SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ...)*
Titan Exploration, Inc.
- --------------------------------------------------------------------------
(Name of Issuer)
Common Stock $.01 Par Value Per Share
- --------------------------------------------------------------------------
(Title of Class of Securities)
888289 10 5
- --------------------------------------------------------------------------
(CUSIP Number)
*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 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>
CUSIP No. 888289 10 5 13G 2 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Enron Corp.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
None
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 3,423,194
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SOLE DISPOSITIVE POWER
3,423,194
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,423,194
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11%
12 TYPE OF REPORTING PERSON*
CO
<PAGE>
CUSIP No. 888289 10 5 13G Page 3 of 7 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Joint Energy Development Investments Limited Partnership
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
None
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
5 SOLE VOTING POWER
NUMBER OF 0
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 3,423,194
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 0
WITH
8 SOLE DISPOSITIVE POWER
3,423,194
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,423,194
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11%
12 TYPE OF REPORTING PERSON*
PN
<PAGE>
Item 1(a)
The name of the issuer is Titan Exploration, Inc. ("Titan").
Item 1(b)
The principal executive office of Titan is 500 West Texas, Suite 500,
Midland, Texas 79701.
Item 2(a)
The reporting persons are Enron Corp. and Joint Energy Development
Investments Limited Partnership ("JEDI"). The general partner of JEDI is
Enron Capital Management Limited Partnership ("ECMLP"). The general
partner of ECMLP is Enron Capital Corp., an indirect wholly owned
subsidiary of Enron Corp.
Item 2(b)
The address of each of Enron Corp. and JEDI is 1400 Smith Street, Houston,
Texas 77002.
Item 2(c)
The place of organization of each of Enron Corp. and JEDI is Delaware.
Item 2(d)
The class of securities of Titan owned beneficially by JEDI and Enron Corp.
is common stock, $.01 par value (the "Common Stock").
Item 2(e)
Cusip Number: 888289 10 5
Item 3
Not applicable
Item 4
(a) The amount of securities beneficially owned by each of Enron Corp. and
JEDI is 3,423,194 shares of Common Stock.
(b) The percent of the class of Common Stock beneficially owned by each of
Enron Corp. and JEDI is 11%.
Page 4 of 7
<PAGE>
(c) Enron Corp. and JEDI each has shared power to vote or to direct the
vote of and the power to dispose or to direct the disposition of
3,423,194 shares of the Common Stock.
Item 5
Not applicable
Item 6
Not applicable
Item 7
Not applicable
Item 8
Not applicable
Item 9
Not applicable
Item 10
Not applicable
Page 5 of 7
<PAGE>
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.
Date: January 20, 1997
ENRON CORP.
By: /s/Peggy B. Menchaca
-------------------------
Peggy B. Menchaca
Vice President and Secretary
JOINT ENERGY DEVELOPMENT
INVESTMENTS LIMITED
PARTNERSHIP
By: Enron Capital Management Limited
Partnership, its general partner
By: Enron Capital Corp.,
its general partner
By:/s/Peggy B. Menchaca
------------------
Peggy B. Menchaca
Vice President and Secretary
Page 6 of 7
<PAGE>
Exhibit 1
AGREEMENT
The undersigned reporting persons hereby agree that the statements
filed pursuant to this Schedule 13G dated January 20, 1997, to which this
Agreement is filed as an exhibit, is filed on behalf of each of them.
ENRON CORP.
By: /s/Peggy B. Menchaca
---------------------
Peggy B. Menchaca
Vice President and Secretary
JOINT ENERGY DEVELOPMENT
INVESTMENTS LIMITED
PARTNERSHIP
By: Enron Capital Management Limited
Partnership, its general partner
By: Enron Capital Corp.,
its general partner
By: /s/Peggy B. Menchaca
------------------------
Peggy B. Menchaca
Vice President and Secretary
PAGE 7 OF 7
