<PAGE>
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
June 4, 1996
(Date of earliest event reported)
BURLINGTON RESOURCES INC.
(Exact name of registrant as specified in its charter)
Delaware 1-9971 91-1413284
(State or other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
5051 Westheimer, Suite 1400, Houston, Texas 77056
(Address of principal executive offices, zip code)
Registrant's telephone number including area code:
(713) 624-9500
<PAGE>
Item 5. OTHER EVENTS
Burlington Resources Inc.(the "Company") may, in discussions of its
future plans, objectives, and expected performance in periodic
reports filed by the Company with the Securities and Exchange
Commission (or documents incorporated by reference therein) and in
written and oral presentations made by the Company, include
projections and other forward-looking statements. In accordance
with Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934, attached hereto as Exhibit
99.1 and incorporated herein by reference is additional information
concerning factors that could cause the Company's actual results
to differ materially from such forward-looking statements.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits Description
99.1 Cautionary Statement Relating to Forward-Looking
Statements
SIGNATURE
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 thereunto duly authorized.
BURLINGTON RESOURCES INC.
By /s/ Hays R. Warden
Hays R. Warden
Senior Vice President and Controller,
and Chief Accounting Officer
Date: June 4, 1996
-2-
<PAGE>
EXHIBIT INDEX
Sequentially
Exhibit Numbered
Number Exhibit Page
99.1 Cautionary Statement Relating to Forward- 4
Looking Statements
-3-
<PAGE>
Cautionary Statement Relating To Forward-Looking Statements
Burlington Resources Inc. (the "Company") may, in discussions of its
future plans, objectives, and expected performance in periodic reports filed by
the Company with the Securities and Exchange Commission (or documents
incorporated by reference therein) and in written and oral presentations made by
the Company, include projections or other forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 or Section 21E of the
Securities Exchange Act of 1934, as amended. Such projections and
forward-looking statements are based on assumptions which the Company believes
are reasonable, but are by their nature inherently uncertain. In all cases,
there can be no assurance that such assumptions will prove correct or that
projected events will occur, and actual results could differ materially from
those projected. Some of the important factors that could cause actual results
to differ from any such projections or other forward-looking statements follow.
Commodity Pricing and Demand. Substantially all of the Company's crude
oil and natural gas production is sold on the spot market or under short-term
contracts at market sensitive prices. Spot market prices for natural gas are
subject to volatile trading patterns in the commodity futures markets, including
the New York Mercantile Exchange ("NYMEX"), because of seasonal weather
patterns, national supply and demand factors, and general economic conditions.
Although the futures markets provide some indication of crude oil and natural
gas prices for the subsequent 12 to 18 months, prices in the futures markets are
subject to substantial changes in relatively short periods of time. There is
also a difference between the NYMEX futures contract price for a particular
month and the actual cash price received for that month in a producing basin or
at a market hub, which is referred to as the "basis differential." Basis
differentials, like the underlying commodity prices, can be volatile because of
regional supply and demand factors, including seasonal factors and the
availability and price of transportation to consuming areas. Crude oil prices
are affected by similar factors, by quality differentials, by worldwide
political developments, and by actions of the Organization of Petroleum
Exporting Countries.
<PAGE>
Changes in crude oil and natural gas prices (including basis
differentials) from those assumed in preparing projections and forward-looking
statements could cause the Company's actual financial results to differ
materially from projected financial results and can also impact the Company's
determination of proved reserves and the standardized measure of discounted
future net cash flows relative to crude oil and natural gas reserves. In
addition, periods of sharply lower commodity prices could affect the Company's
production levels and/or cause it to curtail capital spending projects and delay
or defer exploration, exploitation or development projects.
Projections relating to the price received by the Company for natural
gas also rely on assumptions regarding the availability and pricing of
transportation to the Company's key markets. In particular, the Company has
contractual arrangements for the transportation of 580 million cubic feet per
day of natural gas from the San Juan Basin eastward to Eastern and Midwestern
markets or to market hubs in Texas, Oklahoma and Louisiana. The natural gas
price received by the Company could be adversely affected by any constraints in
pipeline capacity to serve these markets.
