ENVIRONMENTAL REMEDIATION HOLDING CORP
8-K, 1997-07-25
AIR TRANSPORTATION, SCHEDULED
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                                  UNITED STATES
                       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 Report (Date of earliest event reported) July 25, 1997 (July 22, 1997)




                     ENVIRONMENTAL REMEDIATION HOLDING CORP.
             (Exact name of registrant as specified in its charter)





          Colorado                  333-21567                    88-0218499
(State or other jurisdiction       (Commission                 (IRS Employer
      of incorporation)            file number)              Identification No.)




                         420 Jericho Parkway, Suite 321
                                Jericho, NY 11753
               (Address of principal executive offices) (Zip Code)



Registrant's telephone number, including area code: (516) 433-4730
<PAGE>
Item 5. Other Events

$75,000.00  Collective  Bond  issued by The  Insurance  Company  of the State of
Pennsylvania  to the United States  Department of the Interior  Bureau of Indian
Affairs on behalf of Environmental Remediation Holding Corp.



                                   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.



                                         Environmental Remediation Holding Corp.
                                                     (Registrant)



Dated: July 25, 1997

                                           By: /s/ Noreen G. Wilson
                                               Noreen G. Wilson
                                               Vice President
<PAGE>

                                  UNITED STATES
                           DEPARTMENT OF THE INTERIOR
                            BUREAU OF INDIAN AFFAIRS


                                 COLLECTIVE BOND
                                        Environmental Remediation Holding Corp.,
                                     Bass American Petroleum Corp., & MIII Corp.
       KNOW ALL MEN BY THESE  PRESENTS,  That we,  _____________________________
_____________________________ of 420 Jericho Trnpike, Jericho, NY , as principal
_______, and Insurance Company of the State of Pennsylvania                   of
       , as suret          , are held and firmly bound unto the United States of
America in the sum of seventy-five  thousand dollars ($75,000).  lawful money of
the United States,  for the payment of which, well and truly to be made, we bind
ourselves  and each of us,  our and each of our  heirs,  successors,  executors,
administrators, and assigns, jointly and severally, firmly by these presents.

     Sealed, with our seals and dated this 22   day of   July  , 1997.
 
The condition of this  obligation  is such that whereas the said  principal , as
lessee  ha  heretofore  or may  hereafter  enter  into or  otherwise  acquire an
interest in oil and gas mining leases on the Uintah and Ouray Reservation in the
State of Utah,  of various  dates and  periods of  duration,  covering  lands or
interests in lands held by the United States in trust for individual Indians, or
bands or tribes of  Indians,  or  subject  to  restrictions  against  alienation
without  the  consent  of the  Secretary  of  the  Interior,  or his  authorized
representative,  which leases and permits have been or may  hereafter be granted
or approved by the Secretary of the Interior, or his authorized  representative,
and the identification of which herein is expressly waived by both principal and
suret hereto.

WHEREAS  the  principal  and suret  agree that the  coverage  of this bond shall
extend to and  include  all  extensions  and  renewals of the leases and permits
covered by this bond, such coverage to continue  without any interruption due to
the expiration of the term set forth therein.

WHEREAS the suret  hereby waive any right to notice of any  modification  of any
such lease or permit, or obligation  thereunder whether effected by extension of
time for  performance,  by  commitment  of such lease to unit,  cooperative,  or
communitization  agreement, by waiver,  suspension,  or change in rental, except
and increase thereof, by minimum royalty payment, except an increase thereof, by
compensatory  royalty payment,  or otherwise,  this bond to remain in full force
and effect notwithstanding.

