UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
POWER EXPLORATION, INC.
-----------------------
(Name of Issuer)
COMMON STOCK, PAR VALUE $0.02
-----------------------------
(Title of Class of Securities)
739272 20 1
(CUSIP Number)
REGINALD L. DAVIS, ESQ., 11701 SOUTH FREEWAY, BURLESON, TEXAS 76028
(817)293-9334
- --------------------------------------------------------------------------------
(Name, address and telephone number of person authorized to receive notices and
communications)
DECEMBER 14, 1999
(Date of Event which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13A, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box ( ).
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SCHEDULE 13D
CUSIP NO. 739272 20-1 PAGE 2 OF 12 PAGES INCLUDING EXHIBITS
1) NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Global Universal, Inc.,of Delaware ("Global") Tax I.D.# 51-0345631
2) CHECK THE APPROPRIATE BOX IF EITHER IS A MEMBER OF A GROUP
(A) ( )
(B) ( )
3) SEC USE ONLY
4) SOURCE OF FUNDS
BK
5) CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E). [ ]
6) CITIZENSHIP OR PLACE OF ORGANIZATION
Global does business in the State of Texas and is incorporated in the State of
Delaware.
7) SOLE VOTING POWER 8,000,000
NUMBER OF
SHARES
BENEFICIALLY 8) SHARED VOTING POWER 0
OWNED BY
EACH
REPORTING 9) SOLE DISPOSITIVE POWER 8,000,000
PERSON WITH
10) SHARED DISPOSITIVE POWER 0
11) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,000,000
12) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ( )
13) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
83.5%
14) TYPE OF REPORTING PERSON
CO
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Item 1. Security and Issuer
This schedule relates to common stock, par value $0.02 per share, of Power
Exploration, Inc. ("Common Stock"). Power Exploration, Inc. ("Power
Exploration") is a Nevada corporation with principal offices at 5416 Birchman
Avenue, Fort Worth, Texas 76107.
ITEM 2. IDENTITY AND BACKGROUND
(a) This schedule is filed by Global Universal, Inc.,of Delaware ("Global").
(b)The business address for Global is 11701 South Freeway, Burleson, Texas 76028
(c) The principal business of Global is providing financial and business
consulting services.
(d) Global has not been convicted in a criminal proceeding (excluding traffic
violations and similar misdemeanors) during the last five years.
(e) During the last five years Global has never been a party to a civil
proceeding that resulted in a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws of finding any violation with respect to such laws.
(f) Global is a Delaware corporation
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The 8,000,000 shares that are the impetus for filing this schedule were
acquired by Global from Rife Oil Properties, Inc., a Nevada Corporation,
pursuant to a verbal agreement. Pursuant to the Agreement, Global purchased the
8,000,000 shares of Power Exploration's common stock for $65,000 cash. Global
borrowed the cash to make the purchase from Wells Fargo Bank in Fort Worth,
Texas, pursuant to a revolving line of credit.
ITEM 4. PURPOSE OF TRANSACTION
The following discussion states the purpose or purposes of the
acquisition of securities of the issuer and describes any plans or proposals
resulting in material transactions with Power Exploration. Global is a financial
consulting firm that specializes in assisting companies in debt settlement and
other business consulting services.
Global has no current plans to purchase additional shares or to dispose
of any of its shares in Power Exploration, Inc.
At the time of Global's acquisition of the 8,000,000 shares of Power
Exploration, Inc. Stock, the Board of Directors of Power Exploration, Inc. was
reorganized. Mark S. Zouvas resigned and was replaced by Charles Barnhill. Two
new Directors were elected to the Board, increasing the number of Directors from
three (3) to five (5). The two additional Directors elected were: Reginald L.
Davis and James P. McGowen.
Power Exploration, Inc. ("Power") is an operating oil company
headquartered in Fort Worth, Texas. On December 9, 1999 Power acquired
approximately 32 sets of oil leases, representing mineral rights to
approximately Two Hundred Forty (240) producing oil wells, as well as
approximately 39 injection wells, in the Corsicana Shallow Field, Navarro
County, Texas (collectively, the "Oil Leases"). Power acquired the Oil Leases
from Rife Oil Properties, Inc., a Nevada corporation ("Rife Oil"). In the same
transaction, Power also
<PAGE>
acquired approximately $950,000 of debt owed to Rife Oil. Power intends to use
the leases as part of its oil exploration and production business.
Global's intentions are to assist Power by helping to settle Power's
debts and helping Power find suitable business opportunities to assist Power in
expanding its oil exploration and production business.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The aggregate number and percentage of class of securities identified
pursuant to Item 1 beneficially owned by Global may be found in rows 7 - 11 and
13 of the cover page.
(b) The powers that Global has relative to the shares discussed herein may be
found in rows 7 through 10 of the cover page. The quantity of shares owned by
Global is 8,000,000 shares of Common Stock which were acquired pursuant to a
verbal agreement between Global and Rife Oil Properties, Inc., a Nevada
Corporation (the seller) pursuant to a Resolution of the Board of Directors of
Rife Oil Properties, Inc. dated December 14, 1999.
(c) There were no transactions in the class of securities reported on that were
effected during the last sixty days aside from those discussed in Item 4.
(d) Pursuant to the purchase agreement between Rife Oil Properties, Inc.
("Rife") and Global, Rife retains the right to receive from Global, 30% of the
proceeds of any sale of the Power Exploration, Inc. shares by Global. Rife has
no authority to vote or direct the voting of the shares or to sell or direct the
sale of the shares. The only interest of Rife is to receive its percentage of
proceeds if and when Global sells any or all of the 8,000,000 shares of Power
Exploration, Inc. Shares sold to Global by Rife pursuant to this transaction.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER.
Pursuant to the purchase agreement between Rife Oil Properties, Inc.
("Rife") and Global, Rife retains the right to receive from Global, 30% of the
proceeds of any sale of the Power Exploration, Inc. shares by Global. Rife has
no authority to vote or direct the voting of the shares or to sell or direct the
sale of the shares. The only interest of Rife is to receive its percentage of
proceeds if and when Global sells any or all of the 8,000,000 shares of Power
Exploration, Inc. Shares sold to Global by Rife pursuant to this transaction.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
A. Attached as Exhibit A is a copy of the Resolution of the Board of
Directors of Rife Oil Properties, Inc. dated December 14, 1999.
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Global Universal, Inc. of Delaware
December 29, 1999 /s/
DATE:------------------------- ---------------------------------
Reginald L. Davis, President
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1061).
CORPORATE RESOLUTION
RIFE OIL PROPERTIES, INC.
DECEMBER 14,1999
This resolution is dated on this 14th day of December, 1999, at 4:00 P.M. at
5416 Birchman Aye., Fort Worth, Texas.
Present is the President and sole shareholder of Rife Oil Properties, Inc., M.O.
Rife III.
SUBJECT
The subject of this resolution is the purchase of shares of common stock in
Power Exploration, Inc. by Global Universal, Inc. of Delaware from Rife Oil
Properties, Inc. which is subject to the promissory note between both parties
and dated 12/13/99, and the transfer of shares in the same to Mark S. Zouvas
It is RESOLVED, that Rife Oil Properties, Inc. hereby orders it certificate of 9
million shares of common stock in Power Exploration, Inc. to be re-issued to the
following entities and/or persons:
1. Eight (8) million shares to Global Universal, Inc. of Delaware
2. One (1) million shares to Mark S. Zouvas
There being no further business, this resolution is here-by ratified and
confirmed.
/S/
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M.O. Rife, III President
