United States Securities And Exchange Commission
Washington, D.C. 20549
SCHEDULE 13D
Under The Securities Exchange Act Of 1934
Spindletop Oil & Gas Co.
---------------------------------
Name of Issuer
Common Stock
----------------------------------
Title of Class of Securities
848550 20 8
-----------------------------------
CUSIP Number
Chris G. Mazzini, President
Giant Energy Corp.
9319 LBJ Freeway Suite 205
Dallas, Texas 75243
(972) 644-4710
------------------------------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
December 1, 1999
-------------------------------------------------------
Date of Event which Requires Filing of this Statement
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
Schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box: [ ]
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
1
<PAGE>
SCHEDULE 13D
CUSIP NO. 848550 20 8
1. NAME OF REPORTING PERSONS
IRS IDENTIFICATION NO OF ABOVE ENTITY
Giant Energy Corp
75-2063005
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS
WC
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED [ ]
PURSUANT TO ITEMS 2(d) or 2(e)
6. CITIZENSHIP OR PLACE OF ORGANIZATION
State of Texas
7. SOLE VOTING POWER
5,860,889
Number of Shares
Beneficially Owned 8. SHARED VOTING POWER
By Each Reporting None
Person
9. SOLE DISPOSITIVE POWER
5,860,889
10. SHARED DISPOSITIVE POWER
None
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,860,889
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES [ ]
CERTAIN SHARES
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
77.88
14. TYPE OF REPORTING PERSON
CO
2
<PAGE>
Item. 1 Security and Issuer
This Schedule 13D relates to the common stock, par value $.01 per share
of Spindletop Oil & Gas Co. (the "Company"), a Texas Corporation. The principal
executive offices of the Company are located at 9319 LBJ Freeway Suite 205,
Dallas, Texas 75243.
Item. 2 Identity and Background
This Schedule 13D is filed by Giant Energy Corp. ("Giant"), a Texas Corporation.
Giant's principal business is oil and gas exploration and production. Giant's
principal offices are located at 9319 LBJ Freeway Suite 205, Dallas,Texas 75243.
During the last five years neither Giant or any of its executive officers or
directors has been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) or has been a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction
resulting in a judgement, decree or final order enjoining future violations of,
or prohibiting or mandating activities subject to, federal or state securities
laws, or finding any violation with respect to such laws.
All executive officers and directors of Giant are citizens of the United
States. The name, business address and present principal occupation
(including the name and address of the corporation or organization in which such
employment is conducted) of each executive officer and director is set forth in
Schedule A to this Schedule 13D.
Item 3. Source and Amount of Funds or Other Consideration
Pursuant to a Stock Purchase Agreement dated December 1, 1999 between Paul E.
Cash (Mr. Cash) and Giant, Giant purchased controlling interest of Company.
Giant purchased 5,860,889 shares of the Company's outstanding Common Stock from
Mr. Cash. Giant used private cash funds or working capital in making the
purchase. No funds were borrowed for the purpose of making the acquisitions.
Item 4. Purpose of Transaction
The reporting company acquired the Company for the purpose of expanding its oil
and gas holdings and acquiring additional reserves. The reporting company has no
plans which would result in the acquisition by any person of additional
securities of the Company or the disposition of shares of the Company.
Item 5. Interest in Securities of the Issuer
No additional shares of common stock or other equity instrument were issued as
a result of this transaction. Giant has sole voting and dispositive
power with respect to such shares above.
Except as described herein, neither the Company, or to the best of the Company's
knowledge, any other person referred to in Schedule A attached hereto, has
acquired or disposed of any Shares of the Company during the past 60 days.
3
<PAGE>
Item. 6 Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Except for the Stock Purchase Agreement, none of the persons named in Item 2
has any contracts, arrangements, understandings or relationships (legal or
otherwise) with any persons with respect to any securities of the Company,
including but not limited to, transfers of voting of any securities, finder's
fees, joint ventures, loan or option arrangements, puts or calls, guarantees of
profits, division of profits or loss, or the giving or withholding of proxies.
Item. 7 Materials to be filed as Exhibits
None
4
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: December 13, 1999 BY: /s/ Chris G. Mazzini
--------------------
Chris G. Mazzini
President
5
<PAGE>
SCHEDULE A
Directors and Executive Officers of Giant Energy Corp.
The name, business address, title, present principal occupation or employment of
each of the directors and executive officers of Giant Energy Corp (Giant) are
set forth below. If no business address is given the director's or officer's
business address is 9319 LBJ Freeway Suite 205, Dallas, Texas 75243. Unless
otherwise indicated, each occupation set forth opposite an individual's name
refers to Giant.
Name and Business Address Present Principal Occupation
- ------------------------- ----------------------------
Directors
Chris G. Mazzini........................... President, Treasurer, and Chief
9319 LBJ Freeway, Suite 205 Executive Officer; Geologist
Dallas, Texas 75243
Michelle H. Mazzini.........................Vice President and Secretary;
9319 LBJ Freeway, Suite 205 Attorney
Dallas, Texas 75243
Executive Officers
(Who are not directors) None
6
<PAGE>
