-----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, UtruXTsTzhURqns6dwI+Be4M0fVFz2RDq9m4muOv/GdwahbXBRSr67WIaPDegRfQ 67vpu8XqRKzYha4LhbmrQw== 0000899140-97-000667.txt : 19971016 0000899140-97-000667.hdr.sgml : 19971016 ACCESSION NUMBER: 0000899140-97-000667 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19971014 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: COSTILLA ENERGY INC CENTRAL INDEX KEY: 0001018980 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 752658940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-47157 FILM NUMBER: 97695529 BUSINESS ADDRESS: STREET 1: 400 WEST ILLINOIS STREET 2: STE 1000 CITY: MIDLAND STATE: TX ZIP: 79702 BUSINESS PHONE: 9156833092 MAIL ADDRESS: STREET 1: P O BOX 10369 STREET 2: STE 1000 CITY: MIDLAND STATE: TX ZIP: 79702 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CUMBERLAND ASSOCIATES CENTRAL INDEX KEY: 0000351262 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 1114 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2125750900 SC 13D/A 1 AMENDMENT NO.1 TO SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) COSTILLA ENERGY, INC. (Name of Issuer) COMMON STOCK, PAR VALUE $.10 (Title of Class of Securities) 22161G103 (CUSIP Number) Mr. Bruce G. Wilcox Cumberland Associates 1114 Avenue of the Americas New York, New York 10036 (212) 536-9700 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 3, 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 [ ]. SCHEDULE 13D (Amendment No. 1) CUSIP No. 22161G103 1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON CUMBERLAND ASSOCIATES 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* a[ ] b[X] 3. SEC USE ONLY 4. SOURCE OF FUNDS* WC,00 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ] 6. CITIZENSHIP OR PLACE OF ORGANIZATION New York 7. SOLE VOTING POWER 615,000 NUMBER OF 8. SHARED VOTING POWER SHARES BENEFICIALLY 117,500 OWNED BY EACH 9. SOLE DISPOSITIVE POWER REPORTING PERSON 615,000 WITH 10. SHARED DISPOSITIVE POWER 117,500 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 732,500 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 7.1% 14. TYPE OF REPORTING PERSON* PN, IA Item 1. Security and Issuer. This Amendment No. 1, which is being filed pursuant to Rule 13d-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), amends the Schedule 13D, filed on May 16, 1997 (the "Schedule 13D"), of Cumberland Associates, a New York limited partnership, and relates to the common stock, par value $.10 per share (the "Common Stock" or the "Shares"), of Costilla Energy, Inc. (the "Company"), which has its principal executive offices at 400 West Illinois, Suite 1000, Midland, Texas 79701. Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the meanings ascribed to such terms in the Schedule 13D. Item 3. Source and Amount of Funds or Other Consideration. Item 3 of the Schedule 13D is hereby amended and restated in its entirety to read as follows: As of the date hereof, Cumberland Associates held and beneficially owned 732,500 shares of Common Stock. The aggregate purchase price of the Common Stock purchased by Cumberland Associates on behalf of Cumberland Partners, LongView Partners LongView B and the other managed accounts was $9,500,482. Of this amount, Cumberland Associates invested approximately $6,109,274 on behalf of Cumberland Partners, $1,275,992 on behalf of LongView Partners, $549,127 on behalf of LongView B and $1,566,089 on behalf of eight of Cumberland Associates' other account holders. The source of funds for the purchase of all such Common Stock of Cumberland Associates was a combination of investment capital contributed by Cumberland Partners, LongView Partners, LongView B and the eight other managed accounts and margin borrowings through the margin accounts of the account holders maintained with Morgan Stanley & Co. Incorporated. By virtue of Rule 13d-3 under the Exchange Act, each of the General Partners may be deemed the beneficial owner of all of the Common Stock purchased by Cumberland Associates on behalf of Cumberland Partners, LongView Partners, LongView B and the other managed accounts, and therefore each General Partner may be deemed to have invested the aggregate amount of funds noted above. None of the General Partners has independently invested any of his or her funds for the purpose of purchasing the Common Stock. Item 5. Interest in Securities of the Issuer. Item 5 of the Schedule 13D is hereby amended and restated in its entirety to read as follows: As of the date hereof, Cumberland Associates beneficially owned 732,500(1) shares of Common Stock representing 7.1%(2) of the Common Stock deemed outstanding on the date hereof. Set forth in Appendix A attached hereto and incorporated herein by reference are descriptions of the transactions in the Common Stock effected by Cumberland Associates within the period beginning 60 days prior to October 3, 1997 and ending on the date of this filing. In addition, each of the General Partners may, by virtue of his position as general partner of Cumberland Associates, be deemed, pursuant to Rule 13d-3 under the Act, to own beneficially the Common Stock of which Cumberland Associates would possess beneficial ownership. Other than in their respective capacities as general partners of Cumberland Associates and except as set forth above, none of the General Partners is the beneficial owner of any Common Stock. - ------------------------ (1) As to 615,000 Shares of which, there is sole voting power and sole power to dispose or to direct the disposition of such Shares; as to 117,500 Shares of which, there is shared voting power and shared power to dispose or to direct the disposition of such Shares because the eight other account holders may be deemed beneficial owners of such Shares pursuant to Rule 13d-3 under the Act as a result of their right to terminate their discretionary accounts within a period of 60 days. (2) Based on 10,378,500 shares of Common Stock outstanding, as indicated in the Company's Form 10-Q for the quarterly period ended June 30, 1997, as filed with the Securities and Exchange Commission. After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: October 14, 1997 CUMBERLAND ASSOCIATES By: /s/ Bruce G. Wilcox Bruce G. Wilcox General Partner APPENDIX A* 1. TRANSACTIONS EFFECTED BY CUMBERLAND ASSOCIATES DATE OF NO. OF UNITS NO. OF UNITS PRICE PER TRANSACTION PURCHASED SOLD UNIT - ----------- ------------ ------------ --------- 10/9/97 30,000 $14 5/8 10/8/97 2,500 $14 1/2 10/3/97 20,000 $15 7/8 9/18/97 30,000 $11.9479 7/28/97 4,000 $13 1/2 7/23/97 5,000 $13 1/2 7/8/97 21,000 $13 7/16 - --------------- * Each of the transactions set forth in this Appendix was a regular way transaction. -----END PRIVACY-ENHANCED MESSAGE-----