Exploration and Production Risks. The Company's business is subject to
all of the risks and uncertainties normally associated with the exploration for
and development and production of crude oil and natural gas.
The Company's "proved reserves" represent estimated quantities of
crude oil and natural gas which geological and engineering data demonstrate with
reasonable certainty can be recovered in future years from known reservoirs
under existing economic and operating conditions. Reservoirs are considered
proved if shown to be economically producible by either actual production or
conclusive formation tests. Reserves which require the use of improved recovery
techniques for production are included in proved reserves if supported by a
successful pilot project or the operation of an installed program. The process
of estimating quantities of proved reserves is inherently uncertain and involves
subjective engineering and economic determinations. In this regard, changes in
the economic conditions (including commodity prices)
<PAGE>
or operating conditions(including, without limitation, exploration, development
and production costs and expenses and drilling results from exploration and
development activity) could cause the Company's estimated proved reserves or
production to differ from those included in any such forward-looking statements
or projections.
Projecting future crude oil and natural gas production is imprecise.
Producing oil and gas reservoirs eventually have declining production rates.
Projections of production rates rely on certain assumptions regarding historical
production patterns in the area or formation tests for a particular producing
horizon. Actual production rates could differ materially from such projections.
Production rates depend on a number of additional factors, including commodity
prices, market demand, and the political, economic and regulatory climate.
Another major factor affecting the Company's production is its ability
to replace depleting reservoirs with new reserves through acquisition,
exploration or exploitation programs. Exploration success is extremely difficult
to predict with certainty, particularly over the short term where the timing and
extent of successful results vary widely. Over the long term, the ability to
replace reserves depends not only on the Company's ability to locate crude oil
and natural gas reserves, but on the cost of finding and developing such
reserves. Moreover, development of any particular exploration or exploitation
project may not be justified because of the commodity price environment at the
time or because of the Company's finding and development costs for such project.
No assurances can be given as to the level or timing of success that the Company
will be able to achieve in acquiring or finding and developing additional
reserves.
Projections relating to the Company's production and financial results
rely on certain assumptions about the Company's continued success in its
acquisition and asset rationalization programs and in its cost management
efforts (including well operating expenses and general and administrative
costs).
<PAGE>
The Company's drilling operations are subject to various hazards common
to the oil and gas industry, including explosions, fires, and blowouts, which
could result in damage to or destruction of oil and gas wells or formations,
production facilities and other property, and injury to people. They are also
subject to the additional hazards of marine operations, such as capsizing,
collision and damage or loss from severe weather conditions.
Development Risk. A significant portion of the Company's development
plans involve large projects in the Gulf of Mexico and other areas. A variety of
factors affect the timing and outcome of such projects including, without
limitation, approval by the other parties owning working interests in the
project, receipt of necessary permits and approvals by applicable governmental
agencies, the availability of the necessary drilling equipment, delivery
schedules for critical equipment, and arrangements for the gathering and
transportation of the produced hydrocarbons.
Competition. The Company actively competes for property acquisitions,
exploration leases and sales of crude oil and natural gas, frequently against
companies with substantially larger financial and other resources. In its
marketing activities, the Company competes with numerous companies for gas
purchasing and processing contracts and for natural gas and natural gas liquids
at several steps in the distribution chain. Competitive factors in the Company's
business include price, contract terms, quality of service, pipeline access,
transportation discounts and distribution efficiencies.
Political and Regulatory Risk. The Company's operations are affected by
federal, state and local laws and regulations such as restrictions on
production, changes in taxes, royalties and other amounts payable to governments
or governmental agencies, price or gathering rate controls, and environmental
protection regulations. Changes in such laws and regulations, or interpretations
thereof, could have a significant effect on the Company's operations or
financial results.
