                  hours per response......14.90
                                                  -----------------------------
                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                                (Amendment No._)*



                            Rigel Energy Corporation
- - --------------------------------------------------------------------------------
                                (Name of Issuer)


                            Common Stock No Par Value
- - --------------------------------------------------------------------------------
                         (Title of Class of Securities)


                                    76655L101
- - --------------------------------------------------------------------------------
                                 (CUSIP Number)

                 Scott B. Bernstein, Esq., Caxton Corporation,
           315 Enterprise Drive, Plainsboro, NJ 08536, (609) 936-2580
- - --------------------------------------------------------------------------------
                 (Name, Address and Telephone Number of Person
               Authorized to Receive Notices and Communications)



                                January 11, 1996
- - --------------------------------------------------------------------------------
             (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 [].

Check the following box if a fee is being paid with the statement [X]. (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 ("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>

                                  SCHEDULE 13D

CUSIP NO.   76655L101                              Page   2    of   11   Pages
            ---------                                    ---       ----

- - --------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

          Caxton International Limited
- - --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                (a) []
                                                                      (b) []

- - --------------------------------------------------------------------------------
3    SEC USE ONLY


- - --------------------------------------------------------------------------------
4    SOURCE OF FUNDS*

          OO
- - --------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE  OF LEGAL  PROCEEDINGS  IS REQUIRED  PURSUANT TO
     ITEMS 2(d) or 2(e)


- - --------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OR ORGANIZATION

          British Virgin Islands
- - --------------------------------------------------------------------------------
                    7    SOLE VOTING POWER

                              0
    NUMBER OF      -------------------------------------------------------------
     SHARES         8    SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY                  2,538,516
      EACH         -------------------------------------------------------------
    REPORTING       9    SOLE DISPOSITIVE POWER
     PERSON
      WITH                    0
                   -------------------------------------------------------------
                    10   SHARED DISPOSITIVE POWER

                              2,538,516
- - --------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          2,538,516
- - --------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* []


- - --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          4.60%
- - --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON*

          CO
- - --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

<PAGE>

                                  SCHEDULE 13D

CUSIP NO.   76655L101                              Page   3   of   11   Pages
         -----------------                              -----    ------

- - --------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

          Overbrook Limited Partnership
- - --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                (a) []
                                                                      (b) []

- - --------------------------------------------------------------------------------
3    SEC USE ONLY


- - --------------------------------------------------------------------------------
4    SOURCE OF FUNDS*

          WC
- - --------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
     ITEMS 2(d) or 2(e)


- - --------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OR ORGANIZATION

          Delaware, United States of America
- - --------------------------------------------------------------------------------
                    7    SOLE VOTING POWER

                              0
    NUMBER OF     --------------------------------------------------------------
     SHARES         8    SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY                  281,141
      EACH        --------------------------------------------------------------
    REPORTING       9    SOLE DISPOSITIVE POWER
     PERSON
      WITH                    0
                  --------------------------------------------------------------
                    10   SHARED DISPOSITIVE POWER

                              281,141
- - --------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          281,141
- - --------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*  []


- - --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          .51%
- - --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON*

          PN
- - --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

<PAGE>

                                  SCHEDULE 13D

CUSIP NO.   76655L101                              Page    4    of   11   Pages
         -----------------                              -------    ------

- - --------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

          Bruce S. Kovner
- - --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                (a) []
                                                                      (b) []

- - --------------------------------------------------------------------------------
3    SEC USE ONLY


- - --------------------------------------------------------------------------------
4    SOURCE OF FUNDS*

          WC
- - --------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
     ITEMS 2(d) or 2(e)


- - --------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OR ORGANIZATION

          United States
- - --------------------------------------------------------------------------------
                    7    SOLE VOTING POWER

                              2,113,538
    NUMBER OF     --------------------------------------------------------------
     SHARES         8    SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY                  2,819,657
      EACH        --------------------------------------------------------------
    REPORTING       9    SOLE DISPOSITIVE POWER
     PERSON
      WITH                    2,113,538
                  --------------------------------------------------------------
                    10   SHARED DISPOSITIVE POWER

