BANK OF AMERICA CORP /DE/
SC 13G, 1999-12-22
NATIONAL COMMERCIAL BANKS
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<PAGE>   1


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                      ------------------------------------


                                  SCHEDULE 13G
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934



                                    AROC INC.

                                (Name of Issuer)


                          Common Stock, $.01 par value

                         (Title of Class of Securities)


                                    02932810

                                 (CUSIP Number)


                                December 7, 1999

             (Date of Event which Requires Filing of this Statement)






Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:

         [ ] Rule 13d-1(b)

         [X] Rule 13d-1(c)

         [ ] Rule 13d-1(d)



<PAGE>   2


CUSIP NO.

<TABLE>
<S>                                                                                                      <C>
   1     Name of Reporting Person:     Bank of America Corporation

         I.R.S. Identification Number of Above Person:     560906609

   2     Check the Appropriate Box if a Member of a Group                                                      (a) [ ]
                                                                                                               (b) [ ]
   3     SEC Use Only
   4     Citizenship or Place of Organization                                                                 Delaware

   Number of Shares Beneficially     5        Sole Voting Power                                                      0
                                     6        Shared Voting Power                                            7,179,519
      Owned by Each Reporting        7        Sole Dispositive Power                                                 0
                                     8        Shared Dispositive Power                                       7,179,519
            Person With

   9     Aggregate Amount Beneficially Owned by each Reporting Person                                        7,179,519
  10     Check if the Aggregate Amount in Row (9) Excludes Certain Shares                                          [ ]
  11     Percent of Class Represented by Amount in Row (9)                                                       12.1%
  12     Type of Reporting Person                                                                                   HC
</TABLE>





                                     Page 2

<PAGE>   3


CUSIP NO.

<TABLE>
<S>                                                                                                      <C>
   1     Name of Reporting Person:     LaSalle Street Natural Resources Corporation

         I.R.S. Identification Number of Above Person:     363931868

   2     Check the Appropriate Box if a Member of a Group                                                      (a) [ ]
                                                                                                               (b) [ ]
   3     SEC Use Only
   4     Citizenship or Place of Organization                                                                 Delaware

   Number of Shares Beneficially     5        Sole Voting Power                                                      0
                                     6        Shared Voting Power                                            7,179,519
      Owned by Each Reporting        7        Sole Dispositive Power                                                 0
                                     8        Shared Dispositive Power                                       7,179,519
            Person With

   9     Aggregate Amount Beneficially Owned by each Reporting Person                                        7,179,519
  10     Check if the Aggregate Amount in Row (9) Excludes Certain Shares                                          [ ]
  11     Percent of Class Represented by Amount in Row (9)                                                       12.1%
  12     Type of Reporting Person                                                                                   CO
</TABLE>






                                     Page 3

<PAGE>   4



ITEM 1(A).        NAME OF ISSUER.

                  AROC Inc.

ITEM 1(B).        ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES.

                  4200 East Skelly Drive, Suite 1000
                  Tulsa, Oklahoma 74135

ITEM 2(A) .       NAMES OF PERSON(S) FILING.

                  Bank of America Corporation
                  LaSalle Street Natural Resources Corporation

ITEM 2(B).        ADDRESS OR PRINCIPAL BUSINESS OFFICES.

                  Bank of America Corporation
                  100 North Tryon Street
                  Charlotte, North Carolina  28255

                  LaSalle Street Natural Resources Corporation
                  333 Clay Street, Suite 4550
                  Houston, Texas 77002

ITEM 2(C).        CITIZENSHIP.

                  Bank of America Corporation - Delaware
                  LaSalle Street Natural Resources Corporation - Delaware

ITEM 2(D).        TITLE OF CLASS OF SECURITIES.

                  Common Stock, $.01 par value

ITEM 2(E).        CUSIP NUMBER.

