PETROMINERALS CORP
8-K, 1997-02-03
OIL & GAS FIELD SERVICES, NEC
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                        SECURITIES  AND  EXCHANGE  COMMISSION
                              WASHINGTON,  DC    20549
 
                                     FORM  8-K

                            Current  Report  Pursuant  to
                           Section  13  or  15(d)  of  the
                         Securities  Exchange  Act  of  1934



Date  of  Report  (Date  or  earliest  event  reported)       January 20, 1997
                                                           -------------------


                         PETROMINERALS  CORPORATION
                     ------------------------------------
         (Exact  Name  of  Registrant  as  Specified  in  its  Charter)


                                     Delaware
                       ----------------------------------
             (State  or  Other  Jurisdiction  of  Incorporation)


      1-6336                                             95-2573652
      ------                                             ----------
(Commission  File  Number)               (I.R.S. Employer Identification No.)


                915  Westminster  Avenue,  Alhambra,  California    91803
- -----------------------------------------------------------------------------
                   (Address  of  Principal  Executive  Offices)


                                    (818)  284-8842
      ----------------------------------------------------------------
          (Registrant's  Telephone  Number,  Including  Area  Code)



  (Former  Name  or  Former  Address,  if  Changed  since  Last  Report)


<PAGE>
ITEM  1.          CHANGES  IN  CONTROL  OF  REGISTRANT
                  ------------------------------------

          N/A


ITEM  2.          ACQUISITION  OR  DISPOSITION  OF  ASSETS
                   ----------------------------------------

          N/A


ITEM  3.          BANKRUPTCY  OR  RECEIVERSHIP
                  ----------------------------

          N/A


ITEM  4.          CHANGES  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT
                  -------------------------------------------------

          N/A


ITEM  5.          OTHER  EVENTS
                  -------------

On  January  20,  1997,  Registrant completed drilling a producing well on its
Mabel Strawn lease in Hasley Canyon, Los Angeles County, California, on behalf
of  Petrominerals  96-1,  a  California  limited  partnership  ("Petro 96-1").
Registrant  is the general partner of Petro 96-1, which was formed on December
3, 1996, and holds a one percent (1%) partnership interest. Registrant entered
into  a  joint  venture  agreement  with  Petro  96-1  to  drill the well on a
designated  drill  site in a known producing area at Registrant's Mabel Strawn
oil lease. Under the terms of the joint venture agreement, Registrant assigned
the  drill site to the joint venture, and Registrant and Petro 96-1 will share
the  revenues  produced  and  the  expenses  incurred before and after Payout.
Payout  occurs  when  Petro 96-1 has recouped the monies it contributed to the
joint  venture.  Proceeds  from the working interest will be paid 90% to Petro
96-1  and 10% to Registrant until Payout, and thereafter 30% to Petro 96-1 and
70% to Registrant. Registrant estimates that Payout will occur 24 months after
completion  of  the  well.  Under  the joint venture, Registrant furnished the
drill  site  and casing required for the well, and leased to the joint venture
the  rods,  tubing  and  downhole  and  surface  pumps  and all other tangible
equipment  necessary  to  produce  the well. Petro 96-1 contributed the sum of
$280,000  for  the  intangible  costs  of  drilling  the  well.


<PAGE>
ITEM  5.          OTHER  EVENTS  (Continued)
                  -------------

Three  directors  of  Registrant  are  limited  partners  in  Petro  96-1. The
respective  percentage  interest of the partners in Petro 96-1 are as follows:
<TABLE>
<CAPTION>

                                                   Capital
                                    % Interest   Contribution
                                    -----------  -------------
<S>                                 <C>          <C>

  General Partner:
    Petrominerals Corporation             1.00%  $       2,800

  Limited Partners:
    Paul L. Howard (director)            23.21%  $      65,000
    Morris L. Hodges (director)**        17.86%  $      50,000
    David G. Davidson (director)         17.86%  $      50,000
    Unrelated parties                    40.07%  $     112,200
</TABLE>


  **Morris  L. Hodges' investment was made through Kaymore Petroleum Products,
     Inc.,  a  corporation  controlled  by  Mr.  Hodges.

Registrant's  remaining  director, Everett L. Hodges, is not a limited partner
in  Petro  96-1  and  has  no  beneficial  interest  in  Petro  96-1.


ITEM  6.          RESIGNATION  OF  REGISTRANT'S  DIRECTORS
                  ----------------------------------------

          N/A


ITEM  7.          FINANCIAL  STATEMENTS  AND  EXHIBITS
                  ------------------------------------

          (a)          Financial  Statements

               N/A

          (b)          Exhibits

               N/A


ITEM  8.          CHANGES  IN  REGISTRANT'S  FISCAL  YEAR
                  ---------------------------------------

          N/A


<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.


                                   PETROMINERALS  CORPORATION



Date: January 20, 1997                   By:
                                         Paul  L.  Howard,  President  and
                                          Chief  Financial  Officer




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