SABA PETROLEUM CO
8-K/A, 1997-10-07
CRUDE PETROLEUM & NATURAL GAS
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SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 8-K/A

AMENDMENT NO. ONE

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

Date of Report: (Date of earliest event reported) September 9, 1997

SABA PETROLEUM COMPANY (Exact name of registrant as specified in charter)

Delaware       1-12322             47-0617589
========================================================
(State or      (Commission         (IRS Employer
other          File Number)        Identification No.)
jurisdiction
of incorporation)

3201 Airpark Drive Suite 201, Santa Maria, CA                    93455
(Address of principal executiove offices)                   (Zip Code)

Registrant's telephone number, including area code:    (805) 347-8700

(Former name or former address, if changed since last report) Not Applicable


ITEM 2.  Acquisition or Disposition of Assets


         On  September  9, 1997,  the Company  acquired by purchase an undivided
eighty percent working interest (revenue  interests varying from a low of 79% to
a high of 84%) in oil and gas leases  covering  3400 acres in the Potash  field,
Plaquemines  Parish,  Louisiana.  At the  same  time  and as  part  of the  same
transaction,  Energy Asset Management Company,  L.L.C. a non-affiliated  limited
liability company,  acquired the remaining twenty percent working interest.  The
purchase  price for the 100%  interest was $10 million,  of which $8 million was
the Company's share. At the date of acquisition,  the interests  acquired by the
Company  were  producing  approximately  880 gross (563 net)  barrels of oil and
equivalents  per day from 10 of the 22 wells  acquired.  The  field  contains  a
number of other  wells that have been  suspended,  a number of which the Company
believes may be restored to production. Production from these wells is primarily
natural gas. The Company  established  the purchase  price through  negotiations
with the seller,  Statoil  Exploration  (US), Inc., a non-affiliate,  relying in
part upon engineering  advice secured through the Company's outside  engineering
consultants  and the  evaluations of the Company=s  personnel.  No  relationship
exists  between  the  seller  and any of the  affiliates  or  associates  of the
Company.  As part of the acquisition,  the Company acquired a significant amount
of technical data concerning the field.  The Company intends to further evaluate
such data and may conduct  additional  geophysical  investigation of portions of
the field. The Company also intends to rework existing and suspended wells in an
effort to increase production from the field.

         The purchase  price was funded by the proceeds of a ten million  dollar
short term loan from the Company's primary bank, Bank One, Houston, Texas, which
was  secured by one  hundred  percent  of the  acquired  assets.  As part of the
transaction,  the  Company  lent two million  dollars of the  proceeds to Energy
Asset  Management  Company at an  interest  rate which  exceeded  the  Company's
borrowing  rate by one  hundred  basis  points.  The  Company is operator of the
acquired interests.

ITEM 5.   Other Events

     DELETED

ITEM 7.   Financial Statements and Exhibits

          (c)  Exhibits

               10.1 Purchase and Sale Agreement(Previously filed with initial 
                    filing of Company's Current Report aon Form 8-K dated
                    9/24/97 and is incorporated herein by this reference.)
               10.2 4th Amendment To First Amended and Restated Loan Agreement
                    (Previously filed with initial 
                    filing of Company's Current Report aon Form 8-K dated
                    9/24/97 and is incorporated herein by this reference.)
<PAGE>


SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the 
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


Date: October 7, 1997      By: /s/ Ilyas Chaudhary
                                   President

Date: October 7, 1997      By: /s/ Walton C. Vance
                                   Chief Financial Officer

<PAGE>








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