AMERADA HESS CORP
8-K, 2000-11-06
PETROLEUM REFINING
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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):
                                November 6, 2000

                            AMERADA HESS CORPORATION
--------------------------------------------------------------------------------
               (Exact name of Registrant as Specified in Charter)

      DELAWARE                      No. 1-1204                 No. 13-4921002
--------------------------------------------------------------------------------
(State or other jurisdiction   (Commission File Number)         (IRS Employer
      of incorporation)                                      Identification No.)


   1185 Avenue Of the Americas
       New York, New York                                          10036
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)                          (Zip Code)

Registrant's telephone number, including area code: (212) 997-8500
                                                    --------------

                                       N/A
--------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)


<PAGE>

Item 5.        Other Events

On November 6, 2000, Goldman Sachs International announced, on behalf of Amerada
Hess  Corporation  (the  "Company"),  a recommended  offer for the entire issued
share  capital  of LASMO plc, a public  company  incorporated  under the laws of
England and Wales. Incorporated herein by reference is the text of the Company's
Long  Form  Press  Release  dated   November  6,  2000  (the  "Long  Form  Press
Release")(other  than the second and third bullet points set forth in the fourth
paragraph  of  Section  3 and the  second  and  third  sentences  of the  second
paragraph  of  Section  6,  each of which  contains  a  reference  to  "probable
reserves" and is being furnished under Item 9), which Long Form Press Release is
attached  hereto as Exhibit 99.1. Also  incorporated  herein by reference is the
text of the  Company's  short form press  release  dated  November  6, 2000 (the
"Short Form Press  Release")  (other than the second and third bullet points set
forth in the fourth  paragraph under the heading  "Background to and reasons for
the offer" and the second and third sentences of the second  paragraph under the
heading  "Information  relating  to  Amerada  Hess",  each of which  contains  a
reference to "probable  reserves"  and is being  furnished  under Item 9), which
Short Form Press Release is attached hereto as Exhibit 99.2.



<PAGE>

Item 9.  Regulation FD Disclosure

Pursuant to  Regulation  FD, the Company  hereby  furnishes the second and third
bullet  points set forth in the fourth  paragraph  of Section 3 of the Long Form
Press  Release and the second and third  sentences  of the second  paragraph  of
Section 6 of the Long Form Press Release.  The Company also hereby furnishes the
second  and third  bullet  points set forth in the  fourth  paragraph  under the
heading  "Background  to and  reasons  for the  offer" of the Short  Form  Press
Release and the second and third  sentences  of the second  paragraph  under the
heading "Information relating to Amerada Hess" of the Short Form Press Release.



<PAGE>

Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits

99.1 Long Form Press Release dated November 6, 2000.

99.2 Short Form Press Release dated November 6, 2000.

<PAGE>

                                    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 hereunto duly authorized.

                                        AMERADA HESS CORPORATION



Date: November 6, 2000                     By:  /s/John Y. Schreyer
                                                --------------------
                                           Name:  John Y. Schreyer
                                           Title: Executive Vice President
                                                  and Chief Financial Officer



<PAGE>

                                  EXHIBIT INDEX


Exhibit No.                          Description

99.1                                 Long Form Press Release dated November 6,
                                     2000

99.2                                 Short Form Press Release dated November 6,
                                     2000.


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