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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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ISSUER TENDER OFFER STATEMENT
(Pursuant to Section 13(e)(1) of the Securities Exchange Act of 1934)
AMENDMENT NO. 1
SUMMIT PETROLEUM CORPORATION
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(Name of Issuer)
MRI ACQUISITION CORP.
MIDLAND RESOURCES, INC.
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(Name of Persons filing Statement)
COMMON STOCK, $.01 PAR VALUE
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(Title of Class of Securities)
866228 307
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(CUSIP Number of Class of Securities)
Deas H. Warley III, President
MRI Acquisition Corp.
16701 Greenspoint Park Drive, Suite 200
Houston, Texas 77060
713-873-4828
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(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of Person Filing Statement)
Copy:
Wayne M. Whitaker
Michener, Larimore, Swindle, Whitaker, Flowers, Reynolds, Sawyer & Chalk, L.L.P.
301 Commerce Street
3500 City Center Tower II
Fort Worth, Texas 76102
817-878-0530
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Date tender offer first published, sent or given to security holders:
July 18, 1996
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INTRODUCTORY STATEMENT AND CROSS REFERENCE SHEET
Midland Resources, Inc. ("MRI") and its wholly owned subsidiary MRI
Acquisition, Corp.("MRIAcq.") are making a cash tender offer for all of the
Common Stock of Summit Petroleum Corporation ("Summit") and in connection
therewith have filed a Schedule 14D-1 dated July 18, 1996 and Amendment No. 1 on
August 14, 1996, MRI and MRIAcq. may be deemed affiliates of Summit and
therefor have also filed a Schedule 13E-3 dated July 18, 1996 and Amendment No.
1 on August 14, 1996. Summit has filed a Schedule 14D-9 statement in support of
the tender offer. MRI and MRIAcq. because they may be deemed affiliates of
Summit may be required to file this Schedule 13E-4 and Amendment No. 1. MRI and
MRIAcq. believe the information required by Schedule 13E-4 and Amendment No. 1
has been provided in the Schedule 14D-1 Amendment No. 1 and Schedule 13E-3 and
Amendment No. 1 as well as Summit's filing of its Schedule 14D-9 and Amendment
No. 1. Therefore, in the manner provided by Instruction F to Schedule 13E-3,
answers to the items required by this Schedule 13E-4 Amendment No. 1 are
incorporated by reference from the Schedule 14D-1/A Amendment No. 1 filed by MRI
and MRIAcq. Listed below are the items required by Schedule 13e-4 Amendment No.
1 and the location in the Schedule 14D-1 Amendment No. 1 of the information
required to be included in response to the items of this statement.
Schedule 13e-4 Item Location of Response in Schedule 14D-1
Amendment No. 1 Amendment No. 1
Item 9 Material to be Filed as Item 11. Material to be Filed as
Exhibits Exhibits
SIGNATURE
After due 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.
August 14, 1996
/s/Deas H. Warley III
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Deas H. Warley III, President
MRI Acquisition Corp.
Midland Resources, Inc.
