SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 10)
Under the Securities Exchange Act of 1934
Tom Brown, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
11566020
(CUSIP Number)
Annabel M. Jones
Assistant General Counsel - Corporate Affairs
Two West Second Street
Tulsa, Oklahoma 74103
(918) 591-1006
(918) 591-1718 (facsimile)
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
November 12, 2003
(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 that is the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240,13d-1(f) or 240.13d-1(g), check
the following box. [ ]
CUSIP No. 11566020
-1-
1) Name of Reporting Persons I.R.S. Identification Nos. of Above Persons
(entities only)
Compression, Inc.; 73-1424038
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X
3) SEC Use Only
4) Source of Funds (See Instructions) AF
5) Check if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e)
6) Citizenship or Place or Organization - Oklahoma
7) Number of Shares Beneficially Owned by Each Reporting Person with
Sole Voting Power - 2,142,800
8) Number of Shares Beneficially Owned by Each Reporting Person with Shared
Voting Power - -0-
9) Number of Shares Beneficially Owned by Each Reporting Person with Sole
Dispositive Power - 2,142,800
10) Number of Shares Beneficially Owned by Each Reporting Person with Shared
Dispositive Power - -0-
11) Aggregate Amount Beneficially Owned by Each Reporting Person - 2,142,800
12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [ ]
13) Percent of Class Represented by Amount in Row (11)- 4.70%
14) Type of Reporting Person (See Instructions) CO
-2-
Amendment to Statement on Schedule 13D
This Amendment No. 10 to Statement on Schedule 13D (this "Amendment")
amends the Statement on Schedule 13D dated September 10, 1998, as amended on
October 1, October 6, October 9, October 19, 1998, November 19, 1999, February
14, 2001, December 27, 2001 and January 7, 2002 and February 14, 2003 (the
"Statement") of Compression, Inc., an Oklahoma corporation ("Compression") and a
wholly-owned subsidiary of Samson Investment Company ("Samson"), with respect to
shares of the common stock, par value of $.10 per share (the "Common Stock") of
Tom Brown, Inc., a Delaware corporation ("Issuer"). Capitalized terms used but
not defined herein are defined in the Statement and are used herein with the
same meanings ascribed thereto in the Statement.
Item 5. Interest in Securities of the Issuer
(a) See Line 11 on cover page of this Form 13D.
(b) See Lines 7 through 10 on cover page of this Form 13D.
(c) The following chart sets forth sales of Common Stock in Issuer made by
Compression since the filing date of its Amendment No. 9 to Schedule
13D on February 14, 2003. All of such sales were made in brokerage
transactions through the open market. Issuer increased the amount of
its outstanding shares during October 2003, which substantially
decreased the percentage of shares owned by Compression. The
percentage of ownership disclosed below is based on 39,420,303
outstanding shares for the period July 28, 2003 to August 7, 2003;
39,559,197 outstanding shares for the period August 8, 2003 to October
2, 2003; and 45,579,047 outstanding shares for the period October 2,
2003 to November 6, 2003, which are the numbers of outstanding shares
in Issuer as reported in their periodic filings with the SEC. Upon
filing this Amendment, Compression is no longer a 5% holder of Issuer.
Total
Shares %
No. of Shares Price Per Share Date Owned Owned
------------- --------------- ------- --------- -----
25,000 $25.25 7/28/03 2,608,800 6.62%
10,000 25.60 7/28/03 2,598,800 6.59%
25,000 25.0030 8/6/03 2,573,800 6.53%
1,700 25.3306 8/6/03 2,572,100 6.52%
10,000 25.2411 8/7/03 2,562,100 6.50%
15,000 25.1449 8/7/03 2,547,100 6.46%
500 25.25 8/8/03 2,546,600 6.44%
1,400 25.22 8/8/03 2,545,200 6.43%
23,100 25.15 8/8/03 2,522,100 6.38%
25,000 26.82 8/11/03 2,497,100 6.31%
20,000 27.00 8/12/03 2,477,100 6.26%
-3-
Total
Shares %
No. of Shares Price Per Share Date Owned Owned
------------- --------------- ------- --------- -----
15,000 27.01 8/12/03 2,462,100 6.22%
25,000 27.258 8/13/03 2,437,100 6.16%
25,000 27.70 8/18/03 2,412,100 6.10%
10,000 27.99 8/20/03 2,402,100 6.07%
10,000 28.09 8/20/03 2,392,100 6.05%
10,000 28.0034 8/21/03 2,382,100 6.02%
4,000 27.70 8/29/03 2,378,100 6.01%
15,000 27.58 8/29/03 2,363,100 5.97%
6,800 $26.00 9/25/03 2,356,300 5.96%
2,300 25.99 9/25/03 2,354,000 5.95%
500 26.00 9/25/03 2,353,500 5.95%
200 26.04 9/25/03 2,353,300 5.95%
200 26.04 9/25/03 2,353,100 5.95%
7,800 26.00 9/25/03 2,345,300 5.93%
100 26.02 9/25/03 2,345,200 5.93%
2,100 26.00 9/25/03 2,343,100 5.92%
20,000 26.0727 10/2/03 2,323,100 5.87%
17,400 26.149 10/2/03 2,305,700 5.83%
20,000 26.58 10/7/03 2,285,700 5.01%
10,000 26.75 10/7/03 2,275,700 4.99%
10,000 26.90 10/7/03 2,265,700 4.97%
10,000 27.03 10/9/03 2,255,700 4.95%
15,000 27.50 10/10/03 2,240,700 4.92%
12,900 27.00 10/28/03 2,227,800 4.89%
10,000 27.25 10/29/03 2,217,800 4.87%
10,000 27.80 11/5/03 2,207,800 4.84%
7,000 27.75 11/5/03 2,200,800 4.83%
1,600 27.76 11/5/03 2,199,200 4.83%
400 27.78 11/5/03 2,198,800 4.82%
1,000 27.80 11/5/03 2,197,800 4.82%
3,200 27.50 11/5/03 2,194,600 4.81%
6,800 27.51 11/5/03 2,187,800 4.80%
10,000 27.80 11/5/03 2,177,800 4.78%
10,000 27.91 11/5/03 2,167,800 4.76%
25,000 28.00 11/6/03 2,142,800 4.70%
(d) No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale
of, the Common Stock.
(e) Not applicable.
-4-
Item 7. Material to Be Filed as Exhibits
None
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.
Date: November 12, 2003
Signature /s/ Dennis R. Neill
----------------
Name/Title: Dennis R. Neill
President
Compression, Inc.
-5-