INLAND RESOURCES INC
10-C, 1996-06-21
CRUDE PETROLEUM & NATURAL GAS
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                       SECURITIES AND EXCHANGE COMMISSION
                              Wasington, DC 20549

                                   FORM 10-C

                Report by Issuer of Securities Quoted on NASDAQ
                Inter-Dealer Quotation System Filed Pursuant to
               Section 13 or 15(d) of the Securities Exchange Act
                 of 1934 and Rules 13a-17 and 15d-17 Thereunder


                             INLAND RESOURCES INC.
                             ---------------------
                 (Exact Name of Issuer as Specified in Charter)


                          Suite 1500, 475 17th Street
                             Denver, Colorado 80202
                             ----------------------
                    (Address of Principal Executive Offices)


                                 (303)292-0900
                                 -------------
                (Issuer's Telephone Number, Including Area Code)



          I.   CHANGE IN NUMBER OF SHARES OUTSTANDING

     1. Title of security: common stock, par value $.001 per share

     2. Number of shares outstanding before the change:  4,092,800 shares (after
giving effect to a 1-for-10 reverse stock split effected June 3, 1996)

     3. Number of shares  outstanding after the change:  5,402,680 shares (after
giving effect to a 1-for-10 reverse stock split effected June 3, 1996)

     4.  Effective  date of  change:  As of June 12,  1996,  the  Issuer has the
absolute and  unconditional  obligation  to issue the shares,  but may not issue
them until January 2, 1997

     5.  Method of  change:  On the  effective  date of the  change,  the Issuer
acquired  all  of  the  outstanding  capital  stock  of  Farmout,  Inc.,  a Utah
corporation,  which owns twenty (20)  producing oil and gas wells,  in a private
transaction  pursuant to which the Issuer  agreed to issue  1,309,880  shares of
Common Stock.

          II.  CHANGE IN NAME OF ISSUER

Not applicable.



Date: June 20, 1996                                  INLAND RESOURCES INC.

                                                     By: /s/ Kyle R. Miller
                                                     Kyle R. Miller, President
                                                     and Chief Executive Officer



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