NAMIBIAN COPPER MINES INC
8-K, 2000-06-16
NON-OPERATING ESTABLISHMENTS
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 9, 2000

                        American Southwest Holdings, Inc.
                        ---------------------------------
             (Exact name of registrant as specified in its charter)



DELAWARE                   000-27947                        86-0800964
--------                   ---------                        ----------
(State or other            (Commission File Number)         (IRS Employer
jurisdiction                                                Identification
of incorporation)                                           Number)

11811 North Tatum Boulevard, Suite 1025, Phoenix, AZ        85028
-----------------------------------------------------       -----
(Address of principal executive offices)                    (Zip Code)



Registrant's telephone number, including area code (602) 494-7976
                                                   --------------

                           Namibian Copper Mines, Inc.
                           ---------------------------
         (Former name or former address, if changed since last report.)


ITEM 5.  Other Events.
-------  -------------

         At a  shareholder's  meeting  held  on  June  9,  2000,  the  Company's
shareholders  approved a name change of the  corporation  to American  Southwest
Holdings,  Inc. Articles of Amendment to effect this change have been filed with
the Delaware Secretary of State's office.

         Also  at the  shareholder's  meeting  on June 9,  2000,  the  Company's
shareholders approved the Company's 2000 Stock Option Plan. This plan is for the
issuance of up to 1,000,000  shares of the Company's common stock. A copy of the
plan is attached hereto.

         The Company's  shareholders  further approved a proposed oil project in
the  People's  Republic  of China.  A letter of intent,  attached  as an exhibit
hereto, to allow due diligence to begin


<PAGE>



was signed by the parties on May 8, 2000.  The project is located  approximately
800  kilometers  west-southwest  of Beijing in the  Shanxi  Province.  There are
currently only 10 producing  wells in the project area. The Company  proposes to
drill a further 40 production wells. Due diligence is expected to be complete by
June 30, 2000.

         The Company will be joint venturing on this project with Wuhan Pengling
Group  Company  Limited  and would be entering  into a contract  with the county
government of Zichang in the Shaanxi  Province.  The Company has agreed to terms
of the letter of intent as follows:

          1.   The right to drill 300 wells in the onshore Yanchang field in the
               Zichang  County.  This right will  provide the  Company  with 80%
               equity  in these  300  wells.  All oil will be sold in China at a
               competitive world parity price, with profits to be repatriated to
               the United  States,  along with the initial  capital  investment.
               Production  levels on this field vary depending on location.  The
               range is  between 15 and 150  barrels  per day of oil in the area
               specified  for the 300 wells.  This rate is utilizing  production
               equipment  technology  that is  approximately  50-60  years  old.
               Independent due diligence will assist in providing more realistic
               numbers in terms of what is achievable from this area.

          2.   The right to  refurbish  up to 2,000 of the  existing  government
               wells,  with a right to equity  participation in these wells. All
               of these  government  wells are aging and in need of upgrading to
               modern  technology.  The  Company has the right to earn an equity
               participation  in all of these wells by  providing  the funds and
               the management to refurbish and upgrade them.

          3.   An exploration  right over certain areas not previously  explored
               in the Zichang County, which encompasses part of the Yanchang oil
               field.

         The  Yanchang  oil field is a large and not fully  defined  oil reserve
that has been developed utilizing non-western  technology.  The Company believes
that,  over a period of time, a concerted  program of exploration and systematic
production  utilizing the latest Western  technology will upgrade this resource.
This  development  is in keeping with the recently  stated policy of the Chinese
Central  Government  in support of  modernization  of industry and  resources in
western China.

         The  Company  intents to  undertake a further  period of due  diligence
utilizing American-based oil consultants and contractors.  During this period of
due diligence,  a number of methods of funding for the various components of the
transactions described previously will be reviewed.


<PAGE>


                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                               AMERICAN SOUTHWEST HOLDINGS, INC.

                                                                  /s/ Alan Doyle
                                                                  --------------
                                                           Alan Doyle, President

                                                            Date   July 16, 2000



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