-----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, NMUIPKdP1X847/S/KdVw1DL2pCZh8TN9ml9Z1pP6n1J6WkZvtzrH7FCorbqAJ5S0 EKftRhVa38l26DKza92mig== 0001029869-97-000294.txt : 19970228 0001029869-97-000294.hdr.sgml : 19970228 ACCESSION NUMBER: 0001029869-97-000294 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970227 SROS: NONE GROUP MEMBERS: AENEAS VENTURE CORP GROUP MEMBERS: HARVARD YENCHING INSTITUTE GROUP MEMBERS: PHEMUS CORPORATION GROUP MEMBERS: PRESIDENT AND FELLOWS OF HARVARD COLLEGE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HARKEN ENERGY CORP CENTRAL INDEX KEY: 0000313478 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 952841597 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-31404 FILM NUMBER: 97545808 BUSINESS ADDRESS: STREET 1: 5605 N MACARTHUR STE 400 CITY: IRVING STATE: TX ZIP: 75038 BUSINESS PHONE: 2147536900 MAIL ADDRESS: STREET 1: 2505 NORTH HWY 360 STREET 2: STE 800 CITY: GRAND PRAIRIE STATE: TX ZIP: 75050 FORMER COMPANY: FORMER CONFORMED NAME: HARKEN OIL & GAS INC DATE OF NAME CHANGE: 19890109 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: AENEAS VENTURE CORP CENTRAL INDEX KEY: 0000898603 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 237014581 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: C/O HARVARD MANAGEMENT COMPANY INC STREET 2: 600 ATLANTIC AVENUE CITY: BOSTON STATE: MA ZIP: 02210 BUSINESS PHONE: 6175234400 MAIL ADDRESS: STREET 1: HARVARD MANAGEMENT COMPANY INC STREET 2: 600 ATLANTIC AVE CITY: BOSTON STATE: MA ZIP: 02210 SC 13D/A 1 HARKEN ENERGY CORPORATION FORM SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D-A Under the Securities Exchange Act of 1934 (Amendment No. 11)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock, $0.01 par value ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Tami E. Nason, Esq. COPY TO: Christopher A. Klem, Esq. Harvard Private Capital Ropes & Gray Group, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) January 9, 1997 - January 17, 1997 ------------------------------------------------------ (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 schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ] Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 1 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | Page 2 of 155 Pages | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 6,959,492 shares of Common Stock (See Item 5) | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 6,959,492 shares of Common Stock (See Item 5) | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 6,959,492 shares of Common Stock (See Item 5) | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 7.4% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 2 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | Page 3 of 155 Pages | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 0 shares of Common Stock (See Item 5) | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 0 shares of Common Stock (See Item 5) | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 0 shares of Common Stock (See Item 5) | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.0% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 3 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | Page 4 of 155 Pages | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 194,057 shares of Common Stock (See Item 5) | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 194,057 shares of Common Stock (See Item 5) | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 194,057 shares of Common Stock (See Item 5) | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.2% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 4 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | Page 5 of 155 Pages | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 388,074 shares of Common Stock (See Item 5) | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 388,074 shares of Common Stock (See Item 5) | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 388,074 shares of Common Stock (See Item 5) | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.4% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 5 of 155 Pages SCHEDULE 13D Harken Energy Corporation Amendment No. 11 This Amendment No. 11 hereby amends the initial Schedule 13D filed on February 23, 1988, and all amendments thereto. Item 2. Identity and Background. Item 2 is amended by adding thereto the following: Phemus Corporation, a Massachusetts corporation ("Phemus"), does not own any shares of the common stock, $0.01 par value (the "Common Stock") of Harken Energy Corporation, a Delaware corporation (the "Issuer"), and the same withdraws its filing as a reporting person of this Schedule 13D. Item 3. Source and Amount of Funds or Other Consideration. Item 3 is amended by adding thereto the following: The source of funds used to purchase the securities of the Issuer to which this Statement relates held by each of Aeneas Venture Corporation, a Delaware corporation ("Aeneas"), President and Fellows of Harvard College, a Massachusetts educational corporation ("Harvard"), and Harvard Yenching Institute, a Massachusetts corporation ("HYI"), have been general funds (and income received therefrom), of Aeneas, Harvard and HYI, respectively. Item 4. Purpose of the Transaction. Item 4 is amended in its entirety to read as follows: Each of Aeneas, Harvard and HYI has purchased the shares of Common Stock it beneficially owns as of the date of this statement for investment purposes. Each of Aeneas, Harvard and HYI disclaims any intention to influence control of management. As part of its overall portfolio management as an institutional investor, each of Aeneas, Harvard and HYI may from time to time otherwise acquire additional shares of the Issuer and may dispose of shares in the open market, in private transactions, pursuant to underwritings under registration rights granted by the Issuer and otherwise, depending upon various factors including the price level of the Common Stock, conditions in the securities markets, general economic and industry conditions, and the availability of other investment opportunities. Other than as described above in this Item 4, neither Aeneas, Harvard nor HYI has any plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Page 6 of 155 Pages Item 5. Interest in Securities of the Issuer. Paragraphs (a), (b) and (c) of Item 5 is amended in its entirety to read as follows: (a), (b). Aeneas is the beneficial owner of 6,934,492 shares of Common Stock, and, solely for the purpose of Rule 13d-3(d)(1)(i) may be deemed to be the beneficial owner of 25,000 shares of Common Stock that Aeneas has the right to purchase, at any time, at a purchase price of $5.625 per share, for a total beneficial ownership of 6,959,492 shares (approximately 7.4% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission (the "SEC"), including shares of Common Stock of which Aeneas has the right to acquire beneficial ownership within 60 days). Phemus is the beneficial owner of 0 shares of Common Stock (0.0% of the shares of Common Stock of the Issuer). Harvard is the beneficial owner of 388,074 shares of Common Stock (approximately 0.4% of the shares of Common Stock based upon the most recently available filing by the Issuer with the SEC). HYI is the beneficial owner of 194,057 shares of Common Stock (approximately 0.2% of the shares of Common Stock based upon the most recently available filing by the Issuer with the SEC). Each of Aeneas, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. To the best of Aeneas's, Phemus's, HYI's and Harvard's knowledge and belief, none of the executive officers or directors of Aeneas, Phemus, or HYI nor the President, Fellows or other executive officers of Harvard College beneficially owns any shares of the Common Stock of the Issuer. Page 7 of 155 Pages (c). Between January 9, 1997 and January 17, 1997, Aeneas sold 1,102,681 shares of Common Stock of the Issuer in open-market transactions on the American Stock Exchange. The transaction dates, number of shares sold and prices per share during that period are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ---------------- --------- January 9, 1997* 10,241 $3.53 January 9, 1997* 368,800 $3.56 January 10, 1997* 82,980 $3.53 January 15, 1997 92,900 $4.13 January 15, 1997 330,076 $4.03 January 16, 1997* 185,783 $3.98 January 17, 1997 31,901 $3.94 Transactions denoted with an asterisk were pursuant to Rule 144 under the Securities Act of 1933, as amended (the "1933 Act"). On January 9, 1997, Phemus sold 321,679 shares of Common Stock of the Issuer in an open-market transaction on the American Stock Exchange. The transaction dates, number of shares sold and prices per share during that period are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ---------------- --------- January 9, 1997 321,679 $3.53 This transaction was pursuant to Rule 144 under the 1933 Act. Between January 9, 1997 and January 17, 1997, Harvard sold 80,054 shares of Common Stock of the Issuer in open-market transactions on the American Stock Exchange. The transaction dates, number of shares sold and prices per share during that period are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ---------- --------- January 9, 1997* 18,720 $3.53 January 9, 1997* 20,800 $3.56 January 10, 1997* 4,680 $3.53 January 15, 1997 5,200 $4.13 January 15, 1997 18,616 $4.03 January 16, 1997* 10,478 $3.98 January 17, 1997 1,560 $3.94 Transactions denoted with an asterisk were pursuant to Rule 144 under the 1933 Act. Page 8 of 155 Pages Between January 9, 1997 and January 17, 1997, HYI sold 40,027 shares of Common Stock of the Issuer in open-market transactions on the American Stock Exchange. The transaction dates, number of shares sold and prices per share during that period are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ----------------- --------- January 9, 1997* 9,360 $3.53 January 9, 1997* 10,400 $3.56 January 10, 1997* 2,340 $3.53 January 15, 1997 2,600 $4.13 January 15, 1997 9,308 $4.03 January 16, 1997* 5,239 $3.98 January 17, 1997 780 $3.94 Transactions denoted with an asterisk were pursuant to Rule 144 under the 1933 Act. Except for the transactions described in this Item 5(c), neither Aeneas, Phemus, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas's, Phemus's, HYI's and Harvard's knowledge and belief, none of the directors or executive officers of Aeneas, Phemus or HYI nor any of the President, Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. Page 9 of 155 Pages EXHIBIT A Member of Group Classification of Member - --------------- ------------------------ Aeneas Venture Corporation CO President and Fellows of Harvard College EP Harvard-Yenching Institute EP Page 10 of 155 Pages Exhibit B is hereby amended to read in its entirety as follows: EXHIBIT B Directors and Executive Officers -------------------------------- The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210. I. Directors of Aeneas Present Principal Name Occupation ---- ---------- Jack R. Meyer President, Harvard Management Company, Inc. Michael R. Eisenson President and Chief Executive Officer, Harvard Private Capital Group, Inc. Tim R. Palmer Managing Director, Harvard Private Capital Group, Inc. II. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- ----------- Michael R. Eisenson President Verne O. Sedlacek Treasurer John M. Sallay Vice President Tami E. Nason Secretary Kevin J. Tunick Assistant Secretary Page 11 of 155 Pages III. Trustees of HYI Present Principal Name Occupation ---- ---------- Professor Henry Rosovsky, Chairman Professor, Harvard University Linda Chisolm Associate of Episcopal Colleges T. Jefferson Coolidge, Jr. Private Investor Professor Daniel Ingalls Retired Professor, Harvard University Ms. Phyllis D. Collins Trustee, Dillon Fund and the Clarence and Anne Dillon Dunwalke Trust Jeremy Knowles Dean of Arts and Sciences, Harvard University Dr. David W. Vikner President, United Board for Christian Higher Education in Asia Dr. Nathan M. Pusey Retired President, Harvard University Mr. Galen L. Stone Private Investor IV. Executive Officers of HYI (in addition to those listed under (III)) Office/Position Name with HYI ---- -------- Tu Weiming Director Edward J. Baker Assistant Director V. Directors of Phemus Present Principal Name Occupation ---- ---------- Jack R. Meyer President, Harvard Management Company, Inc. Verne O. Sedlacek Chief Financial Officer, Harvard Management Company, Inc. Page 12 of 155 Pages Michael R. Eisenson President and Chief Executive Officer, Harvard Private Capital Group, Inc. VI. Executive Officers of Phemus (in addition to those listed above under (VI)) Office/Position Name with Phemus ---- ----------- Michael R. Eisenson President Verne O. Sedlacek Treasurer Tim R. Palmer Vice President Michael Thonis Vice President Tami E. Nason Clerk Kevin J. Tunick Assistant Clerk VII. