-----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, I+rzLvt9LA2ejC3LocIU42XuiPV1zhO0XYXbD1Gqhge+TgeB+u5PoSS10jQWNL2b fZsI6UkZnr6LhwTmpNSLpA== 0000950138-06-000082.txt : 20060208 0000950138-06-000082.hdr.sgml : 20060208 20060208154938 ACCESSION NUMBER: 0000950138-06-000082 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20060208 DATE AS OF CHANGE: 20060208 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TAIL WIND FUND LTD CENTRAL INDEX KEY: 0001074435 IRS NUMBER: 000000000 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: WINDERMERE HOUSE STREET 2: 404 EAST BAY STREET P O BOX SS-5539 CITY: BRITISH VIRGIN ISLES STATE: A1 ZIP: 00000 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 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-31407 FILM NUMBER: 06589071 BUSINESS ADDRESS: STREET 1: 580 WESTLAKE PARK BLVD SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77079 BUSINESS PHONE: 2815044000 MAIL ADDRESS: STREET 1: 580 WESTLAKE PARK BLVD STREET 2: STE 600 CITY: HOUSTON STATE: TX ZIP: 77079 FORMER COMPANY: FORMER CONFORMED NAME: HARKEN OIL & GAS INC DATE OF NAME CHANGE: 19890109 SC 13G/A 1 feb_13ga-harken.txt TAIL WIND FUND\2006\FEB 13GA-HARKEN UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13d - 102) Information to be included in statements filed pursuant to Rules 13d-1(b), (c) and (d) and amendments thereto filed pursuant to 13d-2(b) (AMENDMENT NO. 2)* Harken Energy Corporation (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 412552309 (CUSIP Number) December 31, 2005 (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 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). (Continued on the Following Pages) (Page 1 of 4) CUSIP No. 412552309 13G Page 2 of 4 Pages 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) The Tail Wind Fund Ltd. 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION A British Virgin Islands corporation NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 15,264,535 6. SHARED VOTING POWER 0 7. SOLE DISPOSITIVE POWER 15,264,535 8. SHARED DISPOSITIVE POWER 0 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 15,264,535 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 6.4% 12. TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! CUSIP No. 412552309 13G Page 3 of 4 Pages This statement is filed pursuant to Rule 13d-2(b) with respect to the common stock (the "Common Stock") of Harken Energy Corporation beneficially owned by the Reporting Person specified herein as of January 31, 2006 and amends and supplements the Schedule 13G dated December 31, 2004 and filed by the Reporting Person on January 13, 2005 (the "Schedule 13G"). Except as set forth herein, the Schedule 13G is unmodified. 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. (a) Amount beneficially owned: 15,264,535 shares of Common Stock Tail Wind beneficially owns a total of 15,264,535 shares of Common Stock, including (i) 7,796,611 shares of Common Stock into which 46,000 shares of Series M Convertible Preferred Stock are convertible, assuming a conversion price of $.59 and no accrued dividends, which were issued to Tail Wind on or about October 12, 2004, (ii) 3,432,836 shares of Common Stock into which warrants are exercisable which were issued to Tail Wind on May 28, 2004, and (iii) 4,035,088 shares of Common Stock into which warrants are exercisable which were issued to Tail Wind on or about October 12, 2004. Each of the above calculations is determined as of January 31, 2006. (b) Percent of class: Tail Wind's aggregate beneficial ownership of 15,264,535 shares of Common Stock as of January 31, 2006 constitutes 6.4% of all of the outstanding shares of Common Stock, based upon 223,575,732 shares of Common Stock outstanding as of December 31, 2005 plus the number of shares underlying the Warrants and Preferred Shares held by Tail Wind. (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote 15,264,535 (ii) Shared power to vote or to direct the vote Not applicable. (iii) Sole power to dispose or to direct the disposition of 15,264,535 (iv) Shared power to dispose or to direct the disposition of Not applicable. ITEM 10. CERTIFICATION. By signing below the undersigned certifies that, to the best of its 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 that purpose or effect. CUSIP No. 412552309 13G Page 4 of 4 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: February 8, 2006 THE TAIL WIND FUND LTD. By: /s/ Andrew P. MacKellar ----------------------------- Andrew P. MacKellar, Director -----END PRIVACY-ENHANCED MESSAGE-----