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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13D
(Amendment No. 6)
Under the Securities Exchange Act of 1934
MESA Inc.
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(Name of issuer)
Common Stock, $.01 Par Value
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(Title of class of securities)
590911103
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(CUSIP number)
Dennis R. Washington Marvin Davis
c/o Washington Corporations Davis Companies
101 International Way 2121 Avenue of the Stars, Suite 2800
Missoula, Montana 59802 Los Angeles, California 90067
(406) 523-1300 (310) 551-1470
Joel L. Reed Dorn Parkinson
Batchelder & Partners, Inc. c/o Washington Corporations
4330 La Jolla Village Drive, Suite 200 101 International Way
San Diego, California 92122 Missoula, Montana 59807
(619) 456-6655 (406) 523-1300
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(Name, address and telephone number of person
authorized to receive notices and communications)
COPY TO:
Scott R. Haber Kendall R. Bishop
Latham & Watkins O'Melveny & Myers
505 Montgomery Street, Suite 1900 1999 Avenue of the Stars, 7th Floor
San Francisco, California 94111 Los Angeles, California 90067
(415) 391-0600 (310) 553-6700
October 5, 1995
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(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
statement 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: / /
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SCHEDULE 13D
CUSIP No. 590911103 Page 2 of 6 Pages
1. Name of Reporting Person
JOEL L. REED
2. Check the Appropriate Box if a Member of a Group (a) /x/
(b) / /
3. SEC Use Only
4. Source of Funds
N/A
5. Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) / /
6. Citizenship or Place of Organization
UNITED STATES OF AMERICA
7. Sole Voting Power
-0- SHARES OF COMMON STOCK
8. Shared Voting Power
Number of
Shares -0- SHARES OF COMMON STOCK
Beneficially
Owned By 9. Sole Dispositive Power
Each
Reporting -0- SHARES OF COMMON STOCK
Person
With 10. Shared Dispositive Power
-0- SHARES OF COMMON STOCK
11. Aggregate Amount Beneficially Owned by Each Reporting Person
-0- SHARES OF COMMON STOCK
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
IN
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This Amendment No. 6 to Schedule 13D is being filed on behalf
of the undersigned Reporting Persons to amend the Schedule 13D filed June 29,
1995, as amended (the "Schedule 13D"), relating to the common stock, par value
$.01 per share, of MESA Inc., a Texas corporation (the "Company"). Unless
otherwise indicated, all capitalized terms used herein but not defined herein
shall have the same meanings as set forth in the Schedule 13D.
Item 2 Identity and Background
Item 2 to the Schedule 13D is hereby amended in pertinent part
as follows:
Mr. Batchelder has ceased to be a Reporting Person and Joel L.
Reed, who has succeeded Mr. Batchelder as a member of the Board of Directors of
the Company (the "Board"), has become a Reporting Person. As described in Item
4 below, Mr. Batchelder resigned from the Board effective as of the date the
Board elected Mr. Reed to replace Mr. Batchelder as a director.
Mr. Reed's principal business is as an executive of BPI, a
financial advisory and consulting firm. Mr. Reed's principal business address
is located at 4330 La Jolla Village Drive, Suite 200, San Diego, California
92122. Mr. Reed is a citizen of the United States of America.
During the last five years, Mr. Reed has not (i) been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) 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
Item 3 to the Schedule 13D is hereby amended in pertinent part
as follows:
As of the close of business on October 5, 1995, Mr. Reed had
not purchased any Shares.
Item 4 Purpose of Transaction
Item 4 to the Schedule 13D is hereby amended in pertinent part
as follows:
As previously reported (see Amendment No. 5 to Schedule 13D),
an Agreement of Compromise and Settlement dated September 20, 1995 (the
"Agreement") was entered into among the Reporting Persons and certain other
parties, on the one hand, and the Company and certain of the Company's present
and former directors, on the other hand. Pursuant to the Agreement, Mr.
Batchelder resigned from the Board effective as of the date the Board elected
Mr. Reed to replace Mr. Batchelder as a director. By virtue of his
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resignation from the Board, Mr. Batchelder has ceased to be a Reporting Person
and Mr. Reed, by virtue of his election to the Board, has become a Reporting
Person. Company counsel has informed the Reporting Persons that Mr. Reed was
elected to the Board by written consent of the Board. Such election was
effective as of September 21, 1995, but only after all directors had executed
the written consent. On October 5, 1995, Company counsel informed the
Reporting Persons that on October 4, 1995 the Company had received written
consents executed by all directors.
Item 5 Interest in Securities of the Issuer
Item 5 to the Schedule 13D is hereby amended in pertinent part
as follows:
As of the close of business on October 5, 1995, Mr. Reed did
not directly or indirectly own any Shares.
