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U. S. 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) January 24, 1996
GATEWAY ENERGY CORPORATION
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(Exact Name Of Registrant As Specified In Its Charter)
Delaware 1-4766 44-0651207
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(State Or Other Jurisdiction Of (Commission (IRS Employer
Incorporation Or Organization) File No.) Identification Number)
10842 Old Mill Road, Suite #5
Omaha, NE 68154
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(Address Of Principal Executive Offices) (Zip Code)
_____________________(402) 330-8268________________________
Registrant's Telephone Number, Including Area Code:
Not Applicable
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(Former Name Or Former Address, If Changed Since Last Report.)
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FORM 8-K
Item 1. Changes in Control of Registrant
Not Applicable
Item 2. Acquisition or Disposition of Assets
Castex Energy, Inc., an eighty percent owned subsidiary of Gateway
Energy Corporation ("the Company"), formed a limited partnership,
Castex Energy 1995, LP to acquire interests in certain oil and gas
properties and interests in Cameron, Jefferson Davis and Vermillion
Parishes in Louisiana from Wynn-Crosby 1994, Ltd., with an effective
date of July 1, 1995. Castex Energy, Inc. will be the sole general
partner of the partnership. The closing of the acquisition was
January 25, 1996, with payment of $9.2 million to the Seller and the
assumption of liabilities of $.8 million, which represents the
purchase price less net operating income before depreciation from July
1, 1995, to December 1, 1995.
Castex Energy 1995, LP has obtained a $15 million credit facility from
the Bank of America National Trust and Savings Association to provide
financing for the acquisition and the future development program
anticipated by the partnership. Limited partnership interests have
been sold 1) to the Company, 2) certain officers of Castex Energy,
Inc. and 3) other unrelated investors for cash for a total amount of
$2.0 million. Castex Energy, Inc., the Company and other investors
have also contributed certain oil and gas leases in exchange for
partnership interests.
The Company has thus acquired a 55% limited partnership interest in
Castex Energy 1995, LP for cash of $1,200,000 and contributed leases.
Funds for the Company's cash investment in the limited partnership
were provided by proceeds from the sale of Series N Preferred Stock
and a bridge loan of $650,000 from a stockholder.
The assets acquired are only a part of the business of the Seller and,
therefore, at this time, there are no separate financial statements
available for the acquired oil and gas interests. The Registrant will
prepare and submit such financial statements along with the
accompanying audit report on Form 8 on or before April 5, 1996.
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Item 3. Bankruptcy or Receivership.
Not Applicable
Item 4. Changes in the Registrant's Certifying Accountant.
Not Applicable
Item 5. Other Events
Not Applicable
Item 6. Resignations of Registrant's Directors
Not Applicable
Item 7. Financial Statements and Exhibits.
None
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SIGNATURE
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.
GATEWAY ENERGY CORPORATION
/s/ Neil A.Fortkamp
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Chief Financial Officer
February 7, 1996
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(Date)
