BONNEVILLE PACIFIC CORP
8-K, 1999-11-04
COGENERATION SERVICES & SMALL POWER PRODUCERS
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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.


                                October 29, 1999
                Date of Report (Date of earliest event reported)


                         BONNEVILLE PACIFIC CORPORATION
             (Exact name of Registrant as specified in its charter)


               Delaware               0-14846             87-0363215
            -------------          -------------         -------------
        State of Incorporation    Commission File No.    IRS Employer
                                                       Identification No.


                          50 West 300 South, Suite 300
                            Salt Lake City, UT 84101
                    ----------------------------------------
                    (Address of principal executive offices)


                                 (801) 261-5100
                    ----------------------------------------
                         (Registrant's telephone number)




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<PAGE>


Item 2.  Acquisition or Disposition of Assets

      On October  29,  1999,  Bonneville  Pacific  Corporation  (the  "Company")
completed the sale of its wholly-owned subsidiary,  Bonneville Fuels Corporation
("BFC"),  to Carbon Energy  Corporation  ("CEC"),  an affiliate of CEC Resources
Corporation.  Prior to the sale,  the Company  conducted  all of its oil and gas
operations  through BFC. The Company no longer  conducts oil or gas  operations.
The sale of BFC to CEC was  completed  pursuant to the terms and  conditions  of
that certain Stock Purchase Agreement dated August 11, 1999, entered into by and
between the Company and CEC Resources  Corporation.  The adjusted purchase price
paid by CEC to the  Company  for  all of the  shares  of BFC  was  approximately
$23,581,000,  which was paid in cash. The purchase price was determined  through
negotiation  between the Company and CEC Resources  Corporation.  As a result of
the sale, CEC now owns all of the shares of BFC.

Item 7. Financial Statements and Exhibits

      (a) Financial Statements. No financial statements are required to be filed
in connection with the sale reported on in this Form 8-K.

      (b) Exhibits.  The Stock Purchase Agreement dated August 11, 1999 executed
by the Company and CEC Resources Corporation for the sale and purchase of all of
the shares of BFC, was attached to a Form 8-K filed by the Company on August 20,
1999 and is incorporated  herein by this reference to such Form 8-K. The Company
agrees to furnish the  schedules  and exhibits to the Stock  Purchase  Agreement
supplementally to the Commission upon request.

                                  SIGNATURES

      Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
thereunto duly authorized.

Dated: November 4, 1999             BONNEVILLE PACIFIC CORPORATION



                                    By /s/ Clark M. Mower
                                       Clark M. Mower, President


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