UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
SCHEDULE 13D
(Rule 13d-101)
Under the Securities Exchange Act of 1934
WRT ENERGY CORPORATION
(Name of Issuer)
COMMON STOCK, $.01 PAR VALUE
(Title of Class of Securities)
92931K-40-3
(CUSIP Number)
Michael Blaschke
1601 N.W. Expressway - Suite 700
Oklahoma City, Oklahoma 73118-1401
(405) 848-8808
(Name, address and telephone number of person
authorized to receive notices and communications)
July 11, 1997
(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. [ ].
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 the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for purposes 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. 92931K-40-3
- ------------------------------------------------------------------------------
(1) NAME OF REPORTING PERSONS
DLB Oil & Gas, Inc.
S.S. OR I.R.S. IDENTIFICATION NO.
OF ABOVE PERSON
(Intentionally Omitted)
- ------------------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *
(a) [ ]
(b) [ ]
- ------------------------------------------------------------------------------
(3) SEC USE ONLY
- ------------------------------------------------------------------------------
(4) SOURCE OF FUNDS WC, BK
- ------------------------------------------------------------------------------
(5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
- ------------------------------------------------------------------------------
(6) CITIZENSHIP OR PLACE OF ORGANIZATION
Oklahoma
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NUMBER OF (7) SOLE VOTING POWER
10,354,198
SHARES ---------------------------------------------------------------
BENEFICIALLY (8) SHARED VOTING POWER
- 0 -
OWNED BY ---------------------------------------------------------------
EACH (9) SOLE DISPOSITIVE POWER
10,354,198
REPORTING ---------------------------------------------------------------
PERSON WITH (10) SHARED DISPOSITIVE POWER
- 0 -
- ------------------------------------------------------------------------------
(11) AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
10,354,198
- ------------------------------------------------------------------------------
(12) CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES * [ ]
- ------------------------------------------------------------------------------
(13) PERCENT OF CLASS REPRESENTED
BY AMOUNT IN ROW (11)
51.1%
- ------------------------------------------------------------------------------
(14) TYPE OF REPORTING PERSON*
CO
- ------------------------------------------------------------------------------
** SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
ITEM 1. SECURITY AND ISSUER.
This statement on Schedule 13D (the "Statement") is filed with the
Securities and Exchange Commission (the "Commission") by persons named in Item
2 below and relates to the common stock, par value $.01 per share ("Common
Stock"), of WRT Energy Corporation, a Delaware corporation ("WRT"). WRT's
principal executive offices are located at 3303 FM 1960 West, Suite 460,
Houston, Texas 77068
ITEM 2. IDENTITY AND BACKGROUND.
This statement is being filed by DLB Oil & Gas, Inc. ("DLB") an
Oklahoma corporation. DLB's principal office is located at 1601 N.W.
Expressway, Suite 700, Oklahoma City, Oklahoma 73118-1401. The principal
business of DLB is oil and gas exploration, development and production, and
the acquisition of oil-producing properties.
During the last five years DLB has not, (a) been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors) or
(b) 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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The aggregate number of shares of Common Stock purchased and the net
investment cost of such Common Stock is as follows:
Aggregate Number
of Shares of
Reporting Person Common Stock Net Investment Cost
DLB Oil & Gas, Inc. 10,354,198 $33,800,000
The shares of Common Stock were purchased by DLB with working capital
and through bank borrowings.
ITEM 4. PURPOSE OF TRANSACTION.
The purpose of the acquisition of the Common Stock by the Reporting
Persons is for investment. The Reporting Persons reserve the right to buy
additional securities of the Issuer or sell securities of the Issuer from time
to time. The Reporting Persons have no present plans or proposals which
relate to, or could result in, any of the actions enumerated in paragraphs (a)
through (j) of Item 4 of the instructions to Schedule 13D. Such entities and
persons may, at any time and from time to time, review or reconsider their
position with respect to the Issuer, and formulate plans or proposals with
respect to any of such matters, but have no present intention of doing so.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
The Reporting Persons may be deemed to own beneficially the
respective percentages and numbers of outstanding shares of Common Stock set
forth below (on the basis of 20,276,257 shares of Common Stock of WRT
outstanding, which, based upon certain publicly available information, is the
number of shares outstanding as of July 16, 1997).
A. DLB Oil & Gas, Inc.
(a) Aggregate number of shares of Common Stock beneficially owned:
Percentage: 51.1%
(b) 1. Sole power to vote or to direct vote: 10,354,198
2. Shared power to vote or to direct vote: None
3. Sole power to dispose or to direct the disposition:
10,354,198
4. Shared power to dispose or to direct the disposition: None
(c) Other than as reported in item 3 above, there were no
transactions by DLB in connection with the Common Stock during
the past 60 days.
(d) DLB may be deemed to have the right to receive or the power to
direct the receipt of dividends from, or proceeds from the sale
of, the Common Stock.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER.
There are no contracts, arrangements, understandings or relationships
(legal or otherwise) among the persons named in Item 2 hereof and between such
persons and any person with respect to any securities of the Company, including
but not limited to transfer or voting of any other 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. ITEMS TO BE FILED AS EXHIBITS.
None.
<PAGE>
SIGNATURES
After reasonable inquiry and to the best knowledge and belief of
each of the Reporting Persons, each such person or entity certifies that the
information set forth in this statement is true, complete and correct and
agrees that this statement is filed on behalf of each of them.
Dated: July 17, 1997
DLB OIL & GAS, INC.
By: /s/ Mike Liddell
Name: Mike Liddell
Title: Executive Vice President
