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UNITED STATES
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): SEPTEMBER 24, 1998
RUTHERFORD-MORAN
OIL CORPORATION
(Exact name of registrant as specified in charter)
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DELAWARE 000-20849 76-0499690
(State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
5 GREENWAY PLAZA, SUITE 220
HOUSTON, TEXAS 77046
(Address of Principal Executive Offices) (Zip Code)
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REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 622-5555
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ITEM 5. OTHER EVENTS.
The Company previously delayed its Annual Meeting of Stockholders from
May 1998 while it continues to explore various strategic alternatives, including
the possible merger or sale of the Company. The Board of Directors of the
Company has now set the 1998 Annual Meeting of Stockholders of Rutherford-Moran
Oil Corporation for 9:00 a.m. on December 15, 1998 at the Sheraton Luxury
Collection Hotel in Houston, Texas.
Written notice of stockholder proposals must be delivered to or mailed
and received by the Secretary of the Company at the Company's principal
executive offices no later than October 8, 1998 (1) for inclusion in the
Company's proxy statement and form of proxy for the Annual Meeting and (2) for
any proposal to be properly brought before the Annual Meeting in accordance
with Section 12 of the Company's by-laws.
Also, unless the Company has notice, prior to October 8, 1998, of a
matter to come before the meeting, the Company's proxy for the meeting will
confer discretionary authority to vote on such matter.
A copy of the press release announcing the date of the Company's
Annual Meeting of Stockholders and the deadline for submitting stockholder
proposals is filed as Exhibit 99.1 and is hereby incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Press release of Rutherford-Moran Oil Corporation dated
September 24, 1998
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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.
RUTHERFORD-MORAN OIL CORPORATION
Dated: September 24, 1998 /s/ DAVID F. CHAVENSON
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David F. Chavenson
Vice President, Finance and
Chief Financial Officer and
Corporate Secretary
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INDEX TO EXHIBITS
Number Exhibit
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99.1 Press release of Rutherford-Moran Oil Corporation dated
September 24, 1998
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EXHIBIT 99.1
NEWS RELEASE
EASTERLY
INVESTOR RELATIONS
Client: Rutherford-Moran Oil Corporation
FOR IMMEDIATE RELEASE Contacts: Dave Chavenson, CFO
Rutherford-Moran Oil Corporation
713-622-555
Ken Dennard, Managing Partner
Easterly Investor Relations
713-529-6600
RUTHERFORD-MORAN OIL CORPORATION SETS
ANNUAL STOCKHOLDER MEETING DATE
SEPTEMBER 24, 1998 -- HOUSTON, TEXAS -- Rutherford-Moran Oil Corporation
(NASDAQ:RMOC) today announced that its 1998 Annual Meeting of Stockholders will
be held at 9:00 a.m. on December 15, 1998 at the Sheraton Luxury Collection
Hotel in Houston, Texas. The Company previously delayed its
Annual Meeting of Stockholders from May 1998 while it continues to explore
various strategic alternatives, including the possible merger or sale of the
company.
Written notice of stockholder proposals must be delivered to or mailed
and received by the Secretary of the Company at the Company's principal
executive offices no later than October 8, 1998 (1) for inclusion in the
Company's proxy statement and form of proxy for the Annual Meeting and (2) for
any proposal to be properly brought before the Annual Meeting in accordance
with Section 12 of the Company's by-laws.
Also, unless the Company has notice, prior to October 8, 1998, of a
matter to come before the meeting, the Company's proxy for the meeting will
confer discretionary authority to vote on such matter.
Rutherford-Moran Oil Corporation is an independent energy company that
concentrates its activities in Southeast Asia. Currently the company's
exploration and development activities are entirely in the Gulf of Thailand and
are conducted through its subsidiary, Thai Romo Limited, a Limited liability
company existing under the laws of Thailand. Additional exploration
opportunities are currently being reviewed in other areas of Southeast Asia.
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