SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
(AMENDMENT NO. 3)
Under the Securities Exchange Act of 1934
GOODRICH PETROLEUM CORPORATION
(Name of Issuer)
COMMON STOCK $.20 PAR VALUE
(Title of Class of Securities)
382410 10 8
(CUSIP Number)
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CUSIP No. 382410 10 8
1. Name of Reporting Persons and IRS or SS Identification Number:
(a) 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:
(a) United States
Number of Shares Beneficially Owned by Each Reporting Person with:
5. Sole Voting Power
565,050*
6. Shared Voting Power
0
7. Sole Dispositive Power
565,050*
8. Shared Dispositive Power
0
9. Aggregate Amount Beneficially Owned by Each Reporting Person
565,050*
10. Check if the Aggregate Amount in Row 9 Excludes Certain Shares
No
11. Percent of Class Represented by Amount in Row 9
10.73%
12. Type of Reporting Person
IN
* Includes 527,769 shares held by HGF Partnership, a Louisiana partnership
owned by Henry Goodrich and Walter G. Goodrich. Henry Goodrich is the
managing general partner of HGF Partnership, and Walter G. Goodrich holds
an indirect general partnership interest. Henry Goodrich exercises sole
voting and investment power with respect to the shares held by the
partnership. 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 1,103,727 shares or 21.03% of the outstanding shares of Common Stock
deem to be outstanding.
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CUSIP No. 382410 10 8
13. Name of Reporting Persons and IRS or SS Identification Number:
(b) HGF Partnership
14. Check the Appropriate Box if a Member of a Group:
(c) N/A
(d) N/A
15. SEC Use Only
16. Citizenship or Place of Organization:
(b) United States
Number of Shares Beneficially Owned by Each Reporting Person with:
17. Sole Voting Power
527,769
18. Shared Voting Power
0
19. Sole Dispositive Power
527,769
20. Shared Dispositive Power
0
21. Aggregate Amount Beneficially Owned by Each Reporting Person
527,769
22. Check if the Aggregate Amount in Row 9 Excludes Certain Shares
No
23. Percent of Class Represented by Amount in Row 9
10.06%
24. Type of Reporting Person
PM
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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, residences:
1. 333 Texas Street
Suite 1350
Shreveport, LA 71101
2. Same
Item 2(c) Citizenship:
1. United States
2. Organized in Louisiana
Item 2(d) Title of class of securities:
Common Stock, $.20 par value
Item 2(e) CUSIP Number: 382410 10 8
Item 3 Not Applicable
Item 4 Ownership:
(a) Amount beneficially owned:
565,050*
(b) Percent of class:
10.73%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote -
565,050*
(ii) shared power to vote or to direct the vote -
0
(iii) sole power to dispose or to direct the
disposition of - 565,050*
(iv) shared power to dispose or to direct the disposition of -
0
Item 5-10 Not Applicable
* Includes 527,769 shares held by HGF Partnership, a Louisiana partnership
owned by Henry Goodrich and Walter G. Goodrich. Henry Goodrich is the
managing general partner of HGF Partnership, and Walter G. Goodrich holds
an indirect general partnership interest. Henry Goodrich exercises sole
voting and investment power with respect to the shares held by the
partnership. 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 1,103,727 shares or 21.03% of the outstanding shares of Common Stock
deem to be outstanding.
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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: February 12, 1999
/s/Henry Goodrich
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Henry Goodrich
HGF Partnership
/s/Henry Goodrich
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Name: Henry Goodrich
Title: Managing Partner
