MAR VENTURES INC
8-K, 1997-10-28
MOTION PICTURE & VIDEO TAPE PRODUCTION
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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): October 27, 1997



                                Mar Ventures Inc.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)



         Delaware                        0-20879                95-4580642
         --------                        -------                ----------
 (State or other jurisdiction        (Commission File         (IRS Employer
        of incorporation)                Number)             Identification No.)



                1675 Broadway, Suite 1150, Denver, Colorado 80202
                -------------------------------------------------
              (Address of principal executive offices) (Zip Code)



        Registrant's telephone number, including area code (303) 825-3748
                                                           --------------





<PAGE>



Item 5. Other Events.
        --------------

     Press Release.  The press release of the Registrant dated October 27, 1997,
which is filed as an exhibit hereto, is incorporated herein by reference.

Item 7.  Financial Statements And Exhibits.
         ----------------------------------

         (c) Exhibits.

                                  Exhibit Index
                                  -------------

Exhibit
Number            Description
- ------            -----------

99.1              Press release dated October 27, 1997.



                                    SIGNATURE

     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.


Date:  October 27, 1997                      MAR VENTURES INC.



                                              By:  /s/  D. Scott Singdahlsen
                                                   -----------------------------
                                                   D. Scott Singdahlsen
                                                   President




                                  EXHIBIT 99.1


On October 27, 1997, the Registrant issued the following press release:

       " MAR VENTURES INC. REPORTS RESULTS FOR FISCAL YEAR AUGUST 31, 1997

     DENVER-  Mar  Ventures  Inc.  (NASD  EBB:  MRVI)  today  announced  audited
financial  results for the eight month  fiscal year ended  August 31,  1997.  On
August 6, 1997,  the Company  acquired  PYR  Energy,  LLC, a  development  stage
independent oil and gas exploration and production  company.  The prior business
and related  assets of Mar Ventures Inc.  have been sold to its prior  president
and the sole business of the Company is oil and gas  exploration and production.
For the eight months ended  August 31,  1997,  the Company  incurred a loss from
operations  of ($16,920) or ($.004) per share.  The Company had no revenues from
oil and gas  operations  and  generated  $80,000 in oil and gas  consulting  fee
revenue.  At August 31, 1997,  the Company had  $1,376,229  in working  capital,
total assets of $1,789,666 and  stockholders'  equity of $1,719,418.  There were
9,154,804 common shares outstanding at August 31, 1997. 

                        FISCAL YEAR ENDED AUGUST 31, 1997
                        ---------------------------------

                                                               1997
                                                               ----
           Revenue                                           $ 80,000
           Net Loss                                         ($ 16,920) 
           Net Loss Per Share                               ($  0.004)

     The Company  reports it has filed a registration  statement to register the
sale of up to 4,095,000  common  stock  shares and up to 4,095,000  common stock
shares underlying  attached  warrants from private  placements during its fiscal
year ended August 31, 1997. Because this registration  statement is not expected
to become  effective  for at least 30 to 45 days,  the Company has  extended the
expiration deadline to exercise outstanding common stock purchase warrants.

     The Company has outstanding  warrants to purchase  2,047,500  shares of its
common stock at an exercise  price of $1.25 per share.  These  warrants,  due to
expire on October 31, 1997,  have been extended to January 15, 1998. The Company
also has outstanding  warrants to purchase  2,047,500 shares of its common stock
at an  exercise  price of $1.75  per  share.  These  warrants,  due to expire on
January 31, 1998,  have been extended to April 15, 1998.

     The securities  covered by the  registration  described  above have not yet
become effective with the Securities and Exchange  Commission.  These securities
may not be  sold,  nor may  offers  to buy be  accepted,  prior  to the time the
registration   statement  becomes  effective.   This  press  release  shall  not
constitute an offer to sell, or the  solicitation  of an offer to buy, nor shall
there be any sale of these securities in any state in which such an offer,  sale
or solicitation  would be unlawful prior to registration or qualification  under
the securities laws of any state.

     Mar  Ventures  Inc.  applies   advanced  3-D  seismic  and   computer-aided
exploration  ("CAEX")  technology  to  systematically  explore  for and  exploit
onshore domestic oil and natural gas accumulations in the western United States.
The Company is currently  exploring  for oil and gas in the San Joaquin Basin of
California and the Rocky Mountains.

                                      ####"




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