UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A (Amendment No. 8) Under the Securities Exchange Act of 1934 Goodrich Petroleum Corporation -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $.20 per share -------------------------------------------------------------------------------- (Title of Class of Securities) 382410 10 8 -------------------------------------------------------------------------------- (CUSIP Number) February 12, 2002 -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ( ) Rule 13d-1(b) (x) Rule 13d-1(c) ( ) Rule 13d-1(d) * 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). 1 CUSIP No. 896106101 ----------- 1. Names of Reporting Persons I.R.S. Identification Nos. of above persons (entities only) Duane Roberts 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) ( ) (b) ( ) 3. SEC Use Only 4. Citizenship or Place of Organization United States of America Number of Shares Beneficially Owned by Each Reporting Person With: 5. Sole Voting Power 365,000 6. Shared Voting Power 823,317 7. Sole Dispositive Power 365,000 8. Shared Dispositive Power 823,317 9. Aggregate Amount Beneficially Owned by Each Reporting Person 1,188,317 10. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) ( ) 11. Percent of Class Represented by Amount in Row (11) 6.67 12. Type of Reporting Person (See Instructions) IV * Includes the following securities (a) 365,000 shares of common stock held by Mr. Roberts, (b) 250,000 shares of common stock held by Entrepreneurial Capital Corporation, over which Mr. Roberts exercises shared voting and investment power, (c) 467,617 shares of common stock held by Entrepreneurial Investment Corporation, over which Mr. Roberts exercises shared voting and investment power, (d) 44,200 shares of common stock held by 3R Investments, over which Mr. Roberts exercises shared voting and investment power, (e) 51,500 shares of common stock held by Mr. Roberts' wife and (f) 10,000 shares of common stock owned by Mr. Roberts' children. 2 CUSIP No. 8961061018 13. Name of Reporting Persons and IRS or SS Identification Number: Michael J. Perdue 14. Check the Appropriate Box if a Member of a Group: (c) N/A (d) N/A 15. SEC Use Only 16. Citizenship or Place of Organization: United States of America Number of Shares Beneficially Owned by Each Reporting Person with: 17. Sole Voting Power 36,000 18. Shared Voting Power 770,617 19. Sole Dispositive Power 36,000 20. Shared Dispositive Power 770,617 21. Aggregate Amount Beneficially Owned by Each Reporting Person 806,617 22. Check if the Aggregate Amount in Row 9 Excludes Certain Shares No 23. Percent of Class Represented by Amount in Row 9 4.5% 24. Type of Reporting Person IN * Includes the following securities (a) 32,000 shares of common stock held by Mr. Perdue on his own behalf, (b) 53,000 shares of common stock held by a family trust of which Mr. Perdue is the trustee, (c) 717,617 shares of common stock held by a private corporation owned by Duane Roberts where Mr. Perdue serves as an officer and executive vice president, and (d) options to purchase 4,000 shares of common stock. SCHEDULE 13G This Schedule 13G is filed on behalf of EIC/GDP Investors, LLC Item 1. (a) Name of Issuer Goodrich Petroleum Corporation (b) Address of Issuer's Principal Executive Offices 815 Walker Street, Suite 1040 Houston, Texas 77002 Item 2. (a) Name of Person Filing Duane Roberts (b) Address of Principal Business Office or, if none, Residence 4100 Newport Place, Suite 400 Newport Beach, CA 92660 (c) Citizenship United States of America (d) Title of Class of Securities Common Stock, par value $.20 per share (e) CUSIP Number 382410 10 8 Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: N/A (a) ( ) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) ( ) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) ( ) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) ( ) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) ( ) An investment adviser in accordance with ss.240.13d-1(b)(1)(ii)(E); (f) ( ) An employee benefit plan or endowment fund in accordance with ss.240.13d-1(b)(1)(ii)(F); (g) ( ) A parent holding company or control person in accordance with ss.240.13d-1(b)(1)(ii)(G); 3 (h) ( ) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) ( ) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j) ( ) Group, in accordance with ss.240.13d-1(b)(1)(ii)(J). Item 4. Ownership. (a) Amount beneficially owned: 1,188,317* (b) Percent of class: 6.67% (c) Number of shares as to which each person has: (i) Sole power to vote or to direct the vote: 115,000 (ii) Shared power to vote or to direct the vote: 1,073,317 (iii) Sole power to dispose or to direct the disposition of: 115,000 (iv) Shared power to dispose or to direct the disposition of:1,073,317 * Includes the following securities (a) 365,000 shares of common stock held by Mr. Roberts, (b) 250,000 shares of common stock held by Entrepreneurial Capital Corporation, over which Mr. Roberts exercises shared voting and investment power, (c) 467,617 shares of common stock held by Entrepreneurial Investment Corporation, over which Mr. Roberts exercises shared voting and investment power, (d) 44,200 shares of common stock held by 3R Investments, over which Mr. Roberts exercises shared voting and investment power, (e) 51,500 shares of common stock held by Mr. Roberts' wife and (f) 10,000 shares of common stock owned by Mr. Roberts' children. 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. Not applicable. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not applicable. Item 8. Identification and Classification of Members of the Group. Not Applicable. 4 Item 9. Notice of Dissolution of Group. Not applicable. Item 10. Certification. By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. 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. Duane Roberts Date: February 12, 2002 By: /s/ Duane Roberts ------------------------- ------------------------------------- 5