FIELDPOINT PETROLEUM CORP
8-K, 1999-01-12
CRUDE PETROLEUM & NATURAL GAS
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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 (Date of earliest event reported) . . . . . . .December 29, 1998




                        FIELDPOINT PETROLEUM CORPORATION
                        --------------------------------
             (Exact Name of Registrant as Specified in its Charter)




                                    COLORADO
                                    --------
                 (State or Other Jurisdiction of Incorporation)




       0-9435                                            84-0811034
       ------                                            ----------
(Commission File Number)                    (IRS Employer Identification Number)



1703 Edelweiss Drive                                   
Cedar Park, Texas                                           78613 
- ----------------------                                      ------  
(Address of principal executive offices)                  (Zip Code)  
                                                          


        Registrant's telephone number, including area code (512) 250-8692


<PAGE>

ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS
- ---------------------------------------------

         FieldPoint Petroleum Corporation (The Company) consummated the purchase
of a 9.75% working interest  in the Butler lease and a 9.50% working interest in
the Diamond lease from Pontotoc Production,Inc.  Each lease currently has one or
more  producing oil and gas well.  The Company paid $180,000 cash  consideration
for the lease rights and related equipment.

         Closing of the  acquisition  took place on December 29, 1998,  with the
effective date being December 1, 1998.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS
- ------------------------------------------

(a)      Financial Statements - to be filed by amendment to this 8-K.

(b)      Exhibits

99.2     Press Release dated January 8, 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 hereunto duly authorized.


                                               FieldPoint Petroleum Corporation
                                               (Registrant)

                                               By: /s/ Ray D. Reaves
                                                   --------------------------
                                                       Ray D. Reaves
                                                       President

Dated: January 12, 1999


<PAGE>


EXHIBIT 99.2

Friday January 8, 9:15 a.m. Eastern Time

Company Press Release

SOURCE: FieldPoint Petroleum Corporation

FieldPoint Petroleum Corporation Announces Acquisition of Oil and Gas Assets

AUSTIN, TX Jan. 8/PRNewswire/ -- FieldPoint Petroleum  Corporation (OTC Bulletin
Board: FPPC-the "Company") announced today that it has entered into an agreement
with Pontotoc  Production,  Inc. (OTC  Bulletin  Board:  PNTU) to purchase up to
$1,132,750 in certain working interest in multiple leases  including  Pontotoc's
recently announced Boyle  Acquisition,  located primarily in and around Pontotoc
County, Oklahoma.

The Company has  delivered a cash  payment in the amount of $220,000 to Pontotoc
Production,  Inc.  which gives  FieldPoint  Petroleum  title to certain  working
interest in the Butler and Diamond leases.  This amount also includes an earnest
money  payment  which  will give the  Company  until  April 1999 to close on the
transaction.  FieldPoint Petroleum will also be granted the right to participate
as an industry  partner with  Pontotoc in future  acquisitions  and  development
programs.

Ray D. Reaves,  FieldPoint  petroleum's  President and Chief  Executive  Officer
stated that "At the end of the day,  this  transaction,  as well as the industry
partner relationship with Pontotoc,  will offer substantial upside to FieldPoint
in terms of increasing our reserve base."

FieldPoint  Petroleum  Corporation is an oil and gas  exploration and production
company whose principal operations are in Texas and Wyoming.

This release contains certain  forward-looking  statements within the meaning of
the  Private  Securities  Litigation  Reform  Act of  1995,  that  are  based on
assumptions that the Company believes are reasonable, but which are subject to a
wide range of uncerainties  and business risks.  Factors that could cause actual
results to differ from those anticipated are discussed in the Company's periodic
filings with the Securities and Exchange Commission,  www.sec.gov, including its
Annual Report on Form 10-KSB for the year ended December 31,1997.

For more information,  visit the Company's website at  http://www.fppcorp.com or
contact Ray Reaves, President of FieldPoint Petroleum, (512)250-88692.





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