                              2,819,657
- - --------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          4,933,195
- - --------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*  []


- - --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          8.95%
- - --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON*

          IN
- - --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

<PAGE>

                                  SCHEDULE 13D

CUSIP NO.   76655L101                              Page    5    of   11   Pages
         -----------------                              -------    ------

- - --------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

          Peter P. D'Angelo
- - --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                (a) []
                                                                      (b) []

- - --------------------------------------------------------------------------------
3    SEC USE ONLY


- - --------------------------------------------------------------------------------
4    SOURCE OF FUNDS*

          PF
- - --------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
     ITEMS 2(d) or 2(e)


- - --------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OR ORGANIZATION

          United States
- - --------------------------------------------------------------------------------
                    7    SOLE VOTING POWER

                              71,548
    NUMBER OF     --------------------------------------------------------------
     SHARES         8    SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY                  0
      EACH        --------------------------------------------------------------
    REPORTING       9    SOLE DISPOSITIVE POWER
     PERSON
      WITH                    71,548
                  --------------------------------------------------------------
                    10   SHARED DISPOSITIVE POWER

                              0
- - --------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          71,548
- - --------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* []


- - --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          .13%
- - --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON*

          IN
- - --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

<PAGE>

                                  SCHEDULE 13D

CUSIP NO.   76655L101                              Page    6    of   11   Pages
         -----------------                              -------    ------

- - --------------------------------------------------------------------------------
1    NAME OF REPORTING PERSON
     S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

          Troye Limited Partnership
- - --------------------------------------------------------------------------------
2    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*                (a) []
                                                                      (b) []

- - --------------------------------------------------------------------------------
3    SEC USE ONLY


- - --------------------------------------------------------------------------------
4    SOURCE OF FUNDS*

          WC
- - --------------------------------------------------------------------------------
5    CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
     ITEMS 2(d) or 2(e)


- - --------------------------------------------------------------------------------
6    CITIZENSHIP OR PLACE OR ORGANIZATION

          Connecticut, United States of America
- - --------------------------------------------------------------------------------
                    7    SOLE VOTING POWER

                              0
    NUMBER OF     --------------------------------------------------------------
     SHARES         8    SHARED VOTING POWER
  BENEFICIALLY
    OWNED BY                  0
      EACH        --------------------------------------------------------------
    REPORTING       9    SOLE DISPOSITIVE POWER
     PERSON
      WITH                    0
                  --------------------------------------------------------------
                    10   SHARED DISPOSITIVE POWER

                              0
- - --------------------------------------------------------------------------------
11   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

          0
- - --------------------------------------------------------------------------------
12   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*  []


- - --------------------------------------------------------------------------------
13   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

          0
- - --------------------------------------------------------------------------------
14   TYPE OF REPORTING PERSON*

          PN
- - --------------------------------------------------------------------------------
                      *SEE INSTRUCTIONS BEFORE FILLING OUT!
          INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
      (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

<PAGE>

Item 1.  Security and Issuer.
         -------------------

     This  Statement  relates to the  Common  Stock,  no par value (the  "Common
Stock"),  of Rigel  Energy  Corporation,  an Alberta,  Canada  corporation  (the
"Company"),  1900 Bow Valley Square, 3255 5th Avenue S.W., Calgary,  Alberta T2P
3G6,  Canada.  The Common Stock is traded  primarily on the Toronto and Montreal
Stock Exchanges.


Item 2.  Identify and Background.
         -----------------------

     (a) Name. This Statement is filed by (i) Caxton  International  Limited,  a
British Virgin Islands corporation ("Caxton International"), with respect to the
shares  of  Common  Stock  beneficially  owned  by it;  (ii)  Overbrook  Limited
Partnership, a Delaware limited partnership  ("Overbrook"),  with respect to the
shares of Common Stock  beneficially  owned by it; (iii) Mr. Bruce Kovner,  with
respect to the shares of Common Stock  beneficially owned by him; (iv) Mr. Peter
P. D'Angelo,  with respect to the shares of Common Stock  beneficially  owned by
him and  (v)  Troye  Limited  Partnership,  a  Connecticut  limited  partnership
("Troye"),  with respect to the shares of Common Stock  beneficially owned by it
from January 11, 1996 through January 17, 1996, after which time Troye no longer
beneficially owned any shares of Common Stock.

