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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------
FORM 10-KSB/A-1
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NO. 0-7406
PRIMEENERGY CORPORATION
(Exact name of Small Business Issuer in its charter)
DELAWARE 84-0637348
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
ONE LANDMARK SQUARE
STAMFORD, CONNECTICUT 06901
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 358-5700
Securities registered pursuant to Section 12(b) of the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK, PAR VALUE $.10 PER SHARE
(Title of Class)
Indicate by check mark whether Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES X NO
--- ---
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-B is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]
The Registrant's revenues for its most recent fiscal year were
$17,034,000.
The aggregate market value of the voting stock of the Registrant held
by non-affiliates, computed on the average bid and asked prices of such stock
in the over-the-counter market, as of March 22, 1995, was $4,155,000.
The number of shares outstanding of each class of the Registrant's
Common Stock as of March 22, 1995, was: Common Stock, $0.10 par value,
5,606,928.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant's proxy statement to be furnished to
stockholders in connection with its Annual Meeting of Stockholders to be held
in June, 1995, are incorporated by reference in Part III hereof.
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AMENDMENT TO APPLICATION OR REPORT
Filed Pursuant to Section 13 or 15 (d) of
The Securities Exchange Act of 1934
PRIMEENERGY CORPORATION
AMENDMENT NO. 1
to
Form 10-KSB, Annual Report for the Fiscal Year Ended
December 31, 1994
The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portions of its Form 10-KSB, Annual Report for
the Fiscal Year Ended December 31, 1994:
Item 7. Financial Statements and Exhibits.
_________________________________
Consolidated Statements of Stockholders' Equity
(revised page F-4 filed herewith)
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Amendment No. 1 to be signed on its behalf
by the undersigned hereunto duly authorized.
PrimeEnergy Corporation
By: s/ Beverly A. Cummings
________________________________
Beverly A. Cummings
Executive Vice President and
Treasurer, Principal Financial
and Accounting Officer
Dated: April 13, 1995
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PRIMEENERGY CORPORATION and SUBSIDIARIES
CONSOLIDATED STATEMENTS of STOCKHOLDERS' EQUITY
for the years ended December 31, 1994 and 1993
_______
<TABLE>
<CAPTION>
Common Stock Additional
-------------------- Paid-In Accumulated
Shares Amount Capital Deficit
--------- -------- ----------- -----------
<S> <C> <C> <C> <C>
Balance, December 31, 1992 7,597,970 $760,000 $10,888,000 ($2,485,000)
Purchased 154,866 shares of common stock - - - -
Amortization of encumbered treasury stock
(Note 6) - - - -
Amortization of deferred compensation
(Note 9) - - - -
Net income - - - 389,000
--------- -------- ----------- -----------
Balance, December 31, 1993 7,597,970 760,000 10,888,000 (2,096,000)
Purchased 174,999 shares of common stock - - - -
Amortization of encumbered treasury stock
(Note 6) - - - -
Amortization of deferred compensation
(Note 9) - - - -
Net income - - - 577,000
--------- -------- ----------- -----------
Balance, December 31, 1994 7,597,970 $760,000 $10,888,000 ($1,519,000)
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<CAPTION>
Encumbered
Treasury Total
Treasury Stock Stockholders'
Stock and Other Equity
----------- ----------- -------------
<S> <C> <C> <C>
Balance, December 31, 1992 ($1,694,000) ($284,000) $7,185,000
Purchased 154,866 shares of common stock (185,000) - (185,000)
Amortization of encumbered treasury stock
(Note 6) (120,000) 120,000 -
Amortization of deferred compensation
(Note 9) - 24,000 24,000
Net income - - 389,000
----------- ---------- -----------
Balance, December 31, 1993 (1,999,000) (140,000) 7,413,000
Purchased 174,999 shares of common stock (397,000) - (397,000)
Amortization of encumbered treasury stock
(Note 6) (136,000) 136,000 -
Amortization of deferred compensation
(Note 9) - 4,000 4,000
Net income - - 577,000
----------- ---------- -----------
Balance, December 31, 1994 ($2,532,000) $ - $7,597,000
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</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
F-4