WHEREAS the principal   and suret   agree that the neglect or forbearance of any
obligee under this bond in enforcing the payment of any rental or royalty or the
performance of any other conventant,  condition,  or agreement of any such lease
or permit shall not in any way release the principal   and suret     , or either
of them, from any liability under this bond; and

WHEREAS the principal and suret agree that in the event of any default under any
such lease or permit,  the obligee may prosecute  any claim,  suit,  action,  or
other  proceeding  against the principal and suret , or either of them,  without
the necessity of joining the other.
<PAGE>
Now, if the said principal herein shall faithfully carry out and observe all the
obligations  assumed in such leases and permits to which is now or may hereafter
become  a  party,  and  shall  observe  all the laws of the  United  States  and
regulations made or which shall be made thereunder,  for the government of trade
and intercouse with Indian tribe,  and all rules and regulations  that have been
or shall  hereafter  be lawfully  prescribed  by the  Secretary  of the Interior
relative to such mining leases and permits,  and shall in all particulars comply
with the provisions of such leases, permits,  rules, and regulations,  then this
obligation  shall be null and  void;  otherwise,  to  remain  in full  force and
effect.

         The rate of premium charge on this bond is $        ; the total premium
paid is ____________.

Signed and sealed in the presence of


WITNESSES: *

Signed by Noreen G. Wilson, V.P.
/s/Noreen G. Wilson
                                            Sealed by :
P. O.                                   as to  Environment Remediation    [SEAL]
                                               Holding Corporation
/s/William W. Wilson witness 7-28-97                  &
                                               Bass Environmental
P. O.                                          Petroleum Corp.
                                                      &
/s/Gerald Latullippe  7-22-97                  MIII Corp.

P. O.                                   as to



P. O.                                   as to


P. O.


P.O.
         * Two witnesses to all signatures

APPROVED:                                             DEPARTMENT OF THE INTERIOR
                                                      Bureau of Indian Affairs
Insurance Company of the State of Pennsylvania
                                                                         , 19

/s/Haywood L. Willis
Haywood L. Willis, Attorney-In-Fact
                                                                  Superintendant
<PAGE>
The Insurance Company of the State of Pennsylvania             POWER OF ATTORNEY
Principal Bond Office 70 Pine Street, New York, NY 10270
                                                                   No. CIPINESTR

KNOW ALL MEN BY THESE PRESENTS:

That  The  Insurance  Company  of the  State  of  Pennsylvania,  a  Pennsylvania
corporation, does hereby appoint

- --Michael F. Greer, Kenneth Cornell, Haywood L. Willis, Susan Radwanski,  Vivian
Mattox, Tracy Boone, Denise Lanatto: of New York, New York---

its true and lawful  Attorney(s)-in-Fact,  with full authority to execute on its
behalf bonds,  undertakings,  recognizances and other contracts of indemnity and
writings obligatory in the nature thereof, issued in the course of its business,
and to binds the company thereby.

IN WITNESS  WHEREOF,  The  Insurance  Company of the State of  Pennsylvania  has
executed these presents

                                               this 9th day of April , 1997
      [SEAL]
                                            /s/David J. Walsh
                                           David J. Walsh, Senior Vice President

STATE OF NEW YORK
COUNTY OF NEW YORK ss.

On this 9th day of April, 1997 before                    /s/Carol Ragab
me came the above named officer of The                   CAROL  RAGAB
Insurance Company of the State of               Notary Public, State of New York
Pennsylvania, to me personally known to                 No. 01RA5052011
be the  individual and officer described           Qualified in Kings County
herein, and acknowledged that he executed       Commission Expires Nov. 13, 1997
the foregoing instrument and affixed the
seal of said corporation thereto    by
authority of his office.

                                   CERTIFICATE

Excerpts  of  Resolution  adopted  by the Board of  Directors  of The  Insurance
Company of the State of Pennsylvania, on May 18, 1976:

"RESOLVED,  that the Chairman of the Board, the President, or any Vice President
be, and hereby is, authorized to appoint  Attorneys-in-Fact to represent and act
for and on behalf of the Company to execute bonds,  undertakings,  recognizances
and other contracts of indemnity and writings  obligatory in the nature thereof,
and to attach thereto the corporate seal of the Company,  in the  transaction of
its surety business;

"RESOLVED, that the signatures and attestations of such officers and the seal of
the Company  may be affixed to any such Power of Attorney or to any  certificate
relating  thereto by  facsimile,  and any such Power of Attorney or  certificate
bearing such  facsimile  signatures or facsimile seal shall be valid and binding
upon  the  Company  when so  affixed  with  respect  to any  bond,  undertaking,
recognizance or other contract of indemnity or writing  obligatory in the nature
thereof;

"RESOLVED, that any Attorney-in-Fact delivering a secretarial certification that
the foregoing  resolutions  still be in effect may insert in such  certification
the date thereof, said date to be not later than the date of delivery thereof by
such Attorney-in-Fact."

