Schedule 13G Amendment No. 2

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T3lFS40jEZhOcfBlilC63/mCUnETUWRdr3oG6rVKlP4AzynCInvxW4MV6HTEWfUW CDkvGmvwKBwMhd+WwxanZA== 0001193125-08-084472.txt : 20080418 0001193125-08-084472.hdr.sgml : 20080418 20080418121039 ACCESSION NUMBER: 0001193125-08-084472 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20080418 DATE AS OF CHANGE: 20080418 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CENTEX CORP CENTRAL INDEX KEY: 0000018532 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 750778259 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-12205 FILM NUMBER: 08763859 BUSINESS ADDRESS: STREET 1: 2728 N HARWOOD STREET 2: - CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-981-5000 MAIL ADDRESS: STREET 1: PO BOX 199000 STREET 2: - CITY: DALLAS STATE: TX ZIP: 75219 FORMER COMPANY: FORMER CONFORMED NAME: CENTEX CONSTRUCTION CO INC DATE OF NAME CHANGE: 19681211 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: OPPENHEIMER CAPITAL CENTRAL INDEX KEY: 0000846669 IRS NUMBER: 133413767 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: OPPENHEIMER TOWER, WORLD FINANCIAL CENTE CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 2123494759 MAIL ADDRESS: STREET 1: 800 NEWPORT CENTER DRIVE STREET 2: SUITE 100 CITY: NEWPORT BEACH STATE: CA ZIP: 92660 SC 13G/A 1 dsc13ga.htm SCHEDULE 13G AMENDMENT NO. 2 Schedule 13G Amendment No. 2


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Oppenheimer Capital LLC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

INFORMATION STATEMENT TO BE INCLUDED IN STATEMENTS FILED

PURSUANT TO RULES 13d-1 (b) (c) AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2 (b)

(Amendment No. 2 )*

Centex Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

152312104

(CUSIP Number)

December 31, 2007

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x Rule 13d-1(b)

¨ Rule 13d-1(c)

¨ Rule 13d-1(d)

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).


CUSIP No. 152312104	13G	Page 2 of 5 Pages


1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). OPPENHEIMER CAPITAL LLC
2.	Check the Appropriate Box if a Member of a Group (See Instructions)	(a) ¨ (b) x
3.	SEC Use Only
4.	Citizenship or Place of Organization Delaware


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		5. Sole Voting Power 5,686,012
		6. Shared Voting Power -0-
		7. Sole Dispositive Power 7,964,924
		8. Shared Dispositive Power -0-


9.	Aggregate Amount Beneficially Owned by Each Reporting Person 7,964,924
10.	Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)	¨
11.	Percent of Class Represented by Amount in Row (9) 6.6%
12.	Type of Reporting Person (See Instructions) IA

*SEE INSTRUCTION BEFORE FILLING OUT!


Item 1	(a	)	Name of Issuer:

			Centex Corporation

	(b	)	Address of Issuer’s Principal Executive Offices:

			2728 N. Harwood Street
			Dallas, TX 75201

Item 2	(a	)	Name of Person Filing:

			Oppenheimer Capital LLC

	(b	)	Address of Principal Business Office:

			1345 Avenue of the Americas, 49th Floor
			New York, New York 10105

	(c	)	Citizenship:

			Delaware

	(d	)	Title of Class of Securities:

			Common Stock

	(e	)	CUSIP Number:

			152312104

Item 3	If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b), check whether the person filing is a:

	(a	)	¨ Broker or dealer registered under Section 15 of the Act;

	(b	)	¨ Bank as defined in Section 3(a)(6) of the Act;

	(c	)	¨ Insurance company as defined in Section 3(a)(19) of the Act;

	(d	)	¨ Investment company registered under Section 8 of the Investment Company Act of 1940, as amended (the “Investment Company Act”);

	(e	)	x Investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

	(f	)	¨ Employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

	(g	)	¨ Parent holding company or control person, in accordance with 13d-1(b)(ii)(G);

	(h	)	¨ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

	(g	)	¨ Church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

	(j	)	¨ Group, in accordance with Rule 13d-1(b)(1)(ii)(H)


Item 4		Ownership.

		(a) Amount beneficially owned: 7,694,924**

		(b) Percent of Class: 6.6%**

		(c) Number of shares as to which such person has:

		(i) Sole power to vote or direct the vote: 5,686,012**

		(ii) Shared power to vote: -0-

		(iii) Sole power to dispose or direct the disposition of: 7,694,924 **

		(iv) Shared power to dispose or direct the disposition of: -0-

**This report is being filed on behalf of Oppenheimer Capital LLC (“OpCap”), a Delaware limited liability company and investment adviser registered under Section 203 of the Investment Advisers Act of 1940, as amended. The securities reported herein are held by certain investment advisory clients or discretionary accounts of which OpCap is the investment adviser. Investment advisory contracts grant to OpCap voting and/or investment power over the securities held by such clients or in such accounts. As a result, OpCap may be deemed to be the beneficial owner of such securities within the meaning of rule 13d-3 under the Act.

Item 5

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨.

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

OpCap’s clients have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the securities reported herein. No one client account for which OpCap is investment adviser holds more than five percent of such securities.

Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

Not Applicable.

Item 8

Identification and Classification of Members of the Group.

Not Applicable.

Item 9

Notice of Dissolution of Group.

Not Applicable.

Item 10

Certification.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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: April 18, 2008

		/s/ Kellie E. Davidson
		Kellie E. Davidson, Assistant Secretary

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