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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report . . . . . . . . . . . . . . . April 16, 1998
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BLACK DOME ENERGY CORPORATION
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(Exact name of Registrant as specified in its charter)
Colorado 0-9394 84-0808397
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State or other jurisdiction Commission (I.R.S. Employer
of incorporation File Number Identification No.)
P.O. Box 4119 Evergreen, Colorado 80437
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(Address of principal executive offices) (Zip Code)
(303) 674-8756
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Registrant's telephone number,
including area code
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
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On April 16, 1998, Black Dome Energy Corporation ("Black Dome" or the
"Company") announced to the National Association of Securities Dealers, Inc.
that the Company intends to cause a liquidating distribution to be made to
holders of record of the Company's no par value common stock as of April 30,
1998 (the "Record Date"). It is currently anticipated that the subject
distribution will commence on or about May 15, 1998, and that each
shareholder of record as of the Record Date will be entitled to receive, in
cash, an amount equal to approximately $11.70 per share. As a method of
settlement of fractional interests, each shareholder of record will be
entitled to receive a proportionate share of the amount of the liquidating
distribution.
The liquidating distribution had been delayed in part because the Company
had been named as a defendant in litigation concerning the Company's guarantee
of certain indebtedness of Dean J. Writer, Jr. to Capitol Federal Savings and
Loan Association. The Company has entered into an agreement with the plaintiff
which, upon the entry of an appropriate Order by the Court, would settle this
litigation against Black Dome. Under the terms of the agreement with the
plaintiff, Black Dome is not required to make any monetary payments. The
Company expects that an Order for the dismissal of Black Dome from the
litigation will be entered by the Court in early May, 1998. The Company is
currently unaware of any remaining condition which must be satisfied or
government approval which must be secured to enable payment of the
liquidating distribution.
As previously reported, in December, 1997, the Company transferred all of
its assets to Clayton Corporation (a privately-held Nevada corporation
controlled by Edgar J. Huff, the Company's President and controlling
shareholder) to hold in a liquidating trust for distribution to the Company's
shareholders. Although all of the third-party costs associated with the
distribution of its assets are to be paid by Clayton Corporation as trustee
from the assets it currently holds in trust for the shareholders of the
Company, Clayton Corporation is to receive no compensation for its services.
At the direction of the Company's Board of Directors, all of the trust
proceeds have been invested in a money market account with Olde Discount
Corporation for the benefit of the Company's shareholders. All earnings on
the account are to be distributed with the trust assets on a pro rata basis
after the payment of all third-party costs associated with the winding up of
the Company's affairs and causing the subject distribution to be made.
As of March 27, 1998 (the date of the most recent account statement), the
money market account at Olde Discount Corporation had a balance of $882,440.
The estimated amount of remaining third-party costs associated with the
winding up of the Company's affairs and causing the subject distribution to
be made is $20,000. The remaining amount is the amount that (together with
earnings on the account that accrue after March 27, 1998) is currently
anticipated to be distributed to shareholders commencing on May 15, 1998
(after a 1-for-1,001 share reverse stock split which occurred in 1994, the
Company has currently issued and outstanding 73,755 shares of its common
stock). As the Company has transferred all of its assets to be held in trust
for the benefit of its shareholders and therefore no longer has any assets or
transacts any business, it intends to terminate its obligation to file
reports with the Securities and Exchange Commission before May 15, 1998,
which is the date on which the Company's next Quarterly Report on Form 10Q
would otherwise become due.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned, thereunto duly authorized.
BLACK DOME ENERGY CORPORATION
Registrant
Date: April 24, 1998 By:/s/ Edgar J. Huff
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Edgar J. Huff, President and
Chief Financial Officer
