-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, VsjarBmjIH2/4Y7wZNXCKV4m9hkf6npR2s00uXKBB5jGauY428MUjR8hKU2wjEBg Dz1YCD7xGli6QzDZ7lJyHA== 0000950123-94-000016.txt : 19940112 0000950123-94-000016.hdr.sgml : 19940112 ACCESSION NUMBER: 0000950123-94-000016 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19940105 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CORNERSTONE NATURAL GAS INC CENTRAL INDEX KEY: 0000725625 STANDARD INDUSTRIAL CLASSIFICATION: 4922 IRS NUMBER: 741952257 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 34 SEC FILE NUMBER: 005-36532 FILM NUMBER: 94500411 BUSINESS ADDRESS: STREET 1: 8080 N CENTRAL EXPWY STE 1200 STREET 2: TWELFTH FLOOR LP 47 CITY: DALLAS STATE: TX ZIP: 75206 BUSINESS PHONE: 2146915536 FORMER COMPANY: FORMER CONFORMED NAME: ENDEVCO INC DATE OF NAME CHANGE: 19920703 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TRAVELERS CORP CENTRAL INDEX KEY: 0000099429 STANDARD INDUSTRIAL CLASSIFICATION: 6331 IRS NUMBER: 060807418 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: ONE TOWER SQ CITY: HARTFORD STATE: CT ZIP: 06183 BUSINESS PHONE: 2032770111 SC 13G/A 1 AMENDMENT NO 5 TO SC 13 G 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 5 )* ----- CORNERSTONE NATURAL GAS INC (formerly ENDEVCO, INC.) ------------------------------------------------------------------ (Name of Issuer) Common Stock, $.10 par value (upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock ------------------------------------------------------------------ (Title of Class of Securities) 292586104 ---------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *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). (Continued on following pages(s)) Page 1 of 4 Pages 2 PAGE 2 OF 4 PAGES Item 1(a). Name of Issuer: Cornerstone Natural Gas Inc. (formerly Endevco Inc) Item 1(b). Address of Issuer's Principal Executive Offices: Suite 1200 8080 N. Central Expressway Dallas, Texas 75206 Item 2(a). Name of Person Filing: The Travelers Corporation Item 2(b). Address of Principal Business Office, or, if none, Residence: One Tower Square Hartford, Connecticut 06183 Item 2(c). Place of organization: Connecticut Item 2(d). Title of Class of Securities: Common Stock, $.10 par value Item 2(e). CUSIP Number: 292586104 Item 3. If this statement is filed pursuant to Rules 13D-1(b), or 13D-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act (b) [ ] Bank as defined in Section 3(a)(6) of the Act (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (d) [ ] Investment Company registered under Section 8 of the Investment Company Act (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F) (g) [X] Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G) (Note: See Item 7) (h) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) 3 PAGE 3 OF 4 PAGES Item 4. Ownership: If the percent of the class owned, as of December 31 of the year covered by the statement, or as of the last day of any month described in Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following information as of that date and identify those shares which there is a right to acquire. (a) Amount Beneficially Owned: N/A (b) Percent of Class: N/A (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: N/A (ii) shared power to vote or to direct the vote: N/A (Note: See 4(a) above) (iii) sole power to dispose or to direct the disposition of: N/A (iv) shared power to dispose or to direct the disposition of: N/A (Note: See 4(a) above) Item 5. Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X]. Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: N/A Item 8. Identification and Classification of Members of the Group: N/A Item 9. Notice of Dissolution of Group: N/A 4 PAGE 4 OF 4 PAGES Item 10. Certification: The following certificate shall be included if the statement is filed pursuant to Rule 13d-1(b): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above where acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. 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: December 30, 1993 THE TRAVELERS CORPORATION By /s/ Thomas A. Klee ------------------------- Title: Counsel and Assistant Corporate Secretary
5 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* ----- ENDEVCO, INC. ------------------------------------------------------------------ (Name of Issuer) Common Stock, $.10 par value (upon conversion of $9.50 Series A Cumulative Convertible Exchange Preferred Stock ------------------------------------------------------------------ (Title of Class of Securities) 292586104 --------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement [ ]. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *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). (Continued on following pages(s)) Page 1 of 6 Pages 6 Cusip No. 292586104 13G Page 2 of 6 Pages ----------------
