-----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, G7d3PHwmrtY/KbLMzMISQEH/nf197FbBptI/6W4+JrGYnuuV1rv0ZNsFQKWrrCSM R46a0AkMCkZNnk7EyLDGXw== 0000950137-01-505164.txt : 20020413 0000950137-01-505164.hdr.sgml : 20020413 ACCESSION NUMBER: 0000950137-01-505164 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20011214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: EOG RESOURCES INC CENTRAL INDEX KEY: 0000821189 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 470684736 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-40827 FILM NUMBER: 1814067 BUSINESS ADDRESS: STREET 1: 333 CLAY SUITE 4200 CITY: HOUSTON STATE: TX ZIP: 77002-7361 BUSINESS PHONE: 7136517000 MAIL ADDRESS: STREET 1: 1200 SMITH STREET CITY: HOUSTON STATE: TX ZIP: 77002-7361 FORMER COMPANY: FORMER CONFORMED NAME: ENRON OIL & GAS CO DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: COOPERATIEVE CENTRALE RAIFFEISEN BOERENLEENBANK B A CENTRAL INDEX KEY: 0000350674 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 000000000 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: CROESELAAN 18, PO 17100 STREET 2: 3500 HG CITY: UTRECHT, THE NETHERLANDS STATE: P7 ZIP: 00000 BUSINESS PHONE: 31302164983 MAIL ADDRESS: STREET 1: CROESELAAN 18, PO 17100 STREET 2: 3500 HG CITY: UTRECHT, THE NETHERLANDS STATE: P7 ZIP: 00000 SC 13G 1 c66580sc13g.txt SCHEDULE 13G SCHEDULE 13G (RULE 13d-102) Information to be Included in Statements Filed Pursuant to Rule 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ___________)(1) EOG RESOURCES, INC. - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK, $.01 PAR VALUE PER SHARE - -------------------------------------------------------------------------------- (Title of Class of Securities) 293562 10 4 - -------------------------------------------------------------------------------- (CUSIP Number) DECEMBER 3, 2001 - -------------------------------------------------------------------------------- (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) (1) 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. 293562 10 4 13G PAGE 2 OF 6 PAGES - -------------------------------------------------------------------------------- 1 Names of Reporting Persons/I.R.S. Identification Nos. of Above Persons (Entities Only) Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) 00-0000000 - -------------------------------------------------------------------------------- 2 Check the Appropriate Box if a Member of a Group (a) [ ] (See Instructions) (b) [ ] Not Applicable - -------------------------------------------------------------------------------- 3 SEC Use Only - -------------------------------------------------------------------------------- 4 Citizenship or Place of Organization The Netherlands - -------------------------------------------------------------------------------- Number of 5 Sole Voting Power Shares 1,150 ----------------------------------------------------- Beneficially 6 Shared Voting Power -0- Owned by ----------------------------------------------------- 7 Sole Dispositive Power Each 1,150 ----------------------------------------------------- Reporting 8 Shared Dispositive Power Person With 11,500,000 shares of Common Stock (See Item 4) - -------------------------------------------------------------------------------- 9 Aggregate Amount Beneficially Owned by Each Reporting Person 11,501,150 shares of Common Stock (See Item 4) - -------------------------------------------------------------------------------- 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares [ ] (See Instructions) Not Applicable - -------------------------------------------------------------------------------- 11 Percent of Class Represented by Amount in Row (9) 10.0% - -------------------------------------------------------------------------------- 12 Type of Reporting Person (See Instructions) OO - -------------------------------------------------------------------------------- ITEM 1(a). NAME OF ISSUER: EOG Resources, Inc. (the "Company") ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 333 Clay Street Suite 4200 Houston, Texas 77002-7361 ITEM 2(a). NAME OF PERSON FILING ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE ITEM 2(c). CITIZENSHIP Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. Croeselaan 18 P.O. 17100 3500 HG, Utrecht The Netherlands Cooperative credit institution organized under the laws of the Netherlands ITEM 2(d). TITLE OF CLASS OF SECURITIES: Common Stock, par value $.01 per share, of the Company ("Common Stock") ITEM 2(e). CUSIP NUMBER: 293562 10 4 ITEM 3. If this Statement is Filed Pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the persons filing are: (a) [ ] Broker or dealer registered under Section 15 of the Exchange Act; (b) [ ] Bank as defined in Section 3 (a) (6) of the Exchange Act; (c) [ ] Insurance company as defined in Section 3 (a) (19) of the Exchange Act; (d) [ ] Investment company registered under Section 8 of the Investment Company Act; (e) [ ] An investment advisor in accordance with Rule 13d-1 (b) (1) (ii) (E); (f) [ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1 (b) (1) (ii) (F); (g) [ ] A parent holding company or control person in accordance with Rule 13d-1 (b) (1) (ii) (G); (h) [ ] A savings association as defined in Section 3 (b) of the Federal Deposit Insurance Act; (i) [ ] A church plan that is excluded from the definition of an investment company under Section (c) (14) of the Investment Company Act; (j) [ ] Group, in accordance with Rule 13d-1 (b) (1) (ii) (J); If this statement is filed pursuant to Rule 13d-1(c), check this box. [X] ITEM 4. OWNERSHIP. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. 3 (a) Amount beneficially owned: 11,501,150 shares of Common Stock* (b) Percent of class: 10.0% (based on 115,483,474 shares of Common Stock outstanding as reported in the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2001) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote - 1,150 (ii) Shared power to vote or direct the vote - 0 (iii) Sole power to dispose or to direct the disposition of - 1,150 (iv) Shared power to dispose or to direct the disposition of - 11,500,000* *The Royal Bank of Canada ("RBC"), along with other parties, entered into a Sales Agency Agreement dated as of November 29, 2000 with Aeneas, L.L.C., a Delaware limited liability company ("Aeneas"), whereby Aeneas appointed RBC as its sales agent for 11,500,000 shares of EOG Resources, Inc. common stock (the "EOG Shares") held by Aeneas. However, RBC was not permitted under the Sales Agency Agreement to take any action as sales agent unless certain events (referred to as "Sales Agency Events") occurred. Thereafter, RBC, Aeneas and Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. ("Rabobank"), along with other parties, executed an Assignment, Waiver and Amendment Agreement dated as of January 31, 2001 whereby, among other things, RBC agreed that it would, if directed by Rabobank, exercise any right it had under the Sales Agency Agreement, including its right to sell the EOG Shares as sales agent upon a Sales Agency Event, in accordance with such direction. Upon receiving direction from Rabobank, RBC declared a Sales Agency Event on December 3, 2001, so that RBC gained the right to sell the EOG Shares as sales agent for Aeneas and, pursuant to the Assignment, Waiver and Amendment Agreement, Rabobank may direct RBC's disposition of the EOG Shares. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. NOT APPLICABLE ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. NOT APPLICABLE ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. NOT APPLICABLE ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. NOT APPLICABLE ITEM 9. NOTICE OF DISSOLUTION OF GROUP. NOT APPLICABLE 4 ITEM 10. CERTIFICATION. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. 5 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. December 14, 2001 ------------------------------------------ (Date) COOPERATIEVE CENTRALE RAIFFEISEN- BOERENLEENBANK B.A. /s/ Ron M. van der Velde ------------------------------------------ (Signature) Ron M. van der Velde/Senior Vice President ------------------------------------------ (Name/Title) 6 -----END PRIVACY-ENHANCED MESSAGE-----