PYR ENERGY CORP
8-K, 1998-10-28
CRUDE PETROLEUM & NATURAL GAS
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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, 1998



                             PYR Energy Corporation
                             ----------------------
             (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, 1998,
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, 1998.


                                    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 28, 1998                          PYR ENERGY CORPORATION



                                                 By: /s/Andrew P. Calerich
                                                    ----------------------------
                                                    Andrew P. Calerich
                                                    Chief Financial Officer





                                  EXHIBIT 99.1


On October 27, 1998, the Registrant issued the following press release:


              "PYR ENERGY RAISES CAPITAL THROUGH PRIVATE PLACEMENT
              ----------------------------------------------------

     DENVER - PYR Energy  Corporation  (EBB-PYRX) today announced a $2.3 million
private  placement  to a group of  investors  including  Victory Oil Company and
Whittier Energy Company  (affiliated with the M.H.  Whittier  Corporation).  The
private  placement  securities  issued are 10% convertible  debentures that will
automatically  convert  to 10%  convertible  preferred  stock as soon as PYR has
obtained stockholder approval for, and issued, the convertible preferred shares.
The preferred stock is ultimately  convertible into common stock at a conversion
price of $.60 per common  share.  The Company  expects to close on an additional
$200,000 of the same securities within 30 days.

     The Company has also agreed to exchange  266,666 shares of its common stock
for 39  square  miles  of 3-D  seismic  data  and oil and  gas  leases  covering
approximately  5,400 acres from the Victory - Whittier  group.  This acreage and
data is adjacent  to the  Company's  Southeast  Maricopa  'Stevens'  exploration
project.  PYR  expects to close on this  transaction  during the next week.

     PYR Energy also announces that Mr. S.L. Hutchison, Vice-President and Chief
Financial   Officer  for  Victory   Oil  Company  and  Mr.   Bryce  W.   Rhodes,
Vice-President  of Whittier Energy Company are expected to become members of the
Board of Directors
    
     Scott  Singdahlsen,  president of PYR Energy said,  "This  funding not only
provides the Company with the working  capital it needs to continue  development
of our exciting  southern San Joaquin  basin  exploration  activities,  but also
establishes a formal  relationship with the Victory and Whittier  organizations.
PYR's strategic alliance with these respected names in the California  petroleum
industry  is an  important  step in  moving  the  Company  forward.  We are also
extremely pleased that Mr. Hutchison and Mr. Rhodes will be joining our board of
directors."
 
     PYR Energy  Corporation  applies  advanced  3-D seismic and  computer-aided
exploration  technologies to systematically  explore for and exploit onshore oil
and natural gas accumulations in the western United States. 

                                     # # #

This  release   contains   forward-looking   statements   regarding  PYR  Energy
Corporation's  future plans and expected  performance  based on assumptions  the
Company  believes to be reasonable.  A number of risks and  uncertainties  could
cause actual  results to differ  materially  from these  statements,  including,
without  limitation,  the success rate of exploration efforts and the timeliness
of development  activities,  fluctuations in oil and gas prices,  and other risk
factors described from time to time in the Company's reports filed with the SEC.
In addition,  the Company operates in an industry sector where securities values
are highly  volatile and may be influenced by economic and other factors  beyond
the Company's control."




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