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- ------------ Neil Rudenstine President Michael Roberts Secretary D. Ronald Daniel Treasurer Albert Carnesale Fellow James R. Houghton Fellow Robert G. Stone, Jr. Fellow` Judith Richards Hope Fellow Richard A. Smith Fellow Henry Rosovsky Fellow Page 13 of 155 Pages Anne Taylor Acting Vice President and General Counsel Sally Zeckhauser Vice President for Administration Thomas M. Reardon Vice President of Alumni Affairs and Development Elizabeth C. Huidekoper Vice President for Finance James H. Rowe Vice President of Government, Community and Public Affairs Page 14 of 155 Pages Signature --------- After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: February 25, 1997 AENEAS VENTURE CORPORATION By: /s/ Tami E. Nason ------------------------------- Name: Tami E. Nason Title: Authorized Signatory PHEMUS CORPORATION By: /s/ Tami E. Nason ------------------------------- Name: Tami E. Nason Title: Authorized Signatory PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory HARVARD YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Pursuant to Rule 101(a)(2)(ii) of Regulation S-T, attached hereto as Schedules I - XI to this Amendment No. 11 to Schedule 13-D are copies of the initial 13-D and all amendments thereto. Page 15 of 155 Pages Schedule I UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ___)* Harken Oil & Gas Incorporated ------------------------------------- (Name of Issuer) Common Stock ------------------------------------- (Title of Class of Securities) 412552101 ------------------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02110 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 1987 ------------------------------------------------------ (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 schedule because of Rule 13d-1(b)(3) or (4), check the following box [X] Check the following box if a fee is being paid with the statement [X] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 16 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [ ] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 7,962,461 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 7,962,461 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 7,962,461 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 29.8% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 17 of 155 Pages SCHEDULE 13D Item 1. Security and Issuer. This statement relates to the Common Stock, $1.00 par value (the "Common Stock"), of Harken Oil & Gas, Incorporated, a Delaware corporation (the "Issuer"), which has its principal executive offices at 4001 Airport Freeway, Suite 550, Bedford, Texas 76021. Item 2. Identity and Background. This statement is filed by Aeneas Venture Corporation ("Aeneas"), a Delaware corporation that is a wholly-owned subsidiary of The President and Fellows of Harvard College, a Massachusetts educational corporation ("Harvard"). The principal executive offices of Aeneas are located at 600 Atlantic Avenue, Boston, Massachusetts 02210. Aeneas is charitable title-holding company for a portion of the endowment funds of Harvard College. Aeneas' activities are carried on fro its office located at 600 Atlantic Avenue, Boston, Massachusetts. Information relating to the directors and executive officers of Aeneas and the individual President and Fellows of Harvard College and other executive officers of Harvard is contained in Appendix A attached hereto and incorporated herein by reference. All of the executive officers and directors of Aeneas are citizens of the United States of America. None of Aeneas or, to the best of Aeneas' knowledge or belief, any of the persons listed in Appendix A has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Aeneas nor, to the best of Aeneas' knowledge and belief, any of the persons listed in Appendix A has, during the past five years, been a party to a civil proceeding of 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 law or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. The source of funds used to purchase the securities of the Issuer to which this statement relates have been general funds (and income received therefrom) of Aeneas. The amount of funds used to date to acquire beneficial ownership of the shares of Common Stock to which this statement relates is approximately $14,800,000. Page 18 of 155 Pages Item 4. Purpose of the Transaction. Aeneas has purchased the shares of Common Stock it beneficially owns as of the date of this statement for investment purposes. Pursuant to the terms of a Shareholders' Agreement dated December 20, 1986, between Aeneas and Harken, Aeneas may covert shares and Promissory Notes it holds in KMI Acquisition Corporation into 500,000 additional shares of Harken Common Stock. Aeneas has from time to time engaged in discussions with Harken concerning the purchase by Aeneas of additional Harken Shares to finance acquisitions and proposed other programs by Harken. Aeneas has no plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Aeneas has previously reported its ownership position in the Issuer on Schedule 13G. Aeneas is at this time filing a Schedule 13D insofar as the size of its ownership may be deemed to have the possible effect of influencing control of management. Aeneas disclaims any intention to influence control of management. Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 7,962,461 shares of Common Stock (approximately 29.8% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Aeneas has the right to acquire beneficial ownership of within 60 days). Aeneas is the beneficial owner of all of the shares of Common Stock to which this statement relates, and has sole power to vote and dispose of all of such shares. Donald D. Beane, a director of the Issuer and a Vice President of Aeneas, is the beneficial owner of 1,000 shares of the Common Stock of the Issuer. Michael Eisenson, a director of the Issuer and a vice president of Aeneas, is the beneficial owner of 7,000 shares of Common Stock of the Issuer. Scott M. Sperling, a vice president of Aeneas, is the beneficial owner of 15,000 shares of Common Stock of the Issuer. Nils P. Peterson, a vice president of Aeneas, is the beneficial owner of 24,000 shares of Common Stock of the Issuer. To the best of Aeneas' knowledge and belief, none of the other officers or directors of Aeneas or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). Aeneas has not engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas' knowledge and belief, none of the directors or executive officers of Aeneas, nor any of the President or Fellows or other executive officers of Harvard has engaged in any transaction in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Page 19 of 155 Pages Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Harvard Management Company, Inc. has full discretion to direct the receipt of dividends from ("HMC") and the vote of the shares of the Issuer held by Aeneas. HMC is a charitable membership corporation operated for the benefit of Harvard. Item 7. Material to be Filed as Exhibits. None. Page 20 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: February 23, 1988 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer Page 21 of 155 Pages APPENDIX A Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210. I. Directors of Aeneas Name Present Principal Occupation ---- ---------------------------- Walter M. Cabot President, Harvard Management Company, Inc. Roderick M. MacDougall Treasurer, Harvard University Michael Thonis Partner, Harvard Management Company, Inc. II. Executive Officers of Aeneas (in addition to those listed above under (I)) Name Office/Position with Aeneas ---- --------------------------- Roderick M. MacDougall Chairman of the Board of Directors Walter M. Cabot President Henry J. Ameral Secretary and Vice President Verne O. Sedlacek Vice President and Treasurer Donald D. Beane Vice President Michael Thonis Vice President Scott M. Sperling Vice President Nils P. Peterson Vice President Michael Eisenson Vice President Page 22 of 155 Pages III. President and Fellows of Harvard and Other Executive Officers of Harvard Name Office/Position with Harvard ---- ---------------------------- Derek C. Bok President Roderick M. MacDougall Treasurer Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Andrew Heiskell Fellow Coleman M. Mockler, Jr. Fellow Henry Rosovsky Fellow Daniel Steiner Vice President and General Counsel Sandra Zeckhauser Vice President Frederick Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs John Shattuck Vice President of Government, Community and Public Affairs Page 23 of 155 Pages Schedule II SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Harken Energy Corporation ------------------------------------- (Name of Issuer) Common Stock ------------------------------------- (Title of Class of Securities) 412552101 ------------------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 1, 1988 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 24 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,407,070 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,407,070 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,407,070 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 24.6% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 25 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Harken Energy Corporation --------------------------------------------------- (Name of Issuer) Common Stock --------------------------------------------------- (Title of Class of Securities) 412552101 --------------------------------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 1, 1988 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 26 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 666,800 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 666,800 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 666,800 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 2.0% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 27 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Harken Energy Corporation ---------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------- (Title of Class of Securities) 412552101 ---------------------------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) September 1, 1988 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 28 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 166,700 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 166,700 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 166,700 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.5% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 29 of 155 Pages SCHEDULE 13D Amendment No. 1 Item 1. Security and Issuer. This amended statement relates to the Common Stock, $1.00 par value (the "Common Stock"), of Harken Energy Corporation, a Delaware corporation (the "Issuer" or "Harken"), which has its principal executive offices at 4001 Airport Freeway, Suite 550, Bedford, Texas 76021. Item 2. Identity and Background. This amended statement is filed by The President and Fellows of Harvard College, a Massachusetts educational corporation ("Harvard"), Aeneas Venture Corporation ("Aeneas"), a Delaware corporation that is a wholly-owned subsidiary of Harvard and title-holding Company for the endowment fund of Harvard University and the Harvard-Yenching Institute ("HYI"), a Massachusetts nonprofit corporation. The principal executive offices of Aeneas are located at 600 Atlantic Avenue, 15th Floor, Boston, Massachusetts 02210. The principal executive offices of Harvard are located at Massachusetts Hall, Cambridge, Massachusetts 02138. The principal executive offices of HYI are located at 2 Divinity Avenue, Cambridge, Massachusetts 02138. Aeneas is charitable title-holding company for a portion of the endowment fund of Harvard University. Harvard is a Massachusetts educational corporation that administers the endowment fund of Harvard University. HYI is a Massachusetts nonprofit corporation. Aeneas's activities are carried on from its office located at 600 Atlantic Avenue, Boston, Massachusetts. Harvard's activities are carried on from its office located at Massachusetts Hall, Cambridge, Massachusetts. HYI's activities are carried on from its office located at 2 Divinity Avenue, Cambridge, Massachusetts. Information relating to the directors and executive officers of Aeneas, HYI and the individual President and Fellows of Harvard College and other executive officers of Harvard is contained in Appendix A attached hereto and incorporated herein by reference. All of the executive officers and directors of Aeneas, HYI and Harvard are citizens of the United States of America. None of Aeneas, Harvard or HYI or, to the best of Aeneas's, Harvard's, or HYI's knowledge or belief, any of the persons listed in Appendix A has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Aeneas, Harvard nor HYI nor, to the best of Aeneas's, Harvard's, or HYI's knowledge and belief, any of the persons listed in Appendix A has, during the past five years, been a party to a civil proceeding of 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 Page 30 of 155 Pages 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. The source of funds used to purchase the securities of the Issuer to which this statement relates held by each of Aeneas, Harvard, and HYI have been general funds (and income received therefrom) respectively, of Aeneas, Harvard and HYI. The amount of funds used to date to acquire beneficial ownership of the shares of Common Stock to which this statement relates held by Aeneas, Harvard and HYI is respectively, approximately $17,300,000, $1,000,000 and $500,000. Item 4. Purpose of the Transaction. Each of Aeneas, Harvard and HYI has purchased the shares of Common Stock it beneficially owns as of the date of this statement for investment purposes. Pursuant to the terms of a Shareholders' Agreement dated December 20, 1986, between Aeneas and Harken, Aeneas may convert shares and Promissory Notes it holds in KMI Acquisition Corporation into 500,000 additional shares of Harken Common Stock. Aeneas has from time to time engaged in discussions with Harken concerning the purchase by Aeneas of additional Harken Shares to finance acquisitions and proposed other programs by Harken. Aeneas has no plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Aeneas, Harvard and HYI are at this time filing this amendment to the Schedule 13D filed by Aeneas on March 29, 1988, insofar as the size of their aggregate ownership has decreased by more than 1%. Each of Aeneas, Harvard and HYI disclaims any intention to influence control of management. Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 8,407,070 shares of the Common Stock (approximately 24.6% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Aeneas has the right to acquire beneficial ownership of within 60 days). Harvard is the beneficial owner of 666,800 shares of the Common Stock (approximately 2.0% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Harvard has the right to acquire the beneficial ownership of within 60 days). HYI is the beneficial owner of 166,700 shares of Common Stock (approximately 0.5% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which HYI has the right to acquire beneficial ownership of within 60 days). Each of Aeneas, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. Page 31 of 155 Pages Donald D. Beane, a director of the Issuer and a Vice President of Aeneas, is the beneficial owner of 1,000 shares of the Common Stock of the Issuer and holds options to purchase up to 25,000 additional shares of the Common Stock of the Issuer. Michael R. Eisenson, a director of the Issuer and a vice president of Aeneas, is the beneficial owner of 7,000 shares of Common Stock of the Issuer and holds options to purchase up to 25,000 additional shares of the Common Stock of the Issuer. Scott M. Sperling, a vice president of Aeneas, is the beneficial owner of 15,000 shares of Common Stock of the Issuer. Nils P. Peterson, a vice president of Aeneas, is the beneficial owner of 24,000 shares of Common Stock of the Issuer. To the best of Aeneas's, Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). Neither Aeneas, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas's, Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Harvard Management Company, Inc. ("HMC") has full discretion to direct the receipt of dividends from and the vote of the shares of the Issuer held by Aeneas. HMC is a charitable membership corporation operated for the benefit of Harvard. The shares reported by Harvard include 4,168 shares of the Issuer held by the HMC Pension Trust, a pension fund operated to fund the employee retirement plan of HMC. Control of the HMC Pension Trust is exercised by certain members of Harvard and HMC. Item 7. Material to be Filed as Exhibits. None. Page 32 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: February __, 1989 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Walter M. Cabot ---------------------------------- Name: Walter M. Cabot Title: Deputy Treasurer HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 33 of 155 Pages APPENDIX A Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210. I. Directors of Aeneas Present Principal Name Occupation ---- ----------------- Walter M. Cabot President, Harvard Management Company, Inc. Michael G. Thonis Partner, Harvard Management Company, Inc. Vacancy(1) II. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- --------------- Vacancy(1) Chairman of the Board of Directors Walter M. Cabot President Henry J. Ameral Secretary and Vice President Verne O. Sedlacek Vice President and Treasurer Donald D. Beane Vice President - -------- (1) Roderick M. MacDougall, a director and Chairman of the Board of Directors of Aeneas, died in November 1988. A successor has not yet been named to fill the vacancies created by Mr. MacDougall's death. Page 34 of 155 Pages Michael G. Thonis Vice President Scott M. Sperling Vice President Nils P. Peterson Vice President Michael Eisenson Vice President III. Trustees of HYI Present Principal Name Occupation ---- ------------------ Professor Henry Rosovsky, Professor, Harvard University Chairman T. Jefferson Coolidge, Jr. Private Investor Professor Daniel Ingalls Retired Professor, Harvard University Dr. Paul T. Labay Member, Board of Directors, United Board for Christian Higher Education in Asia Dr. James I. McCord Center for Theological Inquiry Dr. Nathan M. Pusey Retired President, Harvard University Professor A. Michel Spence Dean, Faculty of Arts & Sciences, Harvard University Mr. Galen L. Stone Private Investor Page 35 of 155 Pages IV. Executive Officers of HYI (in addition to those listed under (III)) Office/Position Name with HYI ---- --------------- Professor Patrick Hannan Director Edward J. Baker Assistant Director Page 36 of 155 Pages V. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- ---------------- Derek C. Bok President Temporarily Vacant Treasurer Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Andrew Heiskell Fellow Coleman M. Mockler, Jr. Fellow Henry Rosovsky Fellow Daniel Steiner Vice President and General Counsel Sandra Zeckhauser Vice President Frederick Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs John Shattuck Vice President of Government, Community and Public Affairs Page 37 of 155 Pages EXHIBIT A Member of Group Classification of Member - --------------- ------------------------ Aeneas Venture Corporation CO The President and Fellows of Harvard College EP Harvard-Yenching Institute EP Page 38 of 155 Pages Schedule III SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 1988 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 39 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,379,211 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,379,211 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,379,211 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 24.6% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 40 of 155 Pages SCHEDULE 13D Amendment No. 2 Item 2, Item 3, Item 4, Item 5 and Item 6 of the Schedule 13D filed as of February 7, 1989 is hereby amended by replacing the current text of Item 2, Item 3, Item 4, Item 5 and Item 6, respectively, with the following text: Item 2. Identity and Background. This amended statement is filed by Aeneas Venture Corporation ("Aeneas"), a Delaware corporation that is a wholly-owned subsidiary of The President and Fellows of Harvard College, a Massachusetts educational corporation ("Harvard"), and title-holding Company for the endowment fund of Harvard University. The principal executive offices of Aeneas are located at 600 Atlantic Avenue, 15th Floor, Boston, Massachusetts 02210. Aeneas is charitable title-holding company for a portion of the endowment fund of Harvard University. Aeneas's activities are carried on from its office located at 600 Atlantic Avenue, Boston, Massachusetts. Information relating to the directors and executive officers of Aeneas and the individual President and Fellows of Harvard College and other executive officers of Harvard is contained in Appendix A attached hereto and incorporated herein by reference. All of the executive officers and directors of Aeneas are citizens of the United States of America. Neither Aeneas nor, to the best of Aeneas's knowledge or belief, any of the persons listed in Appendix A has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Aeneas, nor to the best of Aeneas's knowledge and belief, any of the persons listed in Appendix A has, during the past five years, been a party to a civil proceeding of 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. The source of funds used to purchase the securities of the Issuer to which this statement relates held by Aeneas have been general funds (and income received therefrom) of Aeneas. The amount of funds used to date to acquire beneficial ownership of the shares of Common Stock (including shares of Common Stock which Aeneas has the right to acquire beneficial ownership of within 60 days) to which this statement relates held by Aeneas is approximately $14,800,000. Page 41 of 155 Pages Item 4. Purpose of the Transaction. Aeneas has purchased the shares of Common Stock (including shares of Common Stock which Aeneas has the right to acquire beneficial ownership of within 60 days) it beneficially owns as of the date of this statement for investment purposes. Pursuant to the terms of a Shareholders' Agreement dated December 20, 1986, between Aeneas and Harken, Aeneas may convert shares and Promissory Notes it holds in KMI Acquisition Corporation into 500,000 additional shares of Harken Common Stock. Aeneas has from time to time engaged in discussions with Harken concerning the purchase by Aeneas of additional Harken Shares to finance acquisitions and proposed other programs by Harken. Aeneas has no plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Aeneas is at this time filing this amendment to the Schedule 13D filed by Aeneas on March 29, 1988, insofar as the size of its aggregate ownership has decreased by more than 1%. Aeneas disclaims any intention to influence control of management. Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 8,395,923 shares of the Common Stock (approximately 24.6% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Aeneas has the right to acquire beneficial ownership of within 60 days). Aeneas is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. Donald D. Beane, a director of the Issuer and a Vice President of Aeneas, is the beneficial owner of 1,000 shares of the Common Stock of the Issuer and holds options to purchase up to 25,000 additional shares of the Common Stock of the Issuer. Michael R. Eisenson, a director of the Issuer and a vice president of Aeneas, is the beneficial owner of 7,000 shares of Common Stock of the Issuer and holds options to purchase up to 25,000 additional shares of the Common Stock of the Issuer. Scott M. Sperling, a vice president of Aeneas, is the beneficial owner of 15,000 shares of Common Stock of the Issuer. Nils P. Peterson, a vice president of Aeneas, is the beneficial owner of 24,000 shares of Common Stock of the Issuer. To the best of Aeneas's, Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). Aeneas has not engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas's knowledge and belief, none of the directors or executive officers of Aeneas has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. Page 42 of 155 Pages Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. Harvard Management Company, Inc. ("HMC") has full discretion to direct the receipt of dividends from and vote the shares of the Issuer held by Aeneas. HMC is a charitable membership corporation operated for the benefit of Harvard. Page 43 of 155 Pages Signature After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: November __, 1989 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer Page 44 of 155 Pages APPENDIX A Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, 15th Floor Boston, Massachusetts 02210. I. Directors of Aeneas Present Principal Name Occupation ---- ------------------ Walter M. Cabot President, Harvard Management Company, Inc. Michael G. Thonis Partner, Harvard Management Company, Inc. Vacancy(2) Treasurer, Harvard Management Company, Inc. II. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- --------------- Vacancy(1) Chairman of the Board of Directors Walter M. Cabot President Henry J. Ameral Secretary and Vice President Verne O. Sedlacek Vice President and Treasurer Donald D. Beane Vice President - -------- (2) Roderick M. MacDougall, a director and chairman of the Board of Directors of Aeneas, died in November, 1988. A successor has not yet been named to fill the vacancies created by Mr. MacDougall's death. Page 45 of 155 Pages Michael G. Thonis Vice President Scott M. Sperling Vice President Nils P. Peterson Vice President Michael Eisenson Vice President III. