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FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL
WASHINGTON, D.C. 20549 OMB Number 3235-0104
Expires: September 30, 1998
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Estimated average burden
hours per response . . . . 0.5
<CAPTION>
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
(Print or Type Responses)
<S> <C> <C>
1. Name and Address of Reporting Person* 2. Date of Event Re- 4. Issuer Name and Ticker or Trading Symbol
quiring Statement Miller Exploration Company (MEXP)
(Month/Day/Year)
MILLER C.E. 5. Relationship of Reporting Person(s) to Issuer
(Last) (First) (Middle) 2/4/98 (Check all applicable)
[X] Director [X] 10% Owner
[X] Officer (give ___ Other (specify
3104 LOGAN VALLEY ROAD title below below)
(Street) 3. IRS or Social Se- CHAIRMAN OF THE BOARD
curity Number of
Reporting Person 6. If Amendment, Date of Original (Month/Day/Year)
TRAVERSE CITY MICHIGAN 49685 Voluntary
(City) (State) (Zip)
7. Individual or Joint/Group Filing
(Check Applicable Line)
[X] Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
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1. Title of Security 2. Amount of Securities 3. Ownership Form: 4. Nature of Indirect Beneficial Ownership
(Instr. 4) Beneficially Owned Direct (D) or (Instr. 5)
(Instr. 4) Indirect (I)
(Instr. 5)
<S> <C> <C> <C>
Common Stock 0
<FN>
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, SEE Instruction 5(b)(v).
</FN>
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FORM 3 (CONTINUED)
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TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
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1. Title of Derivative Security 2. Date Exercisable and 3. Title and Amount of Securities Underlying
(Instr. 4) Expiration Date Derivative Security (Instr. 4)
(Month/Day/Year)
Date Expiration Amount or Number
Exercisable Date Title of Shares
<S> <C> <C>
4. Conversion or Exercise Price of 5. Ownership Form of 6. Nature of Indirect Beneficial Ownership
Derivative Security Derivative Security: (Instr. 5)
Direct (D) or Indirect (I)
(Instr. 5)
<FN>
Explanation of Responses:
/S/ C.E. MILLER FEBRUARY 12, 1998
**Intentional misstatements or omissions of facts constitute Federal **Signature of Reporting Person Date
Criminal Violations. SEE 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). C.E. Miller
By Tashia L. Rivard
Note: File three copies of this Form, one of which must be manually Attorney-in-Fact
signed. If space is insufficient. SEE Instruction 6 for
procedure.
Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB Number.
</FN>
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POWER OF ATTORNEY
The undersigned, a director and/or officer of Miller Exploration
Company, a Delaware corporation (the "Company"), does hereby nominate,
constitute, and appoint Kelly E. Miller, William J. Baumgartner, Stephen C.
Waterbury, and Tashia L. Rivard, or any one or more of them, his or her
true and lawful attorneys and agents to do any and all acts and things and
to execute and file any and all instruments which such attorneys and agents,
or any of them, may deem necessary or advisable to enable the undersigned (in
his or her individual capacity or in a fiduciary or other capacity) to comply
with the Securities Exchange Act of 1934, as amended (the "Act"), and any
requirements of the Securities and Exchange Commission in respect thereof, in
connection with the preparation, execution, and filing of any report or
statement of beneficial ownership or changes in beneficial ownership of
securities of the Company that the undersigned (in his or her individual
capacity or in a fiduciary or other capacity) may be required to file
pursuant to Sections 16(a), 13(d), and 13(g) of the Act including, without
limitation, full power and authority to sign the undersigned's name, in his or
her individual capacity or in a fiduciary or other capacity, to any report or
statement on Form 3, 4, or 5, to any Schedule 13(d) or 13(g), or to any
amendments or any successor forms thereto, or any form or forms adopted by
the Securities and Exchange Commission in lieu thereof or in addition thereto,
hereby ratifying and confirming all that such attorneys and agents, or any of
them, shall do or cause to be done by virtue hereof.
The undersigned agrees that the attorneys-in-fact named in this
Power of Attorney may rely entirely on information furnished orally or in
writing by the undersigned to such attorneys-in-fact. The undersigned also
agrees to indemnify and hold harmless the Company and the attorneys-in-fact
against any losses, claims, damages, or liabilities (or actions in respect
thereof) that arise out of or are based upon any untrue statement or omission
of necessary fact in the information provided by the undersigned to the
attorneys-in-fact for purposes of executing, acknowledging, delivering, or
filing Forms 3, 4, or 5, Schedules 13(d) or 13(g), or any amendments or any
successor forms thereto, or any form or forms adopted by the Securities and
Exchange Commission in lieu thereof or in addition thereto, and agrees to
reimburse the Company and the attorneys-in-fact in this Power of Attorney for
any legal or other expenses reasonably incurred in connection with investigat-
ing or defending against any such loss, claim, damage, liability, or action.
This authorization shall supersede all prior authorizations to
act for the undersigned with respect to securities of the Company in these
matters, which prior authorizations are hereby revoked, and shall survive
the termination of the undersigned's status as a director and/or officer of
the Company and remain in effect thereafter for so long as the undersigned
(in his or her individual capacity or in a fiduciary or other capacity) has
any obligation under Sections 16 or 13 of the Act with respect to
securities of the Company.
Dated: February 10, 1998 /s/C.E. Miller
C.E. Miller