     Mr. Kovner is the sole shareholder of Caxton Corporation ("Caxton"). Caxton
is the general  partner of Overbrook  and was the general  partner of Troye.  In
this  capacity,  Caxton  directs  Overbrook's  (and formerly  directed  Troye's)
securities  investments  and is  vested  with  authority  over  the  voting  and
disposition  of the shares of Common Stock  beneficially  owned by Overbrook and
formerly beneficially owned by Troye.

     Prior to April 1,  1996,  Caxton  also was Caxton  International's  trading
advisor.  Subject to termination  of its  contractual  relationship  with Caxton
International  by a vote of Caxton  International's  Board of Directors,  Caxton
acted  on  behalf  of  Caxton  International  as its  trading  advisor.  In such
capacity,  Caxton directed Caxton International's  securities investment and was
vested with  authority  over the voting and  disposition of the shares of Common
Stock beneficially owned by Caxton International.

     Effective  April 1, 1996,  Caxton's  authority as trading advisor to Caxton
International  was assigned by Caxton to Caxton  Associates,  L.L.C., a Delaware
limited  liability  company  ("Caxton  Associates").  Caxton is the  Manager and
majority owner of Caxton Associates. In such capacity, Caxton Associates directs
Caxton International's  securities investments and is vested with authority over
voting and  disposition  of the  shares of Common  Stock  beneficially  owned by
Caxton International.

     (b)  Business  Address.  The address of the  principal  business  office of
Caxton International is c/o its Manager,  Leeds Management Services Limited, 129
Front Street,  Penthouse,  Hamilton HM12,  Bermuda.  The business address of Mr.
Kovner and Mr.

                               Page 7 of 11 pages

<PAGE>

D'Angelo is 667 Madison  Avenue,  New York,  New York 10021.  The address of the
principal  business  office of  Overbrook  is c/o its  general  partner,  Caxton
Corporation,  315 Enterprise Drive, Plainsboro, New Jersey 08536. The address of
the  principal  business  office of Troye was c/o its  general  partner,  Caxton
Corporation, 315 Enterprise Drive, Plainsboro, New Jersey 08536.

     (c) Principal  Occupation.  The principal business of Caxton  International
is,  and the  principal  business  of Troye was,  engaging  in the  trading  and
investing in international currency,  financial and commodity interests, as well
as securities and other investments. The principal business of Overbrook is that
of a private  investment  firm engaging in the purchase and sale of  securities,
commodities  and other  investments.  The principal  occupation of Mr. Kovner is
Chairman of Caxton.  The principal  occupation  of Mr.  D'Angelo is President of
Caxton.

     (d) None of  Caxton  International,  Overbrook,  Troye,  Mr.  Kovner or Mr.
D'Angelo  has,  during  the  last  five  years,  been  convicted  in a  criminal
proceeding (excluding traffic violations or similar misdemeanors).

     (e) None of  Caxton  International,  Overbrook,  Troye,  Mr.  Kovner or Mr.
D'Angelo has, during the last five years,  been a party to a civil proceeding of
a judicial or administrative  body of competent  jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating activities subject to, Federal
or state securities laws or finding any violation with respect to such laws.

     (f) Each of Messrs. Kovner and D'Angelo is a United States citizen.


Item 3.  Source and Amount of Funds or Other Consideration.

     The  purchases  of the Common  Stock by each of the persons  referred to in
Item 2(a) were made  pursuant to an offer made by the  Company to purchase  (the
"Offer")  all of the  outstanding  common  shares  (the  "Inverness  Shares") of
Inverness Petroleum Ltd. ("Inverness"). Each shareholder of Inverness Shares who
tendered such shares pursuant to the Offer received 0.625 shares of Common Stock
for each Inverness Share.  With respect to Caxton  International,  the Inverness
Shares  which  were  tendered  pursuant  to the Offer  were  acquired  by Caxton
International   from  its   shareholders   in  exchange   for  stock  of  Caxton
International.  With respect to Overbrook and Troye,  the purchase price for the
Inverness  Shares which were tendered  pursuant to the Offer had been originally
furnished from the investment capital of the respective entity.  With respect to
Messrs.  Kovner and D'Angelo,  the purchase price for the Inverness Shares which
were  tendered  pursuant  to the Offer had been  originally  furnished  by their
respective  personal  funds.  No part of the  purchase  price for the  shares of
Common Stock  beneficially owned by each of the persons referred to in Item 2(a)
is or will be represented by funds or other consideration borrowed or otherwise

