SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
February 19, 1999
Date of Report
(Date of earliest event reported)
POWER EXPLORATION, INC.
(Exact name of registrant as specified in its charter)
Nevada 000-09419 84-0811647
(State of Incorporation) Commission File No. (IRS Employer Ident. No.)
Suite 201, 5020 Collinwood Ave.,
Ft. Worth, Texas 76107
(Address of principal executive offices)
(817) 377-4460
(Registrant's telephone number)
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Materially Important Events.
Change in Transfer Agent
In a special meeting of the Board of Directors held on February 19,
1999, the Company chose a new transfer agent. Any questions regarding buying or
selling of the Company's stock should now be directed to:
Securities Transfer Corporation
16910 Dallas Parkway
Suite 100
Dallas, Texas 75248
Lawsuit Settled
Power Exploration, Inc. ("Power") has settled its litigation with
certain consultants that performed services for the Company during 1997. The
settlement agreement gives the Company back part of the common stock it
previously issued under those agreements.
The Company feels that the settlement was in its best interest and that
the result will increase shareholder value by putting shares back into its
treasury.
As part of the settlement, the parties have agreed to disclose only the
information that concerns the investing public.
Change in Private Placement Memorandum
At an Executive Committee meeting held on March 3, 1999, the Company
made changes to a private placement memorandum previously authorized at an
Executive Committee meeting held on January 11, 1999. At the prior meeting, the
Company authorized the creation of a private placement memorandum for the
purpose of raising additional capital through the issuance of restricted
equities. The number of authorized for this placement was be two million at a
price of $1.00 per share, less legal and accounting fees; the Executive
Committee modified the placement to be four million shares at a price of $0.50
per share.
The entire amount of authorized shares in the private placement
memorandum will not be required to be placed before the issuance of shares
begins nor will it be required for the entire issue to be placed.
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Item 7. Exhibits.
EX-3 SPECIAL ACTION BY THE BOARD OF DIRECTORS OF POWER EXPLORATION, INC.
DATED FEBRUARY 19, 1999
EX-4 SPECIAL ACTION BY THE EXECUTIVE COMMITTEE OF POWER EXPLORATION, INC.
DATED MARCH 3, 1999.
SIGNATURES
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.
POWER EXPLORATION, INC.
Date: March 4, 1999 /S/ Mark S. Zouvas
-----------------------
Mark S. Zouvas
Chief Financial Officer
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EX-3 SPECIAL ACTION BY THE BOARD OF DIRECTORS DATED FEBRUARY 19, 1999
MINUTES OF A SPECIAL MEETING OF THE BOARD OF DIRECTORS
POWER EXPLORATION, INC.
February 19, 1999
A Special Meeting of the Board of Directors was held on the 19th day of
February, 1999 at 1:00 P.M. at 5020 Collinwood Avenue, Suite 201, Fort Worth,
Texas.
The meeting was called to order by M. O. Rife, III, Chairman. Present in person
or by telephone were directors: M. O. Rife, III, Joe Bill Bennett, and Guy
Pyron, which constitutes a quorum of the Board of Directors. Mark Zouvas was
designated Secretary of the Meeting.
Upon Motion made and duly seconded, and after due deliberation, the Board of
Directors authorized Chief Financial Officer Mark Zouvas to change the Company's
stock transfer agent. Securities Transfer Corporation of Dallas, Texas was
chosen as the new transfer agent.
There being no further business, upon Motion duly made and seconded, the meeting
was adjourned.
/S/ M. O. Rife, III
---------------------------
M. O. Rife, III
Chairman of the Board
/S/ Mark S. Zouvas
---------------------------
Mark S. Zouvas
Chief Financial Officer
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EX-4 SPECIAL ACTION BY THE EXECUTIVE COMMITTEE DATED MARCH 3, 1999.
MINUTES OF A SPECIAL MEETING OF THE EXECUTIVE COMMITTEE
POWER EXPLORATION, INC.
March 3, 1999
A special Meeting of the Executive Committee was held on the 3rd day of March
1999, at 3:00 P.M. at 5020 Collinwood, Suite 201, Fort Worth, Texas.
The meeting was called to order by Mark Zouvas, Secretary and Chief Financial
Officer. Present was Director and Chief Operating Officer, Joe Bill Bennett,
which constitutes a majority of the Executive Committee. Mr. Bennett acted as
chairman of the meeting and Mr. Zouvas acted as Secretary of the meeting.
The Secretary announced that a quorum was represented, and having been duly
convened, was ready to proceed with its business.
Subject
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Discussion was then held concerning the modification of a private placement
previously authorized by the Executive Committee on January 11, 1999. Based on
the current stock price as of the date of this action and the expected future
price of the Company, a discussion was held regarding the number of shares to be
issued ant the price per share of the private placement.
Upon motion duly made, seconded and unanimously carried, it was:
RESOLVED, Power Exploration, Inc. will authorize the creation of a private
placement memorandum for the purpose of raising additional capital through the
issuance of restricted equities. The number of shares to be authorized for this
placement will be four million (4,000,000) at a price of $0.50 per share, less
legal and accounting fees. This placement will be issued at the discretion of
the executive committee and memorialized in an action therefrom. The entire
amount of authorized shares in the private placement memorandum will not be
required to be placed before the issuance of shares begins nor will it be
required for the entire issue to be placed.
There being no further business, upon Motion duly made and seconded, the meeting
was adjourned.
/S/ Joe B. Bennett
---------------------------
Joe B. Bennett
Chief Operating Officer
/S/ Mark S. Zouvas
---------------------------
Mark S. Zouvas
Chief Financial Officer
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