FOREST OIL CORP
8-K, 1996-01-25
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 of the
                 Securities Exchange Act of 1934
                                
                                
                                
 Date of Report (Date of earliest event reported) - January 24, 1996
                           
                                
                                
                     FOREST OIL CORPORATION
     (Exact name of registrant as specified in its charter)



   New York                  0-4597                 25-0484900
(State or other juris-    (Commission             (IRS Employer
diction of incorporation) file number)         Identification No.)


     2200 Colorado State Bank Building, 1600 Broadway, Denver, CO  80202
     (Address of principal executive offices)              (Zip Code)
                                
                                
      Registrant's telephone number, including area code: (303) 812-1400
                            

Item 5.  Other Events

       For information concerning this item, please refer to
Exhibit 99.1 hereto, which is incorporated herein by reference.

Item 7.  Financial Statements and Exhibits

       (c)  Exhibits

           (99.1)    Forest Oil Corporation press release
       announcing the acquisition of 13.6% of the Common Stock
       of Forest by JEDI (a Delaware limited partnership, whose
       general partner is an affiliate of Enron Corp.)

       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.


                                   FOREST OIL CORPORATION
                                        (Registrant)



Dated:  January 25, 1996           By: /s/ Daniel L. McNamara

                                      Daniel L. McNamara
                                      Secretary


                               


FOR IMMEDIATE RELEASE

                                
         ENRON / JEDI ACQUIRES 13.6% OF THE COMMON STOCK
                    OF FOREST OIL CORPORATION
                                

DENVER, COLORADO - January 25, 1996 - Forest Oil Corporation
(Forest) reported today that it has completed the previously
announced transaction with JEDI (a Delaware limited partnership,
whose general partner is an affiliate of Enron Corp.) whereby
JEDI will receive 1.68 million shares of the common stock of
Forest in exchange for approximately $22.4 million principal
amount of debt and warrants to purchase 2.25 million shares of
Forest's common stock which had been held by JEDI and were not
exercisable by JEDI until July 27, 1998.  (All share and warrant
amounts quoted herein have been adjusted to reflect Forest's 1
for 5 reverse stock split which became effective January 8,
1996.)  As part of the agreement, JEDI is prohibited from
disposing of any of the common stock it receives until July 27,
1998, except under certain limited circumstances.  As a result of
this transaction, Forest's non-cash interest expense will be
reduced by approximately $1.5 million per year.

Forest Oil Corporation is engaged in the acquisition,
exploration, development and production of natural gas and crude
oil.  Forest's principal reserves and producing properties are
located in the Gulf of Mexico, Texas and Oklahoma and in Canada.
Forest's common and preferred stocks are traded on the Nasdaq
National Market system under the FOIL and FOILO symbols,
respectively.

January 25, 1996

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