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- --------------- Derek C. Bok President D. Ronald Daniel Treasurer Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Andrew Heiskell Fellow Coleman M. Mockler, Jr. Fellow Henry Rosovsky Fellow Daniel Steiner Vice President and General Counsel Sandra Zeckhauser Vice President Page 46 of 155 Pages Frederick Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs John Shattuck Vice President of Government, Community and Public Affairs Page 47 of 155 Pages Schedule IV SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 - ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 30, 1990 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 48 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [ ] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 9,264,873 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 9,264,873 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 9,264,873 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 28.3% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 49 of 155 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 30, 1990 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 50 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [ ] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 666,801 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 666,801 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 666,801 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.0% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 51 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) March 30, 1990 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 52 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [ ] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 166,700 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 166,700 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 166,700 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.0% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 53 of 155 Pages SCHEDULE 13D Amendment No. 4 Item 3 of the Schedule is amended to read in its entirety as follows: Item 3. Source and Amount of Funds or Other Consideration. The source of funds used to purchase the securities of the Issuer to which this statement relates held by each of Aeneas, Harvard, and HYI have been general funds (and income received therefrom) respectively, of Aeneas, Harvard and HYI. The amount of funds used to date to acquire beneficial ownership of the shares of Common Stock to which this statement relates held by Aeneas, Harvard and HYI is respectively, approximately $21,644,812, $1,000,000 and $500,000. Aeneas acquired 16,712 shares of Common Stock of the Issuer in lieu of a $100,272 cash dividend in respect of its holdings of the Issuer's Series C Preferred Stock. Aeneas acquired an additional 868,450 shares of Common Stock of the Issuer in payment of a promissory note in the principal amount of $4,037,500 plus $304,750 accrued interest on such note of the Issuer to Aeneas. Item 5 of the Schedule is amended to read in its entirety as follows: Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 9,264,873 shares of the Common Stock (approximately 28.3% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Aeneas has the right to acquire beneficial ownership of within 60 days). Harvard is the beneficial owner of 666,801 shares of the Common Stock (approximately 0.0% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Harvard has the right to acquire the beneficial ownership of within 60 days). HYI is the beneficial owner of 166,700 shares of Common Stock (approximately 0.0% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which HYI has the right to acquire beneficial ownership of within 60 days). Each of Aeneas, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. Donald D. Beane, a director of the Issuer and a Vice President of Aeneas, is the beneficial owner of 1,000 shares of the Common Stock of the Issuer and holds options to purchase up to Page 54 of 155 Pages 25,000 additional shares of the Common Stock of the Issuer. Michael R. Eisenson, a director of the Issuer and a vice president of Aeneas, is the beneficial owner of 7,000 shares of Common Stock of the Issuer and holds options to purchase up to 25,000 additional shares of the Common Stock of the Issuer. Scott M. Sperling, a vice president of Aeneas, is the beneficial owner of 15,000 shares of Common Stock of the Issuer. Nils P. Peterson, a vice president of Aeneas, is the beneficial owner of 24,000 shares of Common Stock of the Issuer. To the best of Aeneas's, Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). Neither Aeneas, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas's, Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Page 55 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: May 31, 1990 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Walter M. Cabot ---------------------------------- Name: Walter M. Cabot Title: Deputy Treasurer HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 56 of 155 Pages APPENDIX A Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210. I. Directors of Aeneas Present Principal Name Occupation ---- ----------------- Walter M. Cabot President, Harvard Management Company, Inc. Michael G. Thonis Partner, Harvard Management Company, Inc. Vacancy(3) II. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- --------------- Vacancy(1) Chairman of the Board of Directors Walter M. Cabot President Henry J. Ameral Secretary and Vice President Verne O. Sedlacek Vice President and Treasurer Donald D. Beane Vice President Michael G. Thonis Vice President - -------- (3) Roderick M. MacDougall, a director and Chairman of the Board of Directors of Aeneas, died in November, 1988. A successor has not yet been named to fill the vacancies created by Mr. MacDougall's death. Page 57 of 155 Pages Scott M. Sperling Vice President Nils P. Peterson Vice President Michael Eisenson Vice President III. Trustees of HYI Present Principal Name Occupation ---- ----------------- Professor Henry Rosovsky, Professor, Harvard University Chairman T. Jefferson Coolidge, Jr. Private Investor Professor Daniel Ingalls Retired Professor, Harvard University Dr. Paul T. Labay Member, Board of Directors, United Board for Christian Higher Education in Asia Dr. James I. McCord Center for Theological Inquiry Dr. Nathan M. Pusey Retired President, Harvard University Professor A. Michael Spence Dean, Faculty of Arts & Sciences, Harvard University Mr. Galen L. Stone Private Investor Page 58 of 155 Pages IV. Executive Officers of HYI (in addition to those listed under (III)) Office/Position Name with HYI ---- --------------- Professor Patrick Hannan Director Edward J. Baker Assistant Director Page 59 of 155 Pages V. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- ---------------- Derek C. Bok President D. Ronald Daniel Treasurer Robert Shenton Secretary Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Judith Richards Hope Fellow Coleman M. Mockler, Jr. Fellow Henry Rosovsky Fellow Daniel Steiner Vice President and General Counsel Sally Zeckhauser Vice President Fred L. Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs John Shattuck Vice President of Government, Community and Public Affairs Page 60 of 155 Pages EXHIBIT A Member of Group Classification of Member - --------------- ------------------------ Aeneas Venture Corporation CO The President and Fellows of Harvard College EP Harvard-Yenching Institute EP Page 61 of 155 Pages Schedule V UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 1990 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 62 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,446,423 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,446,423 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,446,423 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 24.3% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 63 of 155 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 1990 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 64 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 868,450 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 868,450 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 868,450 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 2.5% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 65 of 155 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 1990 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 66 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 666,800 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 666,800 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 666,800 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 1.9% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 67 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) December 31, 1990 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 68 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 166,700 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 166,700 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 166,700 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.5% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 69 of 155 Pages SCHEDULE 13D Amendment No. 4 Items 2, 3, 4 and 5 of the Schedule 13D (Amendment No. 3) as filed on February 13, 1990 are hereby amended to read in their entirety as follows: Item 2. Identity and Background. This amended statement is filed by The President and Fellows of Harvard College, a Massachusetts educational corporation ("Harvard"), Aeneas Venture Corporation ("Aeneas"), a Delaware corporation that is a wholly-owned subsidiary of Harvard and title-holding company for the endowment fund of Harvard University, Phemus Corporation ("Phemus"), a Massachusetts corporation that is a wholly-owned subsidiary of Harvard and title-holding company for the endowment fund of Harvard University and the Harvard-Yenching Institute ("HYI"), a Massachusetts nonprofit corporation. The principal executive offices of Aeneas and Phemus are located at 600 Atlantic Avenue, 15th Floor, Boston, Massachusetts 02210. The principal executive offices of Harvard are located at Massachusetts Hall, Cambridge, Massachusetts 02138. The principal executive offices of HYI are located at 2 Divinity Avenue, Cambridge, Massachusetts 02138. Each of Aeneas and Phemus are charitable title-holding companies for a portion of the endowment fund of Harvard University. Harvard is a Massachusetts educational corporation that administers the endowment fund of Harvard University. HYI is a Massachusetts nonprofit corporation. Aeneas's and Phemus's activities are carried on from their offices located at 600 Atlantic Avenue, Boston, Massachusetts. Harvard's activities are carried on from its office located at Massachusetts Hall, Cambridge, Massachusetts. HYI's activities are carried on from its office located at 2 Divinity Avenue, Cambridge, Massachusetts. Information relating to the directors and executive officers of Aeneas, Phemus, HYI and the individual President and Fellows of Harvard College and other executive officers of Harvard are contained in Appendix A attached hereto and incorporated herein by reference. All of the executive officers and directors of Aeneas, Phemus, HYI and Harvard are citizens of the United States of America. None of Aeneas, Phemus, Harvard or HYI or, to the best of Aeneas's, Phemus's, Harvard's, or HYI's knowledge or belief, any of the persons listed in Appendix A has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Aeneas, Phemus, Harvard nor HYI nor, to the best of Aeneas's, Phemus's, Harvard's, or HYI's knowledge and belief, any of the persons listed in Appendix A has, during the past five years, been a party to a civil proceeding of judicial or administrative Page 70 of 155 Pages 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. The source of funds used to purchase the securities of the Issuer to which this statement relates held by each of Aeneas, Phemus, Harvard, and HYI have been general funds (and income received therefrom) respectively, of Aeneas, Phemus, Harvard and HYI. The amount of funds used to date to acquire beneficial ownership of the shares of Common Stock to which this statement relates held by Aeneas, Phemus, Harvard and HYI is respectively, approximately $17,302,562, $4,675,250, $1,000,000 and $500,000. Aeneas acquired 16,712 shares of Common Stock of the Issuer in lieu of a $100,272 cash dividend in respect of its holdings of the Issuer's Series C Preferred Stock. Phemus acquired 807,500 shares of Common Stock of the Issuer upon conversion of a $370,500 principal amount note of the Issuer to Phemus. Phemus acquired an additional 60,950 shares upon conversion of the $304,750 accrued interest on the note. Item 4. Purpose of the Transaction. Each of Aeneas, Phemus, Harvard and HYI has purchased the shares of Common Stock it beneficially owns as of the date of this statement for investment purposes. Pursuant to the terms of a Shareholders' Agreement dated December 20, 1986, between Aeneas and Harken, Aeneas may convert shares and Promissory Notes it holds in KMI Acquisition Corporation into 500,000 shares of Harken Common Stock. Aeneas has from time to time engaged in discussions with Harken concerning the purchase by Aeneas of additional Harken Shares to finance acquisitions and proposed other programs by Harken. Aeneas has no plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Aeneas, Phemus, Harvard and HYI are at this time filing this Amendment No. 4 to the Schedule 13D filed by Aeneas on March 29, 1988, insofar as the size of their aggregate ownership has increased by more than 1%. Each of Aeneas, Phemus, Harvard and HYI disclaims any intention to influence control of management. Item 5 of the Schedule is amended to read in its entirety as follows: Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 8,446,423 shares of the Common Stock (approximately 24.3% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Aeneas has the right to acquire beneficial ownership of within 60 days). Phemus is the beneficial owner of 868,450 shares of Common Stock (approximately 2.5% of Page 71 of 155 Pages the shares of Common Stock based upon the most recent filing of the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Phemus has the right to acquire beneficial ownership of within 60 days). Harvard is the beneficial owner of 666,800 shares of the Common Stock (approximately 1.9% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which Harvard has the right to acquire the beneficial ownership of within 60 days). HYI is the beneficial owner of 166,700 shares of Common Stock (approximately 0.5% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock which HYI has the right to acquire beneficial ownership of within 60 days). Each of Aeneas, Phemus, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. Donald D. Beane, a director of the Issuer and a Vice President of Aeneas, is the beneficial owner of 1,000 shares of the Common Stock of the Issuer and holds options to purchase up to 25,000 additional shares of the Common Stock of the Issuer. Michael R. Eisenson, a director of the Issuer and a vice president of Aeneas, is the beneficial owner of 7,000 shares of Common Stock of the Issuer and holds options to purchase up to 25,000 additional shares of the Common Stock of the Issuer. Scott M. Sperling, a vice president of Aeneas, is the beneficial owner of 15,000 shares of Common Stock of the Issuer. Nils P. Peterson, a vice president of Aeneas, is the beneficial owner of 24,000 shares of Common Stock of the Issuer. To the best of Aeneas's, Phemus's, Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, Phemus, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). Neither Aeneas, Phemus, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas's, Phemus's, Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas, Phemus or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Page 72 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: February 12, 1991 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PHEMUS CORPORATION By: _______________________________ Name: Title: PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Walter M. Cabot ---------------------------------- Name: Walter M. Cabot Title: Deputy Treasurer HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 73 of 155 Pages APPENDIX A Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210. I. Directors of Aeneas Present Principal Name Occupation ---- ------------------ Jack Meyer President, Harvard Management Company, Inc. Michael Eisensen Managing Partner, Aeneas Venture Group Scott Sperling Managing Partner, Aeneas Venture Group II. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- --------------- Vacancy(1) Chairman of the Board of Directors Jack Meyer President Henry J. Ameral Vice President Verne O. Sedlacek Vice President and Treasurer Michael G. Thonis Vice President Scott M. Sperling Vice President Nils P. Peterson Vice President Michael R. Eisenson Vice President Page 74 of 155 Pages Maureen Streeter Secretary Tami Nason Assistant Secretary III. Trustees of HYI Present Principal Name Occupation ---- ------------------ Professor Henry Rosovsky, Professor, Harvard University Chairman T. Jefferson Coolidge, Jr. Private Investor Professor Daniel Ingalls Retired Professor, Harvard University Ms. Phyllis D. Collins Trustee, Dillon Fund and the Clarence and Anne Dillon Dunwalke Trust Dr. James T. Lavey President, Emory University Dr. David W. Vikner President, United Board for Christian Higher Education in Asia Dr. Nathan M. Pusey Retired President, Harvard University Mr. Galen L. Stone Private Investor IV. Executive Officers of HYI (in addition to those listed under (III)) Office/Position Name with HYI ---- ---------------- Professor Patrick Hannan Director Edward J. Baker Assistant Director Page 75 of 155 Pages V. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- ---------------- Derek C. Bok President Robert Shenton Secretary D. Ronald Daniel Treasurer Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Judith Richards Hope Fellow Vacancy 4 Fellow Henry Rosovsky Fellow Daniel Steiner Vice President and General Counsel Sally Zeckhauser Vice President Fred L. Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs John Shattuck Vice President of Government, Community and Public Affairs - -------- (4) Coleman M. Mockler, Jr., a Fellow, died in January, 1991. A successor has not yet been named to fill the vacancy created by Mr. Mockler's death. Page 76 of 155 Pages I. Directors of Phemus Present Principal Name Occupation ---- ----------------- Jack R. Meyer President, Harvard Management Company Verne O. Sedlacek Treasurer, Harvard Management Company Michael R. Eisenson Managing Partner, Aeneas Venture Group II. Executive Officers of Phemus (in addition to those listed above under (I)) Office/Position Name with Phemus ---- --------------- Jack R. Meyer President Verne O. Sedlacek Treasurer Maureen S. Streeter Clerk/Secretary Page 77 of 155 Pages EXHIBIT A Member of Group Classification of Member - --------------- ------------------------ Aeneas Venture Corporation CO Phemus Corporation CO The President and Fellows of Harvard College EP Harvard-Yenching Institute EP Page 78 of 155 Pages Schedule VI SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 2, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 79 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,674,673 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,674,673 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,674,673 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 19.8% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 80 of 155 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 2, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 81 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 1,123,250 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 1,123,250 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 1,123,250 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 2.6% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 82 of 155 Pages UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 2, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 83 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 496,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 496,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 496,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 1.1% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 84 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 2, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 85 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 248,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 248,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 248,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.6% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 86 of 155 Pages SCHEDULE 13D Amendment No. 5 Items 2, 4 and 5 of the Schedule 13D (Amendment No. 4) as filed on February 14, 1991 are hereby amended to read in their entirety as follows: Item 2. Identity and Background. This amended statement is filed by The President and Fellows of Harvard College, a Massachusetts educational corporation ("Harvard"), Aeneas Venture Corporation ("Aeneas"), a Delaware corporation that is a wholly-owned subsidiary of Harvard and title-holding company for the endowment fund of Harvard University, Phemus Corporation ("Phemus"), a Massachusetts corporation that is a solely controlled subsidiary of Harvard and title-holding company for the endowment fund of Harvard University and the Harvard-Yenching Institute ("HYI"), a Massachusetts nonprofit corporation. The principal executive offices of Aeneas and Phemus are located at 600 Atlantic Avenue, 15th Floor, Boston, Massachusetts 02210. The principal executive offices of Harvard are located at Massachusetts Hall, Cambridge, Massachusetts 02138. The principal executive offices of HYI are located at 2 Divinity Avenue, Cambridge, Massachusetts 02138. Each of Aeneas and Phemus are charitable title-holding companies for a portion of the endowment fund of Harvard University. Harvard is a Massachusetts educational corporation that administers the endowment fund of Harvard University. HYI is a Massachusetts nonprofit corporation. Aeneas' and Phemus' activities are carried on from their offices located at 600 Atlantic Avenue, Boston, Massachusetts. Harvard's activities are carried on from its office located at Massachusetts Hall, Cambridge, Massachusetts. HYI's activities are carried on from its office located at 2 Divinity Avenue, Cambridge, Massachusetts. Information relating to the directors and executive officers of Aeneas, Phemus, HYI and the individual President and Fellows of Harvard College and other executive officers of Harvard are contained in Exhibit B attached hereto and incorporated herein by reference. All of the executive officers and directors of Aeneas, Phemus, HYI and Harvard are citizens of the United States of America. None of Aeneas, Phemus, Harvard or HYI or, to the best of Aeneas', Phemus', Harvard's, or HYI's knowledge or belief, any of the persons listed in Exhibit B has, during the past five years, been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors). Neither Aeneas, Phemus, Harvard nor HYI nor, to the best of Aeneas', Phemus', Harvard's, or HYI's knowledge and belief, any of the persons listed in Exhibit B has, during the past five years, been a party to a civil proceeding of judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree Page 87 of 155 Pages 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 4. Purpose of the Transaction. Each of Aeneas, Phemus, Harvard and HYI has purchased the shares of Common Stock it beneficially owns as of the date of this statement for investment purposes. Each of Aeneas, Phemus, Harvard and HYI disclaims any intention to influence control of management. Phemus has from time to time engaged in discussions with the Issuer concerning the purchase by Phemus of additional shares of the Issuer to finance acquisitions and proposed other programs by the Issuer. As part of its overall portfolio management as an institutional investor, Phemus may from time to time otherwise acquire additional shares of the Issuer and may dispose of shares in the open market, in private transactions, pursuant to underwritings under registration rights granted by the Issuer and otherwise. As set forth in the Form 144 filed by Harvard with the Securities and Exchange Commission on September 19, 1991, Phemus sold 152,700 shares of Common Stock of the Issuer in open-market transactions between September 19, 1991 and October 2, 1991. The dates, number of shares sold and prices per share are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ---------------- --------- September 19, 1991 62,600 $6.50 September 23, 1991 3,500 $6.00 September 24, 1991 3,100 $6.00 September 25, 1991 5,700 $5.875 September 26, 1991 23,300 $5.75 September 27, 1991 500 $5.75 September 30, 1991 500 $5.75 October 1, 1991 1,500 $5.25 October 2, 1991 52,000 $5.25 Aeneas, Phemus, Harvard and HYI are at this time filing this Amendment No. 5 to the Schedule 13D filed by Aeneas on March 29, 1988, insofar as the size of their aggregate ownership has decreased by more than 1%. Between October 3, 1991 and October 9, 1991, Phemus sold an additional 88,500 shares of Common Stock of the Issuer as follows: Page 88 of 155 Pages Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ----------------- --------- October 3, 1991 26,000 $5.25 October 4, 1991 18,500 $5.25 October 7, 1991 36,500 $5.25 October 8, 1991 1,200 $5.25 October 9, 1991 6,300 $5.25 Phemus has no plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 8,674,673 shares of the Common Stock (approximately 19.8% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Aeneas has the right to acquire beneficial ownership within 60 days). Phemus is the beneficial owner of 1,123,250 shares of Common Stock (approximately 2.6% of the shares of Common Stock based upon the most recent filing of the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Phemus has the right to acquire beneficial ownership within 60 days). Harvard is the beneficial owner of 496,000 shares of the Common Stock (approximately 1.1% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Harvard has the right to acquire the beneficial ownership within 60 days). HYI is the beneficial owner of 248,000 shares of Common Stock (approximately 0.6% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which HYI has the right to acquire beneficial ownership within 60 days). Each of Aeneas, Phemus, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. Michael R. Eisenson, a director of the Issuer and a vice president of Aeneas, is the beneficial owner of 10,000 shares of Common Stock of the Issuer. Scott M. Sperling, a vice president of Aeneas, is the beneficial owner of 13,000 shares of Common Stock of the Issuer. To the best of Aeneas', Phemus', Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, Phemus, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. Page 89 of 155 Pages (c). Except for the transactions described in Item 4 above, neither Aeneas, Phemus, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas', Phemus', Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas, Phemus or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Page 90 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: October __, 1991 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PHEMUS CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 91 of 155 Pages EXHIBIT A Member of Group Classification of Member - --------------- ------------------------ Aeneas Venture Corporation CO Phemus Corporation CO The President and Fellows of Harvard College EP Harvard-Yenching Institute EP Page 92 of 155 Pages EXHIBIT B Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210. I. Directors of Aeneas Present Principal Name Occupation ---- ----------------- Jack R. Meyer President, Harvard Management Company, Inc. Michael R. Eisensen Managing Partner, Aeneas Group, Inc. Scott M. Sperling Managing Partner, Aeneas Group, Inc. II. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- --------------- Jack R. Meyer President Verne O. Sedlacek Vice President and Treasurer Henry J. Ameral Vice President Nils P. Peterson Vice President Michael Thonis Vice President Scott M. Sperling Vice President Michael R. Eisenson Vice President Maureen Streeter Secretary Page 93 of 155 Pages Tami E. Nason Assistant Secretary III. Trustees of HYI Present Principal Name Occupation ---- ----------------- Professor Henry Rosovsky, Professor, Harvard University Chairman T. Jefferson Coolidge, Jr. Private Investor Professor Daniel Ingalls Retired Professor, Harvard University Ms. Phyllis D. Collins Trustee, Dillon Fund and the Clarence and Anne Dillon Dunwalke Trust Dr. James T. Lavey President, Emory University Dr. David W. Vikner President, United Board for Christian Higher Education in Asia Dr. Nathan M. Pusey Retired President, Harvard University Mr. Galen L. Stone Private Investor IV. Executive Officers of HYI (in addition to those listed under (III)) Office/Position Name with HYI ---- --------------- Professor Patrick Hannan Director Edward J. Baker Assistant Director Page 94 of 155 Pages V. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- --------------- Neil Rudenstine President Robert Shenton Secretary D. Ronald Daniel Treasurer Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Judith Richards Hope Fellow Vacancy (5) Fellow Henry Rosovsky Fellow Daniel Steiner Vice President and General Counsel Sally Zeckhauser Vice President Fred L. Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs John Shattuck Vice President of Government, Community and Public Affairs - -------- (5) Coleman M. Mockler, Jr., a Fellow, died in January, 1991. A successor has not yet been named to fill the vacancy created by Mr. Mockler's death. Page 95 of 155 Pages VI. Directors of Phemus Present Principal Name Occupation ---- ----------------- Jack R. Meyer President, Harvard Management Company Verne O. Sedlacek Treasurer, Harvard Management Company Michael R. Eisenson Managing Partner, Aeneas Group, Inc. VII. Executive Officers of Phemus (in addition to those listed above under (VI)) Office/Position Name with Phemus ---- ---------------- Jack R. Meyer President Verne O. Sedlacek Treasurer Maureen S. Streeter Clerk Michael R. Eisenson Vice President Scott M. Sperling Vice President Nils P. Peterson Vice President Michael Thonis Vice President Tami E. Nason Assistant Clerk Page 96 of 155 Pages Schedule VII SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 21, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 97 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,670,673 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,670,673 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,670,673 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 19.8% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 98 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 21, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 99 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 868,450 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 868,450 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 868,450 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 2.0% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 100 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 21, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 101 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 496,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 496,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 496,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 1.1% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 102 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 21, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 103 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 248,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 248,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 248,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.6% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 104 of 155 Pages SCHEDULE 13D Amendment No. 6 Items 4 and 5 of the Schedule 13D (Amendment No. 5) as filed on October 11, 1991 are hereby amended to read in their entirety as follows: Item 4. Purpose of the Transaction. Each of Aeneas, Phemus, Harvard and HYI has purchased the shares of Common Stock it beneficially owns as of the date of this statement for investment purposes. Each of Aeneas, Phemus, Harvard and HYI disclaims any intention to influence control of management. Each of Harvard, Aeneas, Phemus and HYI has from time to time engaged in discussions with the Issuer concerning the purchase of additional shares of the Issuer to finance acquisitions and proposed other programs by the Issuer. As part of its overall portfolio management as an institutional investor, each of Harvard, Aeneas, Phemus and HYI may from time to time otherwise acquire additional shares of the Issuer and may dispose of shares in the open market, in private transactions, pursuant to underwritings under registration rights granted by the Issuer and otherwise, depending upon various factors including the price level of the Common Stock, conditions in the securities markets, general economic and industry conditions, and the availability of other investment opportunities. On September 19, 1991, pursuant to Rule 144 of the Securities Act of 1933, Harvard filed a Form 144 - Notice of Proposed Sale of Securities indicating the proposed sale of up to 350,000 shares of Common Stock of the Issuer. On October 22, 1991 Harvard filed an item amendment to the Form 144 indicating the proposed sale of up to 1,109,200 shares of Common Stock of the Issuer. Neither Harvard, Aeneas, Phemus nor HYI has any plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 8,670,673 shares of the Common Stock (approximately 19.8% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Aeneas has the right to acquire beneficial ownership within 60 days). Phemus is the beneficial owner of 868,450 shares of Common Stock (approximately 2.0% of the shares of Common Stock based upon the most recent filing of the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Phemus has the right to acquire beneficial ownership with 60 days). Harvard is the beneficial owner of 496,000 shares of the Common Stock (approximately 1.1% of the shares of Common Stock based upon the most Page 105 of 155 Pages recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Harvard has the right to acquire the beneficial ownership within 60 days). HYI is the beneficial owner of 248,000 shares of Common Stock (approximately 0.6% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which HYI has the right to acquire beneficial ownership within 60 days). Each of Aeneas, Phemus, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all such shares. Michael R. Eisenson, a director of the Issuer and a director and vice president of each of Phemus and Aeneas, is the beneficial owner of 10,000 shares of Common Stock of the Issuer. Scott M. Sperling, a director and vice president of Aeneas and a vice president of Phemus, is the beneficial owner of 13,000 shares of Common Stock of the Issuer. To the best of Aeneas', Phemus', Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, Phemus, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). Phemus sold 301,700 shares of Common Stock of the Issuer in open-market transactions on the American Stock Exchange between September 19, 1991 and October 21, 1991. Phemus sold an additional 194,300 shares of Common Stock of the Issuer in open-market transactions on the American Stock Exchange between October 22, 1991 and October 23, 1991. The dates, number of shares sold and prices per share are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ---------------- --------- September 19, 1991 62,600 $6.50 September 23, 1991 3,500 $6.00 September 24, 1991 3,100 $6.00 September 25, 1991 5,700 $5.88 September 26, 1991 23,300 $5.75 September 27, 1991 500 $5.75 September 30, 1991 1,900 $5.25 October 1, 1991 1,500 $5.25 October 2, 1991 5,200 $5.25 October 3, 1991 26,000 $5.25 October 4, 1991 18,500 $5.25 October 7, 1991 36,500 $5.25 October 8, 1991 1,200 $5.25 October 9, 1991 6,300 $5.25 October 10, 1991 5,200 $5.25 October 11, 1991 10,000 $5.25 Page 106 of 155 Pages October 14, 1991 14,000 $5.25 October 15, 1991 25,000 $5.25 October 15, 1991 500 $5.38 October 16, 1991 4,700 $5.25 October 17, 1991 12,500 $5.25 October 18, 1991 9,000 $5.25 October 21, 1991 25,000 $5.25 October 22, 1991 35,500 $5.25 October 22, 1991 50,100 $5.38 October 22, 1991 39,400 $5.50 October 22, 1991 12,000 $5.63 October 23, 1991 32,800 $6.38 October 23, 1991 24,500 $6.25 Aeneas sold 4,000 shares of Common Stock of the Issuer at a price per share of $6.25 in an open-market transaction on the American Stock Exchange on October 23, 1991. Aeneas, Phemus, Harvard and HYI are at this time filing this Amendment No. 6 to the Schedule 13D filed on March 24, 1988 insofar as the size of their aggregate ownership decreased by more than 1% since the filing of Amendment No. 5 to the Schedule 13D on October 11, 1991. Except for the transactions described in this Item 5(c), neither Aeneas, Phemus, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas', Phemus' Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas, Phemus or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Page 107 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PHEMUS CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 108 of 155 Pages Schedule VIII SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 31, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 109 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aetneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,488,073 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,488,073 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,488,073 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 19.7% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 110 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 31, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 111 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 868,450 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 868,450 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 868,450 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 2.0% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 112 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 31, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 113 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 496,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 496,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 496,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 1.1% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 114 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 31, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 115 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 248,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 248,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 248,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.6% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 116 of 155 Pages SCHEDULE 13D Amendment No. 7 Item 5 of the Schedule 13D (Amendment No. 6) as filed on October 25, 1991 is hereby amended to read in its entirety as follows: Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 8,488,073 shares of the Common Stock (approximately 19.7% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Aeneas has the right to acquire beneficial ownership within 60 days). Phemus is the beneficial owner of 868,450 shares of Common Stock (approximately 2.0% of the shares of Common Stock based upon the most recent filing of the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Phemus has the right to acquire beneficial ownership within 60 days). Harvard is the beneficial owner of 496,000 shares of the Common Stock (approximately 1.1% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Harvard has the right to acquire the beneficial ownership within 60 days). HYI is the beneficial owner of 248,000 shares of Common Stock (approximately 0.6% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which HYI has the right to acquire beneficial ownership within 60 days). Each of Aeneas, Phemus, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. Michael R. Eisenson, a director of the Issuer and a director and vice president of each of Phemus and Aeneas, is the beneficial owner of 10,000 shares of Common Stock of the Issuer. Scott M. Sperling, a director and vice president of Aeneas and a vice president of Phemus, is the beneficial owner of 13,000 shares of Common Stock of the Issuer. To the best of Aeneas', Phemus', Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, Phemus, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). In addition to those transactions reported in Amendment No. 6 to the Schedule 13D filed on October 25, 1991 relating to the sales of 500,000 shares of Common Stock of the Issuer by Phemus and Aeneas in open market transactions on the American Stock Exchange between September 19, 1991 and October 23, 1991, Aeneas sold 182,600 shares of Common Stock of the Page 117 of 155 Pages Issuer in open-market transactions on the American Stock Exchange between October 24, 1991 and October 31, 1991. The dates, number of shares sold and prices per share of shares sold since the date of the filing of Amendment No. 6 to the Schedule 13D are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ---------------- --------- October 24, 1991 37,700 $6.00 October 25, 1991 2,900 $6.00 October 25, 1991 500 $5.88 October 25, 1991 2,000 $5.75 October 28, 1991 4,300 $6.00 October 28, 1991 4,100 $5.88 October 29, 1991 11,900 $5.50 October 29, 1991 1,000 $5.63 October 29, 1991 15,800 $5.75 October 29, 1991 9,600 $5.88 October 30, 1991 5,000 $5.63 October 30, 1991 4,400 $5.75 October 30, 1991 3,400 $5.88 October 31, 1991 55,000 $5.50 October 31, 1991 24,600 $5.63 October 31, 1991 400 $5.75 Aeneas, Phemus, Harvard and HYI are at this time filing this Amendment No. 7 to the Schedule 13D filed on March 24, 1988 insofar as the size of their aggregate ownership decreased by more than 1% since the filing of Amendment No. 6 to the Schedule 13D on October 