                               Page 8 of 11 pages

<PAGE>


obtained for the purpose of acquiring, holding, trading or voting such shares of
Common Stock.

     On January 11, 1996,  Caxton  International  tendered  4,061,625  Inverness
Shares and received 2,538,516 shares of Common Stock, Overbrook tendered 449,825
Inverness  Shares and received  281,141  shares of Common Stock,  Troye tendered
1,037,771  Inverness  Shares and received  648,607  shares of Common Stock,  Mr.
Kovner tendered  3,381,660  Inverness  Shares and received  2,113,538  shares of
Common Stock and Mr. D'Angelo  tendered  114,476  Inverness  Shares and received
71,548 shares of Common Stock.

Item 4.  Purpose of Transaction.

     The purpose of the  acquisition of shares of Common Stock by each of Caxton
International, Overbrook, Mr. Kovner and Mr. D'Angelo is for investment. Each of
such  persons may make  further  purchases of Common Stock from time to time and
may dispose of any or all of the shares of Common Stock beneficially owned by it
at any  time.  Neither  Caxton  International,  Overbrook,  Mr.  Kovner  nor Mr.
D'Angelo has any plans or proposals  which relate to, or could result in, any of
the matters referred to in paragraphs (b) through (j),  inclusive,  of Item 4 of
Schedule  13D. Such entities and persons may, at any time and from time to time,
review or  reconsider  their  position  with  respect to the Common Stock or the
Company,  and  may,  at any  time and  from  time to  time,  formulate  plans or
proposals  with respect to any of such  matters,  but such  entities and persons
have no present intention of so doing.


Item 5.

     (a)  As of  January  11,  1996  and  as of  the  date  hereof,  (i)  Caxton
International  beneficially owns 2,538,516 shares of Common Stock,  constituting
approximately 4.60% of such shares outstanding; (ii) Overbrook beneficially owns
281,141 shares of Common Stock,  constituting  approximately .51% of such shares
outstanding;  (iii) Mr.  Kovner  beneficially  owns  4,933,195  shares of Common
Stock, constituting approximately 8.95% of such shares outstanding; and (iv) Mr.
D'Angelo   beneficially  owns  71,548  shares  of  Common  Stock,   constituting
approximately  .13% of such shares  outstanding.  As of January 11, 1996,  Troye
beneficially  owned 648,607 shares of Common Stock,  constituting  approximately
1.18% of such  shares then  outstanding.  On January  17,  1996,  Troye sold all
648,607 shares of Common Stock which it then  beneficially  owned at a price per
share of CN$13.125 in a brokered  transaction  through and pursuant to the rules
of the Toronto  Stock  Exchange.  By reason of Rule 13d-3  under the  Securities
Exchange Act of 1934, as amended (the "Exchange  Act"), Mr. Kovner may be deemed
to  beneficially  own the  shares  of  Common  Stock  beneficially  owned by him
individually and the shares of Common Stock beneficially owned by each of Caxton
International and Overbrook (see Item 2(a) above).  When such shares are totaled
(4,933,195  shares),   they  constitute   approximately  8.95%  of  such  shares
outstanding.   The  percentages  used  herein  are  calculated  based  upon  the
55,138,001 shares

                               Page 9 of 11 pages

<PAGE>

of Common Stock issued and  outstanding as of January 11, 1996. The  calculation
of 55,138,001  shares of Common Stock  outstanding  is based upon (a) 35,618,822
shares of Common Stock outstanding prior to January 11, 1996, the effective date
of the Offer,  plus (b)  19,519,179  shares of Common Stock issued in connection
with the Offer with  respect to tendered  Inverness  Shares.  These  figures are
based upon conversations with the Company.

