DRAFT
07/31/98 3:46 PM
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
(AMENDMENT NO. 2)
Under the Securities Exchange Act of 1934
GOODRICH PETROLEUM CORPORATION
(Name of Issuer)
COMMON STOCK $.20 PAR VALUE
(Title of Class of Securities)
382410 40 5
(CUSIP Number)
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CUSIP No. 382410 40 5
1. Name of Reporting Persons and IRS or SS Identification Number:
Henry Goodrich
2. Check the Appropriate Box if a Member of a Group:
(a) N/A
(b) N/A
3. SEC Use Only
4. Citizenship or Place of Organization:
United States
Number of Shares Beneficially Owned by Each Reporting Person with:
5. Sole Voting Power
587,550*
6. Shared Voting Power
0
7. Sole Dispositive Power
587,550*
8. Shared Dispositive Power
0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
587,550*
10. Check if the Aggregate Amount in Row 9 Excludes Certain Shares
No
11. Percent of Class Represented by Amount in Row 9
11.16%
12. Type of Reporting Person
IN
* Includes 550,269 shares held by HGF Partnership, a Louisiana partnership
owned by Henry Goodrich and Walter G. Goodrich. Henry Goodrich is the
managing general partner and Walter G. Goodrich holds an indirect general
partnership interest. Henry Goodrich exercises sole voting and investment
power with respect to the shares. Also includes vested options to purchase
17,500 shares that are currently exercisable pursuant to the Company's 1995
Stock Option Plan. Henry Goodrich and Walter G. Goodrich beneficially own
an aggregate of 1,205,597 shares or 22.33% of the outstanding shares of
Common Stock deemed to be outstanding.
2
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CUSIP No. 382410 40 5
1. Name of Reporting Persons and IRS or SS Identification Number:
HGF Partnership
2. Check the Appropriate Box if a Member of a Group: (a) N/A (b) N/A
3. SEC Use Only
4. Citizenship or Place of Organization:
Louisiana
Number of Shares Beneficially Owned by Each Reporting Person with:
5. Sole Voting Power
550,269
6. Shared Voting Power
0
7. Sole Dispositive Power
550,269
8. Shared Dispositive Power
0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
550,269
10. Check if the Aggregate Amount in Row 9 Excludes Certain Shares
No
11. Percent of Class Represented by Amount in Row 9 10.49%
12. Type of Reporting Person
PN
3
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Item 1(a) Name of Issuer:
Goodrich Petroleum Corporation
Item 1(b) Address of Issuer's principal executive offices:
5847 San Felipe, Suite 700
Houston, TX 77057
Item 2(a) Name of person filing:
1. Henry Goodrich
2. HGF Partnership
Item 2(b) Address of principal business office or, if none, residence:
1. 333 Texas Street
Suite 1350
Shreveport, LA 71101
2. Same
Item 2(c) Citizenship:
1. United States
2. Louisiana
Item 2(d) Title of class of securities:
Common Stock, $.20 par value
Item 2(e) CUSIP Number: 382410 40 5
Item 3 Not Applicable
Item 4 Ownership:
(a) Amount beneficially owned:
587,550*
(b) Percent of class:
11.16%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote -
587,550*
(ii) shared power to vote or to direct the vote -
0
(iii) sole power to dispose or to direct the disposition of -
587,550*
(iv) shared power to dispose or to direct the disposition of -
0
Item 5-10 Not Applicable
* Includes 550,269 shares held by HGF Partnership, a Louisiana partnership
owned by Henry Goodrich and Walter G. Goodrich. Henry Goodrich is the
managing general partner and Walter G. Goodrich holds an indirect general
partnership interest. Henry Goodrich exercises sole voting and investment
power with respect to the shares. Also includes vested options to
purchase 17,500 shares that are currently exercisable pursuant to the
Company's 1995 Stock Option Plan. Henry Goodrich and Walter G. Goodrich
beneficially own an aggregate of 1,205,597 shares or 22.33% of the
outstanding shares of Common Stock deemed to be outstanding.
4
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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.
Dated: July 31, 1998
/s/ Henry Goodrich
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Henry Goodrich
HGF Partnership
By: /s/ Henry Goodrich
------------------------
Name: Henry Goodrich
Title: Managing Partner
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