I,  Elizabeth  M.  Tuck,  Secretary  of The  Insurance  Company  of the State of
Pennsylvania,  do hereby  certify  that the  foregoing  excerpts  of  Resolution
adopted by the Board of Directors of this corporation, and the Power of Attorney
issued pursuant thereto,  are true and correct, and that both the Resolution and
the Power of Attorney are in full force and effect.

IN WITNESS  WHEREOF,  I have hereunto set my hand and affixed the facsimile seal
of the corporation
                                                  this 22nd  day of July  , 1997
 
         [SEAL]                                   /s/Elizabeth M. Tuck
                                                 Elizabeth M. Tuck, Secretary
<PAGE>
The Insurance Company of the
State of Pennsylvania

Executive Offices
70 Pine Street
New York, NY 10270
                               FINANCIAL STATEMENT
                             as of December 31, 1996

                                     ASSETS
Bonds                                                               $609,672,652
Stocks                                                               490,322,429
Collateral Loans                                                             -0-
Cash & Short-Term Investments                                            840,837
Agents Balances or Uncollected Premiums                              289,007,135
Funds Held by Ceding Reinsures                                         1,260,935
Reinsurance Recoverable on Loss Payments                              70,524,427
Equities & Deposits in Pools & Associations                           23,734,640
Other Admitted Assets                                                128,789,245
                                                                     -----------
         TOTAL ASSETS                                             $1,614,152,300

                                  LIABILITIES
Reserve for losses and loss Expense                                 $746,162,443
Reserve for Unearned Premiums                                        189,453,341
Reserve for Expenses, Taxes,
     Licenses and Fees                                                 1,439,332
Provision for Reinsurance                                             22,785,096
Funds Held Under Reinsurance Treaties                                 14,927,709
Other Liabilities                                                     17,735,784
Capital Stock                                                          5,005,500
Surplus                                                              616,643,095

TOTAL POLICYHOLDERS' SURPLUS                                         621,648,595
                                                                     -----------
TOTAL LIABILITIES AND POLICYHOLDERS' SURPLUS                      $1,614,152,300

Bonds and stocks are valued in accordance with the basis adopted by the National
Association of Insurance  Commissioners.  Securities  carried at $109,809,196 in
the above Statement are deposited as required by law.

                                   CERTIFICATE

ELIZABETH  M. TUCK,  Secretary  and  MICHAEL  J.  CASTELLI,  Comptroller  of The
Insurance  Company  of the State of  Pennsylvania  being  duly  sworn,  each for
himself  deposes  and says that they are above  described  officers  of the said
Company  and  that on the 31st  day of  December,  1996,  the  Company  actually
possessed the assets set forth in the  foregoing  statement and that such assets
were  available for the payment of losses and claims and held for the protection
of its policyholders and creditors,  except as hereinbefore indicated,  and that
the foregoing  statement is a correct  exhibit of such assets and liabilities of
the said  company on the 31st day of  December,  1996,  according to the best of
their information, knowledge and belief, respectively.

[SEAL]      /s/Elizabeth M. Tuck                      /s/Michael J. Castelli
               Secretary                                    Comptroller

STATE OF NEW YORK
COUNTY OF NEW YORK

On this 1st Day of April , 1997. Before me came          /s/Carol Ragab
the above named officers of the AIU Insurance              CAROL RAGAB
Company, to me personally known to be the       Notary Public, State of New York
individuals and officers described herein,              No. 01RA5052011
and acknowledged that they executed the            Qualified in Kings County
foregoing instrument and affixed the seal       Commission Expires Nov. 13, 1997
of said corporation thereto by authority
of their office.
<PAGE>


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