- ------------------------------------------------------------------------------- NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON The Travelers Corporation I.R.S. No. 06-0807418 - ------------------------------------------------------------------------------- CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP * 2 (a) [ ] N/A (b) [ ] - ------------------------------------------------------------------------------- SEC USE ONLY 3 - ------------------------------------------------------------------------------- CITIZENSHIP OR PLACE OF ORGANIZATION 4 Connecticut - ------------------------------------------------------------------------------- 5 SOLE VOTING POWER 88,235 (upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock) NUMBER OF ---------------------------------------------------------------- SHARES 6 SHARED VOTING POWER BENEFICIALLY 1,382,355 (upon conversion of $9.50 Series A Cumulative OWNED BY Convertible Exchangeable Preferred Stock) EACH ---------------------------------------------------------------- REPORTING 7 SOLE DISPOSITIVE POWER PERSON 88,235 (upon conversion of $9.50 Series A Cumulative WITH Convertible Exchangeable Preferred Stock) ---------------------------------------------------------------- 8 SHARED DISPOSITIVE POWER 1,382,355 (upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock) - ------------------------------------------------------------------------------- AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 1,470,590 (upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock) - ------------------------------------------------------------------------------- CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 10 N/A - ------------------------------------------------------------------------------- PERCENT OF CLASS REPRESENTED IN AMOUNT IN ROW 9 11 16.1% (excluding shares upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock) - ------------------------------------------------------------------------------- TYPE OF REPORTING PERSON 12 HC - ------------------------------------------------------------------------------- 7 PAGE 3 OF 6 PAGES Item 1(a). Name of Issuer: Endevco, Inc. Item 1(b). Address of Issuer's Principal Executive Offices: Cornerstone Plaza Suite 1200 8080 N. Central Expressway Dallas, Texas 75206 Item 2(a). Name of Person Filing: The Travelers Corporation Item 2(b). Address of Principal Business Office, or, if none, Residence: One Tower Square Hartford, Connecticut 06183 Item 2(c). Place of organization: Connecticut Item 2(d). Title of Class of Securities: Common Stock, $.10 par value Item 2(e). CUSIP Number: 292586104 Item 3. If this statement is filed pursuant to Rules 13D-1(b), or 13D-2(b), check whether the person filing is a: (a) [ ] Broker or Dealer registered under Section 15 of the Act (b) [ ] Bank as defined in Section 3(a)(6) of the Act (c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act (d) [ ] Investment Company registered under Section 8 of the Investment Company Act (e) [ ] Investment Adviser registered under Section 203 of the Investment Advisers Act of 1940 (f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F) (g) [X] Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G) (Note: See Item 7) (h) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(H) 8 PAGE 4 OF 6 PAGES Item 4. Ownership: If the percent of the class owned, as of December 31 of the year covered by the statement, or as of the last day of any month described in Rule 13d-1(b)(2), if applicable, exceeds five percent, provide the following information as of that date and identify those shares which there is a right to acquire. (a) Amount Beneficially Owned: 1,470,590 (upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock) (b) Percent of Class: 16.1% (upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock) (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 88,235* (ii) shared power to vote or to direct the vote: 1,382,355* (Note: See 4(a) above) (iii) sole power to dispose or to direct the disposition of: 88,235* (iv) shared power to dispose or to direct the disposition of: 1,382,355* (Note: See 4(a) above) * Upon conversion of $9.50 Series A Cumulative Convertible Exchangeable Preferred Stock) Item 5. Ownership of Five Percent or Less of a Class: If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: See Exhibit A Item 8. Identification and Classification of Members of the Group: N/A Item 9. Notice of Dissolution of Group: N/A 9 PAGE 5 OF 6 PAGES Item 10. Certification: The following certificate shall be included if the statement is filed pursuant to Rule 13d-1(b): By signing below I certify that, to the best of my knowledge and belief, the securities referred to above where acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. 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: February 13, 1992 THE TRAVELERS CORPORATION By /s/ John E. Winters ----------------------- Title: Vice President
10 PAGE 6 OF 6 PAGES EXHIBIT A RELEVANT SUBSIDIARIES (Item 7)
Item 3 Identity Classification -------- -------------- 1. The Travelers Indemnity Company (c) Insurance Company 2. The Travelers Indemnity Co. of (c) Insurance company Rhode Island 3. The Prospect Co. Other
The Travelers Corporation owns 100% of The Travelers Indemnity Company and The Prospect Co. The Travelers Indemnity Company owns 100% of The Phoenix Insurance Company which owns 100% of The Travelers Indemnity Co. of Rhode Island -----END PRIVACY-ENHANCED MESSAGE-----