ISRAMCO INC
8-K, 1998-03-18
CRUDE PETROLEUM & NATURAL GAS
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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 Earliest Reported Events March 13, 1998




                                  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 Events
          ------------  

     Extension of Warrants. The Board of Directors approved the extension of the
Expiration  Date of its Class A Warrants  from April 16,  1998 to April 16, 1999
and the Expiration Date of its Class B Warrants from April 16, 1998 to April 16,
1999.  Attached  hereto as Exhibit A and  incorporated  herein by reference is a
copy of the Tenth Amendment to the April 15, 1993 Warrant  Agreement between the
Company and the Warrant Agent.

Item 7.  Exhibits.
         ---------

     Exhibit A - Tenth Amendment to Warrant Agreement.




                                   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)


   March 13, 1998                            By: /s/  HAIM TSUFF
   --------------                                -------------------------------
      (date)                                          Haim Tsuff
                                                      Chairman of the Board


                                      - 2 -





                                                                       EXHIBIT A
                                                                       ---------



                      TENTH AMENDMENT TO WARRANT AGREEMENT
                      ------------------------------------

     AGREEMENT  made as of March 13,  1998  between  Isramco,  Inc.,  a Delaware
corporation  ("Company"),  and  American  Stock  Transfer  Company,  a New  York
corporation, as Warrant Agent ("Warrant Agent").

                              W I T N E S S E T H:

     WHEREAS,  the Company in  connection  with a public  offering of  3,500,000
Units ("Units"),  each unit consisting of two (2) shares of the Company's Common
Stock,  par value  $.01 per share  ("Common  Stock"),  two Class A Common  Stock
Redeemable Warrants ("Class A Warrants") and two Class B Common Stock Redeemable
Warrants  ("Class  B  Warrants")  and  (collectively:  the  "Warrants"),  issued
7,675,000 Class A Warrants and 7,675,000 Class B Warrants  pursuant to a Warrant
Agreement dated the 15th day of April, 1993 (the "Warrant Agreement"); and

     WHEREAS,  the  Company is desirous of  amending  the Warrant  Agreement  to
extend the  Expiration  Date for its Class A Warrants  to April 16, 1999 and the
Expiration Date for its Class B Warrants to April 16, 1999.

     NOW  THEREFORE,  in  consideration  of the promises  and mutual  agreements
hereinafter set forth, the parties hereto agree that the Warrant Agreement shall
be amended as follows:

     1. Section 1. Definitions. (e) is hereby amended to provide as follows as:

     "(e) "Expiration  Date" shall mean,  subject to the provisions of Section 9
hereof: (i) With respect to the Class A Redeemable Warrants, 5:00 p.m. (New York
time) on April 16, 1999;  (ii) with respect to the Class B Redeemable  Warrants,
5:00 p.m. (New York time) on April 16, 1999; or such later dates as the Company,
by  authorization of its Board of Directors,  shall determine.  If any such date
shall  in the  State  of New  York be a  holiday  or a day on  which  banks  are
authorized to close, then the Expiration Date shall be 5:00 p.m. (New York time)
on the next  following  day which in the State of New York is not a holiday or a
day on which banks are authorized to close."

     2. All other terms and agreements  except as hereinafter  provided shall be
in full force and effect.

     IN WITNESS  WHEREOF,  the parties have caused this Agreement to be executed
in the day and year first above written.

                                        ISRAMCO, INC.


                                        By:  /s/  HAIM TSUFF
                                             -----------------------------------
                                             Haim Tsuff, Chairman of the Board

                                        AMERICAN STOCK TRANSFER & TRUST CO.

                                        By:  /s/  HERBERT J. LEMMER
                                             -----------------------------------
                                             Herbert J. Lemmer, Vice President
                                                    Authorized Agent




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