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 Earliest Reported Events December 10, 1997
ISRAMCO, INC.
----------------------------------------------------------------------
(Exact name of registrant as specified in charter)
Delaware
----------------------------------------------------------------------
(State of Incorporation)
1770 St. James Place, Houston, Texas 77056 Suite 607
----------------------------------------------------------------------
(Address of principal executive offices)
713-621-3882
----------------------------------------------------------------------
(Telephone number)
0-12500 13-3145265
------------------ -------------------
Commission File No. IRS Employer ID No.
<PAGE>
Item 5. Other Material Events
---------------------
A. The Board of Directors of Isramco, Inc. has been increased to five (5)
members and Dr. Linda Canina has been elected as a new director of the Company
to serve for a term of one (1) year or until the next Annual Meeting of
Shareholders. Dr. Canina is a Professor of Finance at Cornell University,
Ithaca, New York. Dr. Canina is also visiting Assistant Professor of Finance at
the Recanati School of Business in Tel Aviv, Israel.
B. The Company has entered into an Amendment of the Consulting Agreement
between Goodrich Global L.T.D. B.V. and Isramco, Inc. to provide (i) that the
Agreement be extended for a term of three (3) years through May 31, 2001 and
thereafter, (ii) be automatically extended for an additional three (3) years,
unless terminated by the Company on ninety (90) days' prior written notice. A
copy of the Amendment to the Consulting Agreement is attached hereto as Exhibit
A. Goodrich Global L.T.D. B.V. is a company owned and controlled by Haim Tsuff,
the Chairman and Chief Executive Officer of Isramco, Inc.
C. The Board of Directors has designated Haim Tsuff and Daniel Avner as
members of its Audit Committee and has designated Daniel Avner and Dr. Avihu
Ginzburg as members of the Company's Stock Option Committee.
D. The Company effective as of December 15, 1997 has formally moved its
executive offices from 575 Madison Avenue, New York, New York 10022 to:
Isramco, Inc.
1770 St. James Place
Suite 607
Houston, Texas 77056
The new telephone number and fax number of the Company is:
Tel (713) 621 3882 / Fax (713) 621 3988
Item 7. Exhibits
--------
Exhibit A - Amendment to Consulting Agreement between Isramco, Inc. and
Goodrich Global L.T.D. B.V.
- 2 -
<PAGE>
SIGNATURES
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.
Isramco, Inc.
(registrant)
December 18, 1997 By: /s/ Haim Tsuff
- ----------------- ------------------------------------
(date) Haim Tsuff
Chairman of the Board
- 3 -
EXHIBIT A
---------
AMENDMENT TO CONSULTING AGREEMENT
---------------------------------
AMENDMENT made this ____ day of December, 1997 between Isramco, Inc., with
offices at 1770 St. James Place, Suite 607, Houston, Texas 77056 (the "Company")
and Goodrich Global L.T.D. B.V.I., with offices at 3715 Sun Hung Kai Centre, 3Q,
Harbour Road, Wanchai, Hong Kong ("Consultant").
WHEREAS, Consultant entered into a Consulting Agreement with the Company on
May __, 1996 (the "Consulting Agreement"); and
WHEREAS, the Company and Consultant are desirous of modifying the
Consulting Agreement.
NOW, THEREFORE, in consideration of the mutual covenants and promises
herein contained, Consultant and the Company hereby amend the Consultant
Agreement as follows:
1. Paragraph 5. "Term" shall be deleted in its entirety and a new Paragraph
5 "Term" shall be in place thereof as follows:
"5. Term. This Agreement shall be in full
force and effect for the period continuing
through May 31, 2001. Notwithstanding the
foregoing, the term of this Agreement shall
be automatically extended for an additional
term of three (3) years commencing June 1,
2001 through May 31, 2004, unless the Company
has given Consultant written notice, at least
ninety (90) days prior to June 1, 2001, that
it does not intend for the term to be
automatically extended."
2. All of the terms and conditions of the Consulting Agreement shall remain
unchanged.
IN WITNESS WHEREOF, the parties hereto have executed or caused to be
executed this instrument as of the day and year first above written.
Isramco, Inc.
By: /s/
--------------------------------------
Goodrich Global L.T.D. B.V.I.
By: /s/
--------------------------------------
