Filed Pursuant to Rule 424(b)(3) and (c)
File Number 333-101247
SECOND PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED NOVEMBER 22, 2002
NUEVO ENERGY COMPANY
1,969,580 Shares of Common Stock
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This second prospectus supplement supplements our prospectus dated
November 22, 2002 and our first prospectus supplement dated July 16, 2003
relating to the public offering, which is not being underwritten, of up to
1,969,580 shares of our common stock, which may be offered and sold from time to
time by certain of our stockholders or by pledgees, donees, transferees or other
successors in interest that receive such shares as a gift, partnership
distribution or other non-sale related transfer. We will receive no part of the
proceeds of such sales. Subsequent to the filing of our prospectus, 772 shares
of our common stock were distributed from escrow to Yorktown Partners LLC
bringing the total shares held by such entity to 13,075 shares. The "Selling
Stockholders" section of our prospectus and our first prospectus supplement is
hereby supplemented to reflect the distributions by Yorktown III Company LLC of
117,976 shares of our common stock, Yorktown IV Company LLC of 7,327 shares of
our common stock and Yorktown Partners LLC of 13,075 shares of our common stock.
This second prospectus supplement should be read in conjunction with our
prospectus and our first prospectus supplement, and this second prospectus
supplement is qualified by reference to our prospectus and our first prospectus
supplement except to the extent that the information herein contained supersedes
the information contained in such prospectus and our first prospectus
supplement.
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The date of this second prospectus supplement is September 17, 2003.
SELLING STOCKHOLDERS
All shares of our common stock beneficially owned by Yorktown III
Company LLC, Yorktown IV Company LLC and Yorktown Partners LLC, and reflected in
our prospectus and our first prospectus supplement, were distributed to the
respective members of Yorktown III Company LLC and Yorktown IV Company LLC and
to the persons whom Yorktown Partners LLC was acting as agent on September 8,
2003. The table of selling stockholders in our prospectus and our first
prospectus supplement is hereby amended to reflect such distributions and
supplemented to specifically include the entities and individuals who received
such distributions. The following table sets forth as of September 8, 2003, the
name of each of the
entities and individuals who received shares of our common stock through the
distributions by Yorktown III Company LLC, Yorktown IV Company LLC and Yorktown
Partners LLC, the number of such shares of our common stock that each such
selling stockholder beneficially owns as of such date, the number of such shares
of our common stock beneficially owned by each such selling stockholder that may
be offered for sale from time to time by our prospectus, our first prospectus
supplement and this second prospectus supplement, and the number and percentage
of such shares of our common stock to be beneficially owned by each such selling
stockholder assuming the sale of all such shares of common stock offered by such
selling stockholders. None of such selling stockholders has held any position or
office or had a material relationship with us or any of our affiliates within
the past three years other than as a result of the ownership of our common
stock.
Except as set forth in this second prospectus supplement, there is no
change to the section entitled "Selling Stockholders" in our prospectus and our
first prospectus supplement. We may amend or supplement our prospectus, our
first prospectus supplement and this second prospectus supplement from time to
time to update the disclosures set forth therein and herein.
Number Percent of
of Shares Number of Class
Beneficially Number of Shares Owned
Owned Prior to Shares Being Owned After After
Name of Selling Stockholder Offering Offered(1) Offering Offering
------------------------------------------ ------------------ --------------- --------------- ------------
Bryan H. Lawrence 42,752 42,752 0 *
W. Howard Keenan, Jr. 23,430 23,430 0 *
Peter A. Leidel 20,108 20,108 0 *
David W. Neimiec 6,226 6,226 0 *
Private Equity Holding Inc. 5,899 5,899 0 *
Tomas R. LaCosta 4,299 4,299 0 *
Nicholas F. Brady Trust 3,113 3,113 0 *
Jennifer A. Leidel
c/o Leidel Childrens' Trust 2,216 2,216 0 *
Katherine E. Leidel
c/o Leidel Childrens' Trust 2,216 2,216 0 *
James C.G. Leidel
c/o Leidel Childrens' Trust 2,216 2,216 0 *
E. Corey Lawrence 2,187 2,187 0 *
Mary Glenn Keenan
Irrevocable Trust 2,100 2,100 0 *
William Howard Keenan, III
Irrevocable Trust 2,100 2,100 0 *
Lillie Carmichael Keenan
Irrevocable Trust 2,100 2,100 0 *
Bryan R. Lawrence 2,040 2,040 0 *
Marilyn C. Lawrence 2,040 2,040 0 *
Robert A. Signorino 1,910 1,910 0 *
Peter M. Flanigan 1,868 1,868 0 *
Vivian W. Hummler 1,806 1,806 0 *
John H. Mullin, III 1,557 1,557 0 *
Bryan Maxwell Lawrence
2001 Annual Exclusion Trust 1,237 1,237 0 *
Diedre A. Hallett 1,082 1,082 0 *
Josephine P. LaCosta Irrevocable Trust 1,003 1,003 0 *
William C.P. LaCosta Irrevocable Trust 1,003 1,003 0 *
Number Percent of
of Shares Number of Class
Beneficially Number of Shares Owned
Owned Prior to Shares Being Owned After After
Name of Selling Stockholder Offering Offered(1) Offering Offering
------------------------------------------ ------------------ --------------- --------------- ------------
Juliana Claire Signorino
Irrevocable Trust U/A DTD 11/3/99
Adrienne Signorino TTEE 384 384 0 *
Katherine Anne Signorino
Irrevocable Trust U/A DTD 11/3/99
Adrienne Signorino TTEE 384 384 0 *
Robert A. Signorino, III
Irrevocable Trust U/A DTD 5/15/2001
Adrienne Signorino TTEE 384 384 0 *
George H. Weiler, III 311 311 0 *
Emma Byrns Lawrence
2003 Annual Exclusion Trust 284 284 0 *
Arnisha R. Hallett Jones 123 123 0 *
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* Less than 1%
(1) Registration of the shares of common stock does not mean that all or any
portion and these shares will be offered or sold by the selling stockholders
pursuant to this second prospectus supplement.