     (b)  Except as set forth in the  following  sentence,  each of the  persons
referred  to in  paragraph  (a) has the sole power to vote and to dispose of the
shares of Common Stock  beneficially  owned by them. Mr. Kovner, as the Chairman
of Caxton,  which is (i) the general  partner of Overbrook  and (ii) the Manager
and  majority  owner  of  Caxton  Associates  (the  trading  advisor  to  Caxton
International),  has the power to vote (or direct the vote of) and to dispose of
(or direct the disposition of) the shares of Common Stock  beneficially owned by
Overbrook and Caxton International.

     (c)  No  transactions  were  effected  by  any  of  Caxton   International,
Overbrook, Mr. Kovner, Mr. D'Angelo or Troye during the past sixty days.

     (d) No person other than each respective record owner referred to herein of
shares of Common  Stock is known to have the  right to  receive  or the power to
direct the receipt of dividends  from,  or the  proceeds  from the sale of, such
shares of Common Stock.

     (e)  Not applicable.


Item 6.  Contracts, Arrangements, Understandings or Relation-
            ships with Respect to Securities of the Issuer.

     Except  as  described   above,   there  are  no  contracts,   arrangements,
understandings or relationships  (legal or otherwise) among the persons named in
Item 2 hereof or between  such  persons and any other person with respect to any
securities  of the Company,  including  but not limited to transfer or voting of
any  of  the  securities,   finder's  fees,  joint  ventures,   loan  or  option
arrangements,  puts or calls,  guarantees  of profits,  divisions  of profits or
loss, or the giving or withholding of proxies.


Item 7.  Material to be Filed as Exhibits.

     1. There is filed herewith as Exhibit 1 a written agreement relating to the
filing of joint acquisition statements as required by Rule 13d-1(f)(1) under the
Exchange Act.

                               Page 10 of 11 pages

<PAGE>

     After reasonable inquiry and to the best of the undersigned'  knowledge and
belief, the undersigned certify that the information set forth in this statement
is true, complete and correct.


Dated:  May ___, 1996           CAXTON INTERNATIONAL LIMITED


                                By:_____________________________________________
                                   Name:
                                   Title:


                                By:_____________________________________________
                                    Name:
                                    Title:


                                OVERBROOK LIMITED PARTNERSHIP


                                By:_____________________________________________
                                   Name:
                                   Title:


                                TROYE LIMITED PARTNERSHIP


                                By:_____________________________________________
                                    Name:
                                    Title:

                                ________________________________________________
                                Bruce S. Kovner


                                ________________________________________________
                                Peter P. D'Angelo


                               Page 11 of 11 pages

<PAGE>

                                                                    Exhibit 1

                           JOINT ACQUISITION STATEMENT
                          PURSUANT TO RULE 13d-1(f)(1)


     The  undersigned  acknowledge  and agree that the  foregoing  statement  on
Schedule  13D is  filed  on  behalf  of each of the  undersigned  and  that  all
subsequent amendments to this statement on Schedule 13D shall be filed on behalf
of each of the  undersigned  without the  necessity of filing  additional  joint
acquisition   statements.   The  undersigned  acknowledge  that  each  shall  be
responsible for the timely filing of such  amendments,  and for the completeness
and accuracy of the  information  concerning  him or it contained  therein,  but
shall not be responsible  for the  completeness  and accuracy of the information
concerning the other,  except to the extent that he or it knows or has reason to
believe that such information is inaccurate.


Dated:  May ___, 1996           CAXTON INTERNATIONAL LIMITED


                                By:_____________________________________________
                                   Name:
                                   Title:


                                By:_____________________________________________
                                   Name:
                                   Title:

                                OVERBROOK LIMITED PARTNERSHIP


                                By:_____________________________________________
                                   Name:
                                   Title:


                                TROYE LIMITED PARTNERSHIP


                                By:_____________________________________________
                                   Name:
                                   Title:

                                ------------------------------------------------
                                Bruce S. Kovner


                                ------------------------------------------------
                                Peter P. D'Angelo




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