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Filed Pursuant to Rule 424(b)(3)
Registration No. 033-64325
REUNION RESOURCES COMPANY
NOTICE OF SPECIAL MEETING OF STOCKHOLDERS
TO BE HELD APRIL 19, 1996
To Stockholders of Reunion Resources Company:
NOTICE IS HEREBY GIVEN that a Special Meeting of Stockholders of REUNION
RESOURCES COMPANY, a Delaware corporation (the "COMPANY"), will be held at the
offices of Richards & O'Neil, LLP, 885 Third Avenue, 7th Floor, New York, New
York, at 10:00 a.m., Eastern Standard Time, on April 19, 1996 (the "NEW
SPECIAL MEETING"), for the same purposes for which the planned March 27, 1996
special meeting of stockholders (the "ORIGINAL SPECIAL MEETING") was called.
The Original Special Meeting was not convened due to a delay in the mailing of
the Notice for the meeting.
The business intended to be transacted at the Original Special Meeting and
described in the enclosed Proxy Statement/Prospectus will now be transacted at
the New Special Meeting. A copy of the Proxy Statement/Prospectus relating to
the Original Special Meeting and a form of Proxy accompany this Notice. All
references to "March 27, 1996" in the enclosed Proxy Statement/Prospectus
shall be deemed to be "April 19, 1996".
PLEASE COMPLETE, DATE, SIGN AND MAIL THE ENCLOSED PROXY REGARDLESS OF
WHETHER YOU DID SO PREVIOUSLY IN CONNECTION WITH THE ORIGINAL SPECIAL MEETING.
PROXIES DELIVERED IN CONNECTION WITH THE ORIGINAL SPECIAL MEETING ARE NOT
VALID.
The record date for the determination of stockholders of the Company
entitled to notice of and to vote at the New Special Meeting and at any
adjournment thereof is February 20, 1996. Only holders of record on such date
will be entitled to vote at the New Special Meeting.
PLEASE COMPLETE, DATE, SIGN AND MAIL THE ENCLOSED PROXY IN THE ACCOMPANYING
RETURN ADDRESSED ENVELOPE, WHICH REQUIRES NO POSTAGE IF MAILED IN THE UNITED
STATES. IF YOU LATER DESIRE TO REVOKE OR CHANGE YOUR PROXY FOR ANY REASON, YOU
MAY DO SO AT ANY TIME BEFORE THE VOTING BY DELIVERING TO THE COMPANY A WRITTEN
NOTICE OF REVOCATION OR A DULY EXECUTED PROXY BEARING A LATER DATE OR BY
ATTENDING THE NEW SPECIAL MEETING AND VOTING IN PERSON.
PLEASE DO NOT SEND ANY CERTIFICATES FOR YOUR STOCK AT THIS TIME. IF THE
MERGER IS CONSUMMATED, YOU WILL RECEIVE INSTRUCTIONS REGARDING THE SURRENDER
OF YOUR STOCK CERTIFICATES.
By Order of the Board of Directors,
/s/ RICHARD L. EVANS
RICHARD L. EVANS,
Secretary
Houston, Texas
March 29, 1996