25, 1991. Except for the transactions described in this Item 5(c), neither Aeneas, Phemus, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas', Phemus', Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas, Phemus or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Page 118 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: November __, 1991 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PHEMUS CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 119 of 155 Pages Schedule IX SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 4, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 120 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,061,473 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,061,473 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,061,473 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 18.4% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 121 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 4, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 122 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 868,450 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 868,450 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 868,450 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 2.0% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 123 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Harken Energy Corporation --------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 4, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 124 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 496,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 496,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 496,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 1.1% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 125 of 155 Pages SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) November 4, 1991 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 126 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | WC | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 248,000 shares | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 248,000 shares | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 248,000 shares | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.6% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 127 of 155 Pages SCHEDULE 13D Amendment No. 8 Items 4 and 5 of the Schedule 13D (Amendment No. 7) as filed on November 5, 1991 are hereby amended to read in their entirety as follows: Item 4. Purpose of the Transaction. Each of Aeneas, Phemus, Harvard and HYI has purchased the shares of Common Stock it beneficially owns as of the date of this statement for investment purposes. Each of Aeneas, Phemus, Harvard and HYI disclaims any intention to influence control of management. Each of Harvard, Aeneas, Phemus and HYI has from time to time engaged in discussions with the Issuer concerning the purchase of additional shares of the Issuer to finance acquisitions and proposed other programs by the Issuer. As part of its overall portfolio management as an institutional investor, each of Harvard, Aeneas, Phemus and HYI may from time to time otherwise acquire additional shares of the Issuer and may dispose of shares in the open market, in private transactions, pursuant to underwritings under registration rights granted by the Issuer and otherwise, depending upon various factors including the price level of the Common Stock, conditions in the securities markets, general economic and industry conditions, and the availability of other investment opportunities. On September 19, 1991, pursuant to Rule 144 of the Securities Act of 1933, Harvard filed a Form 144 - Notice of Proposed Sale of Securities indicating the proposed sale of up to 350,000 shares of Common Stock of the Issuer. On October 22, 1991 Harvard filed an item amendment to the Form 144 indicating the proposed sale of up to 1,109,200 shares of Common Stock of the Issuer. A total of 1,109,200 shares of Common Stock of the Issuer were sold in open-market transactions between September 19, 1991 and November 5, 1991. Pursuant to certain existing registration rights as described more fully in the registration statement filed by the Issuer with the Securities and Exchange Commission on Friday, November 8, 1991, Harvard has included in such registration statement for future sale from time to time up to 3,517,148 shares of Common Stock of the Issuer. Neither Harvard, Aeneas, Phemus nor HYI has any plans or proposals which relate to or would result in any of the actions set forth in parts (b) through (j) of Item 4. Item 5. Interest in Securities of the Issuer. (a), (b). Aeneas is the beneficial owner of 8,061,473 shares of the Common Stock (approximately 18.4% of the shares of Common Stock based upon the most recently available Page 128 of 155 Pages filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Aeneas has the right to acquire beneficial ownership within 60 days). Phemus is the beneficial owner of 868,450 shares of Common Stock (approximately 2.0% of the shares of Common Stock based upon the most recent filing of the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Phemus has the right to acquire beneficial ownership within 60 days). Harvard is the beneficial owner of 496,000 shares of the Common Stock (approximately 1.1% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Harvard has the right to acquire the beneficial ownership within 60 days). HYI is the beneficial owner of 248,000 shares of Common Stock (approximately 0.6% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which HYI has the right to acquire beneficial ownership within 60 days). Each of Aeneas, Phemus, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. Michael R. Eisenson, a director of the Issuer and a director and vice president of each of Phemus and Aeneas, is the beneficial owner of 10,000 shares of Common Stock of the Issuer. Scott M. Sperling, a director and vice president of Aeneas and a vice president of Phemus, is the beneficial owner of 13,000 shares of Common Stock of the Issuer. To the best of Aeneas', Phemus', Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, Phemus, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. (c). In addition to those transactions reported in Amendment No. 7 to the Schedule 13D filed on November 5, 1991 relating to the sales of 682,600 shares of Common Stock of the Issuer by Phemus and Aeneas in open market transactions on the American Stock Exchange between September 19, 1991 and October 31, 1991, Aeneas sold 426,600 shares of Common Stock of the Issuer in open-market transactions on the American Stock Exchange between November 1, 1991 and November 5, 1991. The dates, number of shares sold and prices per share of shares sold since the date of the filing of Amendment No. 7 to the Schedule 13D are as follows: Date of Shares of Common Price Transaction Stock Sold Per Share ----------- ---------------- --------- November 1, 1991 40,400 $5.63 November 1, 1991 3,500 $5.75 November 4, 1991 10,300 $5.63 November 4, 1991 49,700 $5.75 November 4, 1991 1,000 $5.88 November 5, 1991 75,000 $5.88 November 5, 1991 75,000 $6.00 November 5, 1991 25,000 $6.13 Page 129 of 155 Pages November 5, 1991 35,000 $6.25 November 5, 1991 46,700 $6.38 November 5, 1991 19,200 $6.50 November 5, 1991 10,800 $6.63 November 5, 1991 10,000 $6.75 November 5, 1991 10,000 $6.88 November 5, 1991 15,000 $7.00 Aeneas, Phemus, Harvard and HYI are at this time filing this Amendment No. 8 to the Schedule 13D filed on March 24, 1988 insofar as the size of their aggregate ownership decreased by more than 1% since the filing of Amendment No. 7 to the Schedule 13D on November 5, 1991. Except for the transactions described in this Item 5(c), neither Aeneas, Phemus, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. To the best of Aeneas', Phemus', Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas, Phemus or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the past 60 days. (d). None. (e). Not applicable. Page 130 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: November __, 1991 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PHEMUS CORPORATION By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ---------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 131 of 155 Pages Schedule X SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 26, 1992 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 132 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,061,473 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,061,473 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,061,473 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 18.3% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 133 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 370,289 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 370,289 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 370,289 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.8% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 134 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 480,666 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 480,666 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 480,666 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 1.1% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 135 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 235,575 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | --- | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 235,575 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | --- | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 235,575 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.5% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 136 of 155 Pages AMENDMENT NO. 9 TO SCHEDULE 13D Harken Energy Corporation Item 5. Interest in Securities of the Issuer. Item 5(a); (b) is hereby amended to read as follows: (a), (b). Aeneas is the beneficial owner of 8,061,473 shares of Common Stock (approximately 18.3% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Aeneas has the right to acquire beneficial ownership within 60 days). The shares of Common Stock reported herein as beneficially owned by Aeneas include 25,000 shares of Common Stock that Aeneas has an option to purchase, at any time, at a purchase price of $5.625 per share. Phemus is the beneficial owner of 370,289 shares of Common Stock (approximately 0.8% of the shares of Common Stock based upon the most recent filing of the Issuer with the Securities and Exchange Commission). Harvard is the beneficial owner of 480,666 shares of the Common Stock (approximately 1.1% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission). HYI is the beneficial owner of 235,575 shares of Common Stock (approximately 0.5% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission). Each of Aeneas, Phemus, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. To the best of Aeneas's, Phemus's, Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, Phemus, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. Item 5(c) is amended by adding thereto the following: (c). During the sixty-day period ended on October 26, 1992, Phemus sold 406,824 shares of Common Stock of the Issuer in open-market transactions. The dates, number of shares sold and prices per share of shares sold by Phemus are as follows: Date of Price Transaction Shares Sold Per Share ----------- ----------- --------- October 20, 1992 15,197 $2.25 October 21, 1992 1,657 $2.25 October 22, 1992 75,246 $2.25 October 23, 1992 26,709 $2.38 October 23, 1992 461 $2.56 October 23, 1992 133,637 $2.50 October 23, 1992 21,183 $2.63 October 23, 1992 2,210 $2.75 October 26, 1992 64,654 $2.31 October 26, 1992 58,944 $2.38 Page 137 of 155 Pages October 26, 1992 6,926 $2.50 During the sixty-day period ended on October 26, 1992, Harvard sold 23,412 shares of Common Stock of the Issuer in open-market transactions. The dates, number of shares sold and prices per share sold by Harvard are as follows: Date of Price Transaction Shares Sold Per Share ----------- ----------- --------- October 20, 1992 875 $2.25 October 21, 1992 96 $2.25 October 22, 1992 4,330 $2.25 October 23, 1992 1,537 $2.38 October 23, 1992 27 $2.56 October 23, 1992 7,690 $2.50 October 23, 1992 1,219 $2.63 October 23, 1992 127 $2.75 October 26, 1992 3,720 $2.31 October 26, 1992 3,392 $2.38 October 26, 1992 399 $2.50 During the sixty-day period ended on October 26, 1992, HYI sold 11,484 shares of Common Stock of the Issuer in open-market transactions. The dates, number of shares sold and prices per share sold by HYI are as follows: Date of Price Transaction Shares Sold Per Share ----------- ----------- --------- October 20, 1992 428 $2.25 October 21, 1992 47 $2.25 October 22, 1992 2,124 $2.25 October 23, 1992 754 $2.38 October 23, 1992 13 $2.56 October 23, 1992 3,773 $2.50 October 23, 1992 598 $2.63 October 23, 1992 62 $2.75 October 26, 1992 1,825 $2.31 October 26, 1992 1,664 $2.38 October 26, 1992 196 $2.50 Aeneas, Phemus, Harvard and HYI are at this time filing this Amendment No. 9 to the Schedule 13D filed on March 24, 1988 insofar as the size of their aggregate ownership decreased by more than 1% since the filing of Amendment No. 8 to the Schedule 13D on November 12, 1991. Page 138 of 155 Pages Except for the transactions described in this Item 5(c), neither Aeneas, Phemus, Harvard nor HYI has engaged in any transactions in the Common Stock of the Issuer during the 60-day period ended October 26, 1992. To the best of Aeneas's, Phemus's, Harvard's and HYI's knowledge and belief, none of the directors or executive officers of Aeneas, Phemus or HYI nor any of the President or Fellows or other executive officers of Harvard has engaged in any transactions in the Common Stock of the Issuer during the 60-day period ended October 26, 1992. Page 139 of 155 Pages Exhibit B is hereby amended to read in its entirety as follows: EXHIBIT B Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210 I. Directors of Aeneas Present Principal Name Occupation ---- ----------------- Jack R. Meyer President, Harvard Management Company, Inc. Michael R. Eisenson Managing Partner, Aeneas Group, Inc. Scott M. Sperling Managing Partner, Aeneas Group, Inc. II. