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Rule 424(b)(3)
Registration Statement
No. 33-52496
SUPPLEMENT TO PROSPECTUS
HONDO OIL & GAS COMPANY
300,000 SHARES OF COMMON STOCK, $1.00 PAR VALUE
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This Supplement to Prospectus (the "Supplement") supplements certain
information contained in the Prospectus dated February 10, 1995 (the
"Prospectus") with respect to the offer for sale of 3,609,200 shares (the
"Shares") of $1.00 par value common stock ("Common Stock") of Hondo Oil &
Gas Company (the "Company") offered for the account of The Hondo Company
(the "Selling Shareholder") by the Selling Shareholder and/or by Lonrho
Plc, the holder of a pledge of the Shares, as more fully described in the
Prospectus.
This Supplement relates to the sale by the Selling Shareholder of
300,000 of the Shares pursuant to a Revised Settlement Agreement dated
December 20,1995, among Lonrho Plc, Lonrho, Inc., Scottsdale Princess,
Inc., Selling Shareholder, Robert O. Anderson, W. Phelps Anderson and
Robert B. Anderson (as amended on January 5, 1996 and May 14, 1996) through
which the Selling Shareholder is delivering to Robert O. Anderson, W.
Phelps Anderson, Robert B. Anderson, and SunValley Energy Corporation
150,290, 60,348, 60,348 and 29,014 of the Shares, respectively, in
consideration of the delivery by such persons and the redemption and
cancellation of common stock representing an aggregate 6.4% interest in
Selling Shareholder.
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SEE THE RISK FACTORS COMMENCING ON PAGE 4 OF THE ACCOMPANYING PROSPECTUS
UNDER THE CAPTION "CERTAIN INVESTMENT CONSIDERATIONS" FOR A DISCUSSION OF
CERTAIN FACTORS THAT SHOULD BE CONSIDERED BY THE PROSPECTIVE INVESTOR.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS SUPPLEMENT. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
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The date of this Supplement to Prospectus is January 10, 1997
