-----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, TbiqheAshingjQvJnt8nFg8Id+9jgan1YWOxUfXve87O3I849j5UqEzTeexTpDrG YLtP0aM3o2lbHHRIse90kw== 0000941655-03-000016.txt : 20030715 0000941655-03-000016.hdr.sgml : 20030715 20030714180225 ACCESSION NUMBER: 0000941655-03-000016 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030715 GROUP MEMBERS: ALPINE INVESTMENT PARTNERS GROUP MEMBERS: JOSHUA RUCH GROUP MEMBERS: RHO MANAGEMENT TRUST III SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MISSION RESOURCES CORP CENTRAL INDEX KEY: 0000319459 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760437769 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-33149 FILM NUMBER: 03786004 BUSINESS ADDRESS: STREET 1: 1331 LAMAR STREET 2: SUITE 1455 CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 7134953000 MAIL ADDRESS: STREET 1: 1221 LAMAR STREET 2: STE 1600 CITY: HOUSTON STATE: TX ZIP: 77010-3039 FORMER COMPANY: FORMER CONFORMED NAME: BELLWETHER EXPLORATION CO DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: RHO MANAGEMENT PARTNERS L P CENTRAL INDEX KEY: 0001020457 IRS NUMBER: 223233664 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 124 DUNE ROAD CITY: QUOGUE STATE: NY ZIP: 11959 BUSINESS PHONE: 631-653-9086 MAIL ADDRESS: STREET 1: 124 DUNE ROAD CITY: QUOGUE STATE: NY ZIP: 11959 SC 13D/A 1 r_miss13d-am3.txt AMENDMENT NO. 3 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Mission Resources Corporation ----------------------------------------- (Name of Issuer) Common Stock, $0.01 par value ----------------------------------------- (Title of Class of Securities) 079895 20 7 ----------------------------------------- (CUSIP Number) July 10, 2003 ----------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [x] Rule 13d-1(c) [ ] Rule 13d-1(d) *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 079895 20 7 1 NAME OF REPORTING PERSON I.R.S. Identification No. of above person (entities only). Rho Management Partners L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER 1,098,237 Shares 6 SHARED VOTING POWER 0 Shares 7 SOLE DISPOSITIVE POWER 1,098,237 Shares 8 SHARED DISPOSITIVE POWER 0 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,098,237 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.7% 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN/IA CUSIP No. 079895 20 7 1 NAME OF REPORTING PERSON I.R.S. Identification No. of above person (entities only). Rho Management Trust III 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER 380,819 Shares 6 SHARED VOTING POWER 0 Shares 7 SOLE DISPOSITIVE POWER 380,819 Shares 8 SHARED DISPOSITIVE POWER 0 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 380,819 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.6% 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO CUSIP No. 079895 20 7 1 NAME OF REPORTING PERSON I.R.S. Identification No. of above person (entities only). Laguna Vermogensverwaltung GmbH & Co. KG 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Germany NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER 225,000 Shares 6 SHARED VOTING POWER 0 Shares 7 SOLE DISPOSITIVE POWER 225,000 Shares 8 SHARED DISPOSITIVE POWER 0 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 225,000 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 1.0% 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) CO CUSIP No. 079895 20 7 1 NAME OF REPORTING PERSON I.R.S. Identification No. of above person (entities only). Alpine Investment Partners 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION New York NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER 492,418 Shares 6 SHARED VOTING POWER 0 Shares 7 SOLE DISPOSITIVE POWER 492,418 Shares 8 SHARED DISPOSITIVE POWER 0 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 492,418 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 2.1% 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) PN CUSIP No. 00025243N103 1 NAME OF REPORTING PERSON I.R.S. Identification No. of above person (entities only). Joshua Ruch 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Republic of South Africa NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER 44,835 Shares 6 SHARED VOTING POWER 1,098,237 Shares 7 SOLE DISPOSITIVE POWER 44,835 Shares 8 SHARED DISPOSITIVE POWER 1,098,237 Shares 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,143,072 Shares 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 4.8% 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN This Amendment No. 3 to Schedule 13D for Mission Resources Corporation, a Delaware corporation (formerly known as Bellwether Exploration Company; hereafter, the "Issuer"), amends items 1 and 5 in the statement on Schedule 13D, originally dated August 26, 1994, as amended as of April 24, 1997 and December 12, 1999, with respect to the Common Stock, par value $0.01 per share (the "Shares"), as follows below. Item 1. Security and Issuer Security: Common Stock Issuer: Mission Resources Corporation 1331 Lamar Street, Suite 1455 Houston, Texas 77010-3039 Item 5. Interest in Securities of the Issuer See cover page for each reporting person. (a) - (b) As holder of voting and investment authority over the shares owned by its advisory clients, Rho Management Partners L.P., a Delaware limited partnership ("Rho"), may be deemed, for purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, to be the beneficial owner of the aggregate amount of 1,098,237 Shares, representing approximately 4.7% of the outstanding Shares of the Issuer (based upon 23,585,959 Shares outstanding as of May 9, 2003, as reported on the latest Form 10-Q of the Issuer). Such Shares are held as follows: 380,819 Shares by Rho Management Trust III (1.6%), 225,000 Shares by Laguna Vermogensverwaltung GmbH & Co. KG (1.0%), and 492,418 Shares by Alpine Investment Partners (2.1%). Rho disclaims any economic interest or beneficial ownership of Shares covered by this Statement. As the controlling person of Rho, Joshua Ruch may also be deemed the beneficial owner of the foregoing Shares. Additionally, he may be deemed to be the beneficial owner of 29,969 Shares held individually and 7,433 Shares held through for the benefit of a retirement plan. Additionally, Mr. Ruch exercises investment authority over 7,433 Shares held by the JJR Foundation, a private foundation of which he serves as trustee. Thus, Mr. Ruch may be deemed, for purposes of Rule 13d-3, to be the beneficial owner of an aggregate of 1,143,072 Shares of the Issuer, or approximately 4.8% of the outstanding Shares outstanding as of May 9, 2003, as reported on the latest Form 10-Q of the Issuer. Mr. Ruch disclaims any economic interest or beneficial ownership of Shares held by Rho. (c) The following identifies sales by the reporting persons (all of which were Shares registered in the name of Alpine Investment Partners) within the last sixty days: Date Number of Shares Price/Share 7/02/03 45,400 1.90 Sale 7/08/03 1,000 1.85 Sale 7/09/03 27,400 1.85 Sale 7/10/03 162,372 1.85 Sale (d) Not applicable. (e) The reporting persons ceased to be beneficial owners of more than five percent of the Issuer's Shares on July 10, 2003. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: July 14, 2003 RHO MANAGEMENT PARTNERS L.P. By: ATLAS CAPITAL CORP., its General Partner By: /s/ Joshua Ruch -------------------------- Name: Joshua Ruch Title: President RHO MANAGEMENT TRUST III By: Rho Capital Partners, Inc., Investment Advisor By: /s/ Joshua Ruch -------------------------- Name: Joshua Ruch Title: President LAGUNA VERMOGENSVERWALTUNG GMBH & CO. KG By: /s/ Joshua Ruch -------------------------- Name: Joshua Ruch Title: Managing Director ALPINE INVESTMENT PARTNERS By: Joshua Ruch, General Partner By: /s/ Joshua Ruch -------------------------- Name: Joshua Ruch Title: General Partner JOSHUA RUCH /s/ Joshua Ruch - -------------------------- Name: Joshua Ruch -----END PRIVACY-ENHANCED MESSAGE-----