-----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, QGOBb9LQ+gNO7M5liKDoX7tH7Q6MZdWkdhtUWq3sBnsxWd2fp3ha7n4/psWSFRnp AfGXbcPMbXkjT3lIa1cX7Q== 0001022916-98-000023.txt : 19980625 0001022916-98-000023.hdr.sgml : 19980625 ACCESSION NUMBER: 0001022916-98-000023 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980624 SROS: NYSE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LONG ISLAND LIGHTING CO CENTRAL INDEX KEY: 0000060251 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 111019782 STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: SEC FILE NUMBER: 005-35975 FILM NUMBER: 98653187 BUSINESS ADDRESS: STREET 1: 333 EARLE OVINGTON BLVD STE 403 CITY: UNIONDALE STATE: NY ZIP: 11553 BUSINESS PHONE: 5165455184 MAIL ADDRESS: STREET 1: 333 EARLE OVINGTON BLVD STE 403 CITY: UNIONDALE STATE: NY ZIP: 11553 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KEYSPAN ENERGY CORP /NY/ CENTRAL INDEX KEY: 0001022916 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 113344628 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: ONE METRO TECH CENTER CITY: BROOKLYN STATE: NY ZIP: 11201-3850 BUSINESS PHONE: 7184031000 MAIL ADDRESS: STREET 1: ONE METRO TECH CENTER CITY: BROOKLYN STATE: NY ZIP: 11201-3850 FORMER COMPANY: FORMER CONFORMED NAME: BUGLILCO HOLDING CORP DATE OF NAME CHANGE: 19970210 FORMER COMPANY: FORMER CONFORMED NAME: KEYSPAN ENERGY CORP DATE OF NAME CHANGE: 19961216 SC 13D/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment 1) UNDER THE SECURITIES EXCHANGE ACT OF 1934 LONG ISLAND LIGHTING COMPANY (Name of Issuer) COMMON STOCK, PAR VALUE $5 PER SHARE (Title of Class of Securities) 542671102 (CUSIP Number) VINCENT D. ENRIGHT, SENIOR VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND CHIEF ACCOUNTING OFFICER KEYSPAN ENERGY CORPORATION ONE METROTECH CENTER BROOKLYN, NY 11201-3850 (718) 403-1000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Copy to: SETH A. KAPLAN, ESQ. WACHTELL, LIPTON, ROSEN & KATZ 51 WEST 52ND STREET NEW YORK, NEW YORK 10019 (212) 403-1000 May 28, 1998 (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 / /. CUSIP NO. 542671102 1. NAME OF REPORTING PERSON SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON KeySpan Energy Corporation 11-3344628 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) / / (b) / / 3. SEC USE ONLY 4. SOURCE OF FUNDS N/A 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 NUMBER OF 7. SOLE VOTING POWER SHARES 0 BENEFICIALLY OWNED BY 8. SHARED VOTING POWER EACH 0 REPORTING PERSON 9. SOLE DISPOSITIVE POWER WITH 0 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON None 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES / / 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% 14. TYPE OF REPORTING PERSON CO 2 ITEM 1. SECURITY AND ISSUER. This Report on Schedule 13D relates to the common stock, par value $5.00 per share ("LILCO Common Stock"), of Long Island Lighting Company, a New York corporation ("LILCO"). The Report on Schedule 13D was originally filed by The Brooklyn Union Gas Company, a New York corporation ("Brooklyn Union") on January 8, 1997 (the "Brooklyn Union Original Schedule 13D"), and was amended and supplemented by Amendment No. 1 ("Brooklyn Union Amendment No. 1"), filed by Brooklyn Union and KeySpan Energy Corporation, a New York corporation ("KeySpan"). Amendment No. 1 was also the original report of KeySpan ("KeySpan Original Schedule 13D"). This Report amends and supplements certain of the information contained in the KeySpan Original Schedule 13D and this Report constitutes Amendment No. 1 to the Report on Schedule 13D of KeySpan (referred to herein as "KeySpan Amendment No. 1"). Unless otherwise indicated, all capitalized terms not otherwise defined herein shall have the same meanings as those set forth in the Brooklyn Union Original Schedule 13D, as amended by the KeySpan Original Schedule 13D. ITEM 2. IDENTITY AND BACKGROUND. (NO CHANGES) ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. (SEE ITEM 4) ITEM 4. PURPOSE OF TRANSACTION. The information contained in Item 3 of the KeySpan Original Schedule 13D is hereby amended and supplemented by adding the following information: As previously reported in the Brooklyn Union Original Schedule 13D, Brooklyn Union and LILCO entered into an option agreement (the "LILCO Option Agreement"), dated as of June 26, 1997 and amended on October 17, 1997. As more fully described in the Brooklyn Union Original Schedule 13D and the KeySpan Original Schedule 13D, the LILCO Option Agreement granted Brooklyn Union an option to purchase shares from LILCO subject to certain terms and conditions (the "LILCO Option"). On September 29, 1997 Brooklyn Union assigned to KeySpan all rights and obligations of Brooklyn Union under the LILCO Option Agreement and substituted KeySpan for Brooklyn Union therein. On May 28, 1998, the LILCO Option terminated pursuant to Section 2 of the LILCO Option Agreement, and without having been exercised, upon consummation of the merger of BL Merger Sub.,Inc. with and into KeySpan, pursuant to the terms of the Amended and Restated Agreement and Plan of Exchange and Merger, by and between Brooklyn Union and LILCO, dated as of June 26, 1997, as amended by the Amendment, Assignment and Assumption Agreement, by and among Brooklyn Union, LILCO and KeySpan, dated as of September 29, 1997. 3 ITEM 5. INTEREST IN SECURITIES OF THE ISSUER. (SEE ITEM 4) ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. (SEE ITEM 4) ITEM 7. MATERIAL TO BE FILED AS EXHIBITS. NOT APPLICABLE 4 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. KEYSPAN ENERGY CORPORATION By: /s/ Vincent D. Enright Name: Vincent D. Enright Title: Senior Vice President, Chief Financial Officer and Chief Accounting Officer Dated: June 24, 1998 5 -----END PRIVACY-ENHANCED MESSAGE-----