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FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION OMB APPROVAL
[ ] CHECK THIS BOX IF NO LONGER WASHINGTON, D.C. 20549 OMB Number 3235-0287
SUBJECT TO SECTION 16. FORM Expires: September 30, 1998
4 OR FORM 5 OBLIGATIONS STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Estimated average burden
MAY CONTINUE. SEE INSTRUC- hours per response . . . . 0.5
TION 1(B).
<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. Issuer Name and Ticker 5. If Amendment, Date of Original
or Trading Symbol (Month/Year)
Miller Exploration
MILLER KELLY E. Company (MEXP)
(Last) (First) (Middle) 6. Relationship of Reporting Person(s) to Issuer
3. IRS or Social Security (Check all applicable)
Number of Reporting [X] Director ____ 10% Owner
3104 LOGAN VALLEY ROAD Person (Voluntary) [X] Officer (give title ____ Other (specify
(Street) below below)
PRESIDENT AND CHIEF EXECUTIVE OFFICER
TRAVERSE CITY, MI 49684 4. Statement for Month/Year 7. Individual or Joint/Group Filing
(City) (State) (Zip) (Check Applicable Line)
February 1998 [X] Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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TABLE I - NON-DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
<CAPTION>
1. Title of Security 2. Transaction Date 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3) (Month/Day/Year) (Instr. 8) (Instr. 3, 4 and 5)
Code V Amount (A) or (D) Price
<S> <C> <C> <C> <C> <C>
Common Stock 11/17/97 P 100 A $1.00/share
Common Stock 2/9/98 J 1,226,768 A <F*>
Common Stock 2/9/98 A V 60,000 A N/A
Common Stock 2/25/98 P 10,000 A $7.875/share
Common Stock 2/9/98 P 400 A $8.00/share
5. Amount of Securities 6. Ownership Form: 7. Nature of Indirect
Beneficially Owned Direct (D) or Beneficial Ownership
at End of Month Indirect (I) (Instr. 4)
(Instr. 3 and 4) (Instr. 4)
100 D
1,266,768 D <F**>
60,000 D
10,000 D
400 I By minor children
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<FN>
<F*> The shares were acquired pursuant to a combination agreement (the "Combination Agreement") entered into
between the Company and certain persons, including Mr. Miller. The assets contributed under the Combination
Agreement included interests in oil and gas properties. In exchange for these assets, the listed entities
received 1,226,768 shares, which was proportionate to the value of the assets contributed by them in the
Combination Agreement.
<F**> Of the 1,226,768 reported shares, 914,195 are held by the Kelly E. Miller Trust, of which Mr. Miller is
the sole trustee and beneficiary, 84,024 are held by Miller and Miller, Inc., which is owned by the Kelly E.
Miller Trust, and 228,549 are held by the Kelly E. Miller Retained Annuity Trust #1. Mr. Miller disclaims
beneficial ownership of the shares held by the Kelly E. Miller Retained Annuity Trust #1.
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 4(b)(v).
</FN>
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FORM 4 (CONTINUED)
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TABLE II - DERIVATIVE SECURITIES ACQUIRED, DISPOSED OF, OR BENEFICIALLY OWNED
(E.G., PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
<CAPTION>
1. Title of Derivative Security 2. Conversion or 3. Transaction 4. Transaction Code 5. Number of Derivative
(Instr. 3) Exercise Price Date (Month/ (Instr. 8) Securities Acquired (A)
of Derivative Day/Year) or Disposed of (D)
Security (Instr. 3, 4 and 5)
Code V (A) (D)
<S> <C> <C> <C> <C> <C>
Stock Option (Right to Buy) $8.80 2/9/98 A V 2,270
$8.80 2/9/98 A V 2,270
$8.80 2/9/98 A V 2,270
$8.80 2/9/98 A V 2,270
$8.80 2/9/98 A V 2,270
Stock Option (Right to Buy) $8.00 2/9/98 A V 63,730
$8.00 2/9/98 A V 63,730
$8.00 2/9/98 A V 63,730
$8.00 2/9/98 A V 63,730
$8.00 2/9/98 A V 63,730
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6. Date Exercisable and 7. Title and Amount of 8. Price of 9. Number of 10. Ownership 11. Nature of
Expiration Date Underlying Securities Derivative Derivative Form of Indirect
(Month/Day/Year) (Instr. 3 and 4) Security Securities Derivative Beneficial
Amount or (Instr. 5) Beneficially Security: Ownership
Date Expiration Number of Owned at End Direct (D) (Instr. 4)
Exercisable Date Title Shares of Month or Indirect
(Instr. 4) (I) (Instr. 4)
<S> <C> <C> <C> <C> <C> <C>
2/9/99 2/8/08 Common Stock 2,270 N/A 2,270 D
2/9/00 2/8/08 Common Stock 2,270 N/A 2,270 D
2/9/01 2/8/08 Common Stock 2,270 N/A 2,270 D
2/9/02 2/8/08 Common Stock 2,270 N/A 2,270 D
2/9/03 2/8/08 Common Stock 2,270 N/A 2,270 D
2/9/99 2/8/08 Common Stock 63,730 N/A 63,730 D
2/9/00 2/8/08 Common Stock 63,730 N/A 63,730 D
2/9/01 2/8/08 Common Stock 63,730 N/A 63,730 D
2/9/02 2/8/08 Common Stock 63,730 N/A 63,730 D
2/9/03 2/8/08 Common Stock 63,730 N/A 63,730 D
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<FN>
Explanation of Responses:
**Intentional misstatements or omissions of facts constitute Federal /S/ KELLY E. MILLER MARCH 10, 1998
Criminal Violations. SEE 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). **Signature of Reporting Person Date
Kelly E. Miller
Note: File three copies of this Form, one of which must be manually By Stephen C. Waterbury
signed. If space is insufficient, SEE Instruction 6 for Attorney-in-Fact
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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