                  02932810

ITEM 3.           IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR
                  13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A:

         (a)      [ ] Broker or dealer registered under Section 16 of the
                      Exchange Act.
         (b)      [ ] Bank as defined in Section 3(a)(6) of the Exchange Act.
         (c)      [ ] Insurance company as defined in Section 3(a)(19) of the
                      Exchange Act.
         (d)      [ ] Investment company registered under Section 8 of the
                      Investment Company Act.
         (e)      [ ] An Investment adviser in accordance with Rule
                      13d-1(b)(1)(ii)(E);
         (f)      [ ] An employee benefit plan or endowment fund in accordance
                      with Rule 13d-1(b)(1)(ii)(F);
         (g)      [ ] A parent holding company or control person in accordance
                      with Rule 13d-1(b)(1)(ii)(G);
         (h)      [ ] A savings association as defined in Section 3(b) of the
                      Federal Deposit Insurance Act;
         (i)      [ ] A church plan that is excluded from the definition of an
                      investment company under Section 3(c)(14) of the
                      Investment Company Act;
         (j)      [ ] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

         If this statement is filed pursuant to Rule 13d-1(c), check this box.
         [X]


                                     Page 4

<PAGE>   5



ITEM 4.           OWNERSHIP.

                  With respect to the beneficial ownership of each reporting
                  person, see Items 5 through 8 of the cover pages to this
                  Schedule 13G applicable to each such person (pp. 2-3), which
                  are incorporated herein by reference.

ITEM5.            OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

                  Not Applicable.

ITEM6.            OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
                  PERSON.

                  Not Applicable.

ITEM 7.           IDENTIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY
                  BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

                  LaSalle Street Natural Resources Corporation

ITEM 8.           IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

                  Not applicable.

ITEM 9.           NOTICE OF DISSOLUTION OF GROUP.

                  Not applicable.

ITEM 10.          CERTIFICATION.

                  By signing below I certify that, to the best of my knowledge
                  and belief, the securities referred to above were not acquired
                  and are not held for the purpose of or with the effect of
                  changing or influencing the control of the issuer of the
                  securities and were not acquired and are not held in
                  connection with or as a participant in any transaction having
                  that purpose or effect.






EXHIBIT A:        Joint Filing Agreement among the parties regarding filing of
                  Schedule 13G.


                                     Page 5

<PAGE>   6



                                    SIGNATURE

         After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.


December 21, 1999

                                          Bank of America Corporation:



                                          By: /s/ Peter J. Brown
                                             -------------------------------
                                             Peter J. Brown
                                             Authorized Representative




                         [Signature Page- Schedule 13G]


<PAGE>   7



                                    SIGNATURE

         After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this statement is
true, complete and correct.


December 21, 1999

                                   LaSalle Street Natural Resources Corporation:


                                   By: /s/ Douglas I. Robinson
                                      -----------------------------------------
                                       Douglas I. Robinson
                                       President




                         [Signature Page- Schedule 13G]



<PAGE>   1


                             JOINT FILING AGREEMENT


         Each of the undersigned agrees that (i) the statement on Schedule 13G
relating to the Common Stock, par value $.01 per share, of American Rivers Oil
Company has been adopted and filed on behalf of each of them, (ii) all future
amendments to such statement on Schedule 13G will, unless written notice to the
contrary is delivered as described below, be jointly filed on behalf of each of
them, and (iii) the provisions of Rule 13d-1(k)(1) under the Securities Exchange
Act of 1934 apply to each of them. This agreement may be terminated with respect
to the obligations to jointly file future amendments to such statement on
Schedule 13G as to any of the undersigned upon such person giving written notice
thereof to each of the other persons signatory hereto, at the principal office
thereof.

December 21, 1999

                                       Bank of America Corporation:



                                       By: /s/ Peter J. Brown
                                          ---------------------------------
                                           Peter J. Brown
                                           Authorized Representative




                                       LaSalle Street Natural Resources
                                       Corporation:



                                       By: /s/ Douglas I. Robinson
                                          ---------------------------------
                                           Douglas I. Robinson
                                           President




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