PENDARIES PETROLEUM LTD
8-K/A, 1999-11-22
OIL & GAS FIELD EXPLORATION SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                 AMENDMENT NO. 1

                                       to

                                    FORM 8-K

                            FILED ON OCTOBER 7, 1999

                                 CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934



     Date of Report (or Date of Earliest Event Reported): September 27, 1999




                            PENDARIES PETROLEUM LTD.
             (Exact name of Registrant as specified in its charter)




Province of New Brunswick, Canada         1-14754                52-205176
(State of incorporation or        (Commission File Number)     (IRS Employer
     organization)                                           Identification No.)



                                8 Greenway Plaza
                                    Suite 910
                              Houston, Texas 77046
                    (Address of principal executive offices)



                                  713-355-2900
                         (Registrant's telephone number)


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ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

(b) Pro Forma Financial  Information.  On October 7, 1999,  Pendaries  Petroleum
filed a Form 8-K report  covering  acquisition of an additional 8.2% interest in
Block  04/36  in Bohai  Bay,  China in  which  Pendaries  already  owned a 10.0%
interest.  At the time of filing that report,  Pendaries indicated that it would
file pro forma financial information covering that asset acquisition by December
5, 1999.

           Upon further  consideration,  Pendaries  has  determined  that no pro
forma financial information is required, due to no monetary consideration having
been paid for the additional  interest in Block 04/36, and there being no impact
upon the financial  statements of Pendaries as a result of  acquisition  of this
interest.  To date no revenues have been  generated from  Pendaries'  previously
owned or acquired interest in Block 04/36.  Prospectively,  reserve  information
presented  as of year-end  1999 will reflect the  ownership  of this  additional
interest.

            This  material  includes  "forward-looking  statements"  within  the
meaning of Section 27A of the  Securities  Act of 1933, as amended,  and Section
21E of the Securities Exchange Act of 1934, as amended. The opinions, forecasts,
projections or other  statements,  other than statements of historical fact, are
forward-looking  statements.  Although  Pendaries believes that the expectations
reflected in such  forward-looking  statements  are  reasonable,  it can give no
assurance that such expectations will prove to have been correct.  Certain risks
and uncertainties  inherent in Pendaries'  business are set forth in the filings
of Pendaries with the Securities and Exchange Commission.


                                    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, thereunto duly authorized.

Dated:  November 22, 1999

                                                   PENDARIES PETROLEUM LTD.


                                             By:    /s/Bobby J. Fogle
                                             Name:     Bobby J. Fogle
                                             Title:    Chief Financial Officer


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