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- ---------------- Jack R. Meyer President Verne O. Sedlacek Vice President and Treasurer Michael Thonis Vice President Scott M. Sperling Vice President Michael R. Eisenson Vice President Tami E. Nason Assistant Secretary Page 140 of 155 Pages III. Trustees of HYI Present Principal Name Occupation ---- ------------------ Professor Henry Rosovsky, Professor, Harvard University Chairman T. Jefferson Coolidge, Jr. Private Investor Professor Daniel Ingalls Retired Professor, Harvard University Ms. Phyllis D. Collins Trustee, Dillon Fund and the Clarence and Anne Dillon Dunwalke Trust Dr. James T. Lavey President, Emory University Dr. David W. Vikner President, United Board for Christian Higher Education in Asia Dr. Nathan M. Pusey Retired President, Harvard University Mr. Galen L. Stone Private Investor IV. Executive Officers of HYI (in addition to those listed under (III)) Office/Position Name with HYI ---- --------------- Professor Patrick Hannan Director Edward J. Baker Assistant Director Page 141 of 155 Pages V. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- --------------- Neil Rudenstine President Robert Shenton Secretary D. Ronald Daniel Treasurer Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Judith Richards Hope Fellow Richard A. Smith Fellow Henry Rosovsky Fellow Daniel Steiner Vice President and General Counsel Sally Zeckhauser Vice President Fred L. Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs John Shattuck Vice President of Government, Community and Public Affairs Page 142 of 155 Pages VI. Directors of Phemus Present Principal Name Occupation ---- ----------------- Jack R. Meyer President, Harvard Management Company Verne O. Sedlacek Treasurer, Harvard Management Company Michael R. Eisenson Managing Partner, Aeneas Group, Inc. VII. Executive Officers of Phemus (in addition to those listed above under (VI)) Office/Position Name with Phemus ---- --------------- Jack R. Meyer President Verne O. Sedlacek Treasurer Michael R. Eisenson Vice President Scott M. Sperling Vice President Michael Thonis Vice President Tami E. Nason Assistant Clerk Page 143 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: November 10, 1992 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PHEMUS CORPORATION By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 144 of 155 Pages Schedule XI SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10)* Harken Energy Corporation ---------------------------------------------------------------- (Name of Issuer) Common Stock ---------------------------------------------------------------- (Title of Class of Securities) 412552101 ----------------------------- (CUSIP Number) Verne O. Sedlacek COPY TO: Christopher A. Klem, Esq. Harvard Management Ropes & Gray Company, Inc. One International Place 600 Atlantic Avenue Boston, MA 02110 Boston, MA 02210 (617) 951-7410 (617) 523-4400 ------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 15, 1993 ------------------------------------------------------ (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 schedule 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 [ ] (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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 145 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Aeneas Venture Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Delaware | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 8,061,473 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 8,061,473 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 8,061,473 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 13.4% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 146 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Phemus Corporation | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 321,679 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 321,679 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 321,679 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.5% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | CO | |----|-------------------------------------------------------------------------| Page 147 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | The President and Fellows of Harvard College | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 468,367 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 468,367 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 468,367 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.8% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 148 of 155 Pages - ------------------------ 13D ------------------------------ CUSIP No. 412552101 | | | - ----------------------- ------------------------------ - -------------------------------------------------------------------------------| | 1. | NAME OF REPORTING PERSONS | | | S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS | | | | | | Harvard-Yenching Institute | |----|-------------------------------------------------------------------------| | | (a) [X] | | 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | | | (b) [ ] | |----|-------------------------------------------------------------------------| | | | | 3. | SEC USE ONLY | | | | |----|-------------------------------------------------------------------------| | | | | 4. | SOURCE OF FUNDS* | | | Not Applicable | |----|-------------------------------------------------------------------------| | | | | 5. | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ] | | | PURSUANT TO ITEM 2(d) or 2(e) | |----|-------------------------------------------------------------------------| | | | | 6. | CITIZENSHIP OR PLACE OF ORGANIZATION | | | | | | Massachusetts | |----|-------------------------------------------------------------------------| | | | | | | 7. | SOLE VOTING POWER | | NUMBER OF | | | | SHARES | | 234,204 | | BENEFICIALLY |----------------------------------------------------------| | OWNED BY | | | | EACH | 8. | SHARED VOTING POWER | | REPORTING | | | | PERSON | | | | WITH |----------------------------------------------------------| | | | SOLE DISPOSITIVE POWER | | | 9. | | | | | 234,204 | | |----------------------------------------------------------| | | | | | | 10. | SHARED DISPOSITIVE POWER | | | | | | | | | |----|-------------------------------------------------------------------------| | | | | 11.| AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | | | | | | 234,204 | |----|-------------------------------------------------------------------------| | | | | 12.| CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ] | | | CERTAIN SHARES* | | | | |----|-------------------------------------------------------------------------| | | | | 13.| PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) | | | | | | 0.4% | |----|-------------------------------------------------------------------------| | | | | 14.| TYPE OF REPORTING PERSON* | | | | | | EP | |----|-------------------------------------------------------------------------| Page 149 of 155 Pages AMENDMENT NO. 10 TO SCHEDULE 13D Harken Energy Corporation Item 5. Interest in Securities of the Issuer. Item 5(a); (b) is hereby amended to read as follows: (a), (b). Aeneas is the beneficial owner of 8,061,473 shares of Common Stock (approximately 13.4% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission and including shares of Common Stock of which Aeneas has the right to acquire beneficial ownership within 60 days). The shares of Common Stock reported herein as beneficially owned by Aeneas include 25,000 shares of Common Stock that Aeneas has an option to purchase, at any time, at a purchase price of $5.625 per share. Phemus is the beneficial owner of 321,679 shares of Common Stock (approximately 0.5% of the shares of Common Stock based upon the most recent filing of the Issuer with the Securities and Exchange Commission). Harvard is the beneficial owner of 468,367 shares of the Common Stock (approximately 0.8% of the shares of Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission). HYI is the beneficial owner of 234,204 shares of Common Stock (approximately 0.4% of the shares of the Common Stock based upon the most recently available filing by the Issuer with the Securities and Exchange Commission). Each of Aeneas, Phemus, Harvard and HYI is the beneficial owner of all of the shares of Common Stock to which this statement relates held in its name, and each has sole power to vote and dispose of all of such shares. To the best of Aeneas's, Phemus's, Harvard's and HYI's knowledge and belief, none of the other officers or directors of Aeneas, Phemus, HYI or The President and Fellows of Harvard beneficially owns any shares of the Common Stock of the Issuer. Aeneas, Phemus, Harvard and HYI are at this time filing this Amendment No. 10 to the Schedule 13D filed on March 24, 1988 insofar as the size of their aggregate ownership decreased significantly since the filing of Amendment No. 9 to the Schedule 13D on November 12, 1992 as a result of the issuance by the Issuer of an additional 14,210,357 shares of Common Stock on or around February 15, 1993, pursuant to the Amended and Restated Agreement and Plan of Merger dated October 1, 1992 among the Issuer, Chuska Resources Corporation, a Nevada corporation, and Chuska Acquisition Corp., a Delaware corporation and wholly-owned subsidiary of the Issuer. Page 150 of 155 Pages Exhibit B is hereby amended to read in its entirety as follows: EXHIBIT B Directors and Executive Officers The names of the directors and executive officers and their business addresses and present principal occupation or employment are set forth below. If no business address is given, the director's or officer's business address is c/o Harvard Management Company, Inc., 600 Atlantic Avenue, Boston, Massachusetts 02210 VIII. Directors of Aeneas Present Principal Name Occupation ---- ----------------- Jack R. Meyer President, Harvard Management Company, Inc. Michael R. Eisenson Managing Partner, Aeneas Group, Inc. Scott M. Sperling Managing Partner, Aeneas Group, Inc. IX. Executive Officers of Aeneas (in addition to those listed above under (I)) Office/Position Name with Aeneas ---- --------------- Jack R. Meyer President Verne O. Sedlacek Vice President and Treasurer Michael Thonis Vice President Scott M. Sperling Vice President Michael R. Eisenson Vice President Tami E. Nason Assistant Secretary Page 151 of 155 Pages X. Trustees of HYI Present Principal Name Occupation ---- ----------------- Professor Henry Rosovsky, Professor, Harvard University Chairman T. Jefferson Coolidge, Jr. Private Investor Professor Daniel Ingalls Retired Professor, Harvard University Ms. Phyllis D. Collins Trustee, Dillon Fund and the Clarence and Anne Dillon Dunwalke Trust Dr. James T. Lavey President, Emory University Dr. David W. Vikner President, United Board for Christian Higher Education in Asia Dr. Nathan M. Pusey Retired President, Harvard University Mr. Galen L. Stone Private Investor XI. Executive Officers of HYI (in addition to those listed under (III)) Office/Position Name with HYI ---- --------------- Professor Patrick Hannan Director Edward J. Baker Assistant Director Page 152 of 155 Pages XII. President and Fellows of Harvard and Other Executive Officers of Harvard Office/Position Name with Harvard ---- --------------- Neil Rudenstine President Robert Shenton Secretary D. Ronald Daniel Treasurer Charles P. Slichter Fellow Robert G. Stone, Jr. Fellow Judith Richards Hope Fellow Richard A. Smith Fellow Henry Rosovsky Fellow Margaret H. Marshall Vice President and General Counsel Sally Zeckhauser Vice President Fred L. Glimp Vice President of Alumni Affairs Robert Scott Vice President of Financial Affairs Page 153 of 155 Pages XIII. Directors of Phemus Present Principal Name Occupation ---- ----------------- Jack R. Meyer President, Harvard Management Company Verne O. Sedlacek Treasurer, Harvard Management Company Michael R. Eisenson Managing Partner, Aeneas Group, Inc. XIV. Executive Officers of Phemus (in addition to those listed above under (VI)) Office/Position Name with Phemus ---- --------------- Jack R. Meyer President Verne O. Sedlacek Treasurer Michael R. Eisenson Vice President Scott M. Sperling Vice President Michael Thonis Vice President Tami E. Nason Assistant Clerk Page 154 of 155 Pages Signature After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: April 15, 1993 AENEAS VENTURE CORPORATION By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Vice President/Treasurer PHEMUS CORPORATION By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Treasurer PRESIDENT AND FELLOWS OF HARVARD COLLEGE By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory HARVARD-YENCHING INSTITUTE By: /s/ Verne O. Sedlacek ------------------------------- Name: Verne O. Sedlacek Title: Authorized Signatory Page 155 of 155 Pages -----END PRIVACY-ENHANCED MESSAGE-----