Item 6 Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
Item 6 to the Schedule 13D is hereby amended in pertinent part
as follows:
As described in Item 4 above, Mr. Batchelder has resigned from
the Board effective as of the date the Board elected Mr. Reed to replace Mr.
Batchelder as a director. By letter dated October 5, 1995, Mr. Batchelder has
ceased to be a party to the Joint Filing Agreement dated June 29, 1995 among
the Reporting Persons and has ceased to be a Reporting Person. The Reporting
Persons (including Mr. Reed) have entered into a new Joint Filing Agreement.
Copies of the letter dated October 5, 1995 from Mr. Batchelder to the other
Reporting Persons terminating the Joint Filing Agreement and the new Joint
Filing Agreement are filed herewith as Exhibits 1 and 2, respectively, and are
incorporated by reference herein.
Item 7 Material to be Filed as Exhibits
Exhibit 1 Letter dated October 5, 1995 from David Batchelder.
Exhibit 2 Joint Filing Agreement dated October 5, 1995.
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SIGNATURE
After reasonable inquiry and to the best of each of the
undersigned's knowledge and belief, each of the undersigned certifies that the
information set forth in this statement is true, complete and correct.
Dated: October 5, 1995
/s/ Dennis R. Washington
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Dennis R. Washington
/s/ Dorn Parkinson
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Dorn Parkinson
/s/ Joel L. Reed
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Joel L. Reed
Davis Acquisition, L.P.
By: Davis Companies
Its: General Partner
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: President
Davis Companies
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: President
Marvin and Barbara Davis
Revocable Trust
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: Trustee
/s/ Marvin Davis
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Marvin Davis
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EXHIBIT INDEX
Exhibit 1 Letter dated October 5, 1995 from David Batchelder.
Exhibit 2 Joint Filing Agreement dated October 5, 1995.
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Exhibit 1
October 5, 1995
Mr. Dennis R. Washington
Mr. Dorn Parkinson
101 International Way
P.O. Box 8182
Missoula, Montana 59807
Mr. Marvin Davis
Davis Companies
2121 Avenue of the Stars, Suite 2800
Los Angeles, California 90067
Gentlemen:
As you know, we recently entered into an Agreement of
Settlement and Compromise with Mesa Inc. and certain other parties. Pursuant
to that Agreement, I will resign from the Board of Directors of Mesa effective
as of the date the Board elects Joel L. Reed to replace me as a director.
Therefore, by this letter, I will cease to be a party to the Joint Filing
Agreement dated June 29, 1995 and I no longer will be a member of a group with
you with respect to Mesa.
Sincerely yours,
By /s/ David H. Batchelder
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David H. Batchelder
AGREED TO AND ACCEPTED
as of the date first above written
/s/ Dennis R. Washington
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Dennis R. Washington
/s/ Dorn Parkinson
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Dorn Parkinson
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Davis Acquisition, L.P.
By: Davis Companies
Its: General Partner
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: President
Davis Companies
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: President
Marvin and Barbara Davis
Revocable Trust
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: Trustee
/s/ Marvin Davis
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Marvin Davis
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Exhibit 2
JOINT FILING AGREEMENT
In accordance with Rule 13d-1(f) of the Securities Exchange
Act of 1934, as amended, the undersigned agree to the joint filing on behalf of
each of them of a Statement on Schedule 13D (including any and all amendments
thereto) with respect to the Common Stock of MESA Inc., and further agree that
this Agreement shall be included as an Exhibit to such joint filings.
The undersigned further agree that each party hereto is
responsible for timely filling of such Statement on Schedule 13D and any
amendments thereto, and for the completeness and accuracy of the information
concerning such party contained therein; provided that no party is responsible
for the completeness or accuracy of the information concerning the other party,
unless such party knows or has reason to believe that such information is
inaccurate.
This Agreement may be executed in one or more counterparts,
each of which shall be deemed to be an original instrument, but all of such
counterparts together shall constitute but one agreement.
In evidence thereof the undersigned, being duly authorized,
hereby execute this Agreement this 5th day of October 1995.
/s/ Dennis R. Washington
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Dennis R. Washington
/s/ Dorn Parkinson
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Dorn Parkinson
/s/ Joel L. Reed
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Joel L. Reed
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Davis Acquisition, L.P.
By: Davis Companies
Its: General Partner
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: President
Davis Companies
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: President
Marvin and Barbara Davis
Revocable Trust
By: /s/ Marvin Davis
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Name: Marvin Davis
Its: Trustee
/s/ Marvin Davis
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Marvin Davis
