Harbinger Group Inc.
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SEC Filings

POS AM
HRG GROUP, INC. filed this Form POS AM on 02/22/1994
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SLA SELLING STOCKHOLDERS     
    
     The following Selling Stockholders are referred to herein as the SLA
Selling Stockholders:  Malcolm I. Glazer, Bank of America National Trust and
Savings Association, Cargill Financial Services Corporation, TCW Special Credits
Fund II, L.P., Norex America (with respect to certain of its shares), TCW
Special Credits Fund IIb, L.P., The Weyerhaeuser Company Master Pension Trust,
Midelfart & Co. A/S, Canadian Imperial Bank of Commerce, A/S Konsernbygg, The
Network Co. Limited, UNI Storebrand Livsforsikring AS, The Inland Steel
Industries Pension Trust and ISIC Ltd.  Each of these Selling Stockholders
(other than Mr. Glazer) entered into the Securities Liquidity Agreement in
connection with the 1990 Restructuring.  Mr. Glazer has also subsequently
entered into the Securities Liquidity Agreement with respect to all of his
shares of Common Stock.  Pursuant to the Securities Liquidity Agreement, Zapata
has agreed to pay all of the expenses incident to the preparation and filing of
the Registration Statement of which this Prospectus is a part (other than
commissions and discounts of any underwriters, dealers or agents).  Zapata has
also agreed to indemnify the SLA Selling Stockholders and any underwriters they
may utilize against certain civil liabilities, including liabilities arising
under the Securities Act.  In addition, each SLA Selling Stockholder agreed to
indemnify Zapata against certain civil liabilities, including liabilities under
the Securities Act, with respect to written information furnished by such SLA
Selling Stockholder to Zapata.     
    
   This offering of the Shares by the SLA Selling Stockholders is expected to be
terminated by no later than November 5, 1995, subject to extension in certain
circumstances pursuant to the Securities Liquidity Agreement.  The Securities
Liquidity Agreement will terminate on the date ("Termination Date") which is the
later to occur of (i) the date immediately following the date on which Zapata
has no further obligation under the terms of the Securities Liquidity Agreement
to file or keep effective the Registration Statement to which this Prospectus
relates or (ii) the earlier of (a) the date on which there is no person holding
Common Stock registrable pursuant to the Securities Liquidity Agreement who owns
more than 5% of the then outstanding Common Stock or (b) the date on which
Zapata has effected the required number of demand registrations described 
below.     
    
   The Securities Liquidity Agreement provides that after the termination of the
Registration Statement to which this Prospectus relates, but prior to the
Termination Date, each person holding Common Stock registrable pursuant to the
Securities Liquidity Agreement which owns more than 5% of the then outstanding
Common Stock has the right to request of Zapata one demand registration,
provided that Zapata is not obligated to provide more than five such demand
registrations.  The Securities Liquidity Agreement also provides the person
holding Common Stock registrable pursuant to the Securities Liquidity Agreement
with piggyback registration rights for their Common Stock in certain 
instances.     
    
   Malcolm I. Glazer and his son, Avram A. Glazer, both became members of the
Board of Directors of Zapata in July 1993.     
    
NOREX     
    
   Pursuant to the Norex Agreement, Zapata has agreed to pay all of the expenses
in the preparation of the Registration Statement of which this Prospectus forms
a part (other than commissions and discounts, of any underwriters, dealers or
agents).  The offering of the Shares by Norex is expected to be terminated by no
later than October 1996, subject to extension in certain circumstances pursuant
to the Norex Agreement.  Pursuant to a registration rights agreement among
Zapata and Norex, Zapata has agreed to provide certain demand and piggyback
registration rights to Norex.  Such registration rights agreement is not
effective, however, and Norex does not have any rights thereunder, until the
Securities Liquidity Agreement has terminated or is no longer effective.  Such
registration rights agreement with Norex will terminate no later than May 1,
1998.     
    
   Kristian Siem, chairman of the board and chief executive officer since 1978
of Norex America and its affiliate, Norex Plc, became a member of the Board of
Directors of Zapata in July 1993.     
    
ENERGY INDUSTRIES SELLING STOCKHOLDERS     
    
   The following Selling Stockholders are referred to herein as the "Energy
Industries Selling Stockholders":  Peter M. Holt, Benjamin D. Holt, Jr., the S
Stock GST Trust for Benjamin D. Holt III, the S Stock GST Trust for Anne 
Holt,     

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