CROSS TIMBERS OIL CO
8-K, 1998-12-23
CRUDE PETROLEUM & NATURAL GAS
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<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



      Date of Report (Date of earliest event reported): DECEMBER 21, 1998



                           CROSS TIMBERS OIL COMPANY
             (Exact name of registrant as specified in its charter)



         DELAWARE                     1-10662                   75-2347769
(State or other jurisdiction  (Commission File Number)        (IRS Employer
      of incorporation)                                    Identification No.)



       810 HOUSTON STREET, SUITE 2000, FORT WORTH, TEXAS        76102
           (Address of principal executive offices)           (Zip Code)



                                (817) 870-2800
             (Registrant's telephone number, including area code)
<PAGE>
 
ITEM 5.  OTHER EVENTS.

         On December 21, 1998, Cross Timbers Oil Company issued news release
number 98-27 (Exhibit 99.1) regarding increase in the size of its Hugoton
Royalty Trust offering and termination of plans to begin royalty trust unit
distributions to shareholders in 2000.



ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS.

     (c) Exhibits

         Exhibit Number
         and Description                                                Page
         ---------------                                                ----

         99.1 Cross Timbers Oil Company News Release Number 98-27         4

                                      -2-
<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 by the
undersigned hereunto duly authorized.

 
                                   CROSS TIMBERS OIL COMPANY


Date: December 23, 1998             By: /s/ LOUIS G. BALDWIN 
                                       --------------------------------------
                                       Louis G. Baldwin                       
                                       Senior Vice President and
                                        Chief Financial Officer

                                      -3-

<PAGE>
 
                                                                    EXHIBIT 99.1
[CROSS TIMBERS OIL COMPANY NEWS RELEASE LETTERHEAD]

NUMBER 98-27

      CROSS TIMBERS OIL COMPANY INCREASES SIZE OF ROYALTY TRUST OFFERING;
              NO LONGER PLANS TRUST DISTRIBUTIONS TO SHAREHOLDERS

     FORT WORTH, TX (DEC. 21, 1998) - Cross Timbers Oil Company (NYSE-XTO) today
announced that it plans to amend Hugoton Royalty Trust's Registration Statement
with the Securities and Exchange Commission to increase the offering to
15,000,000 units of beneficial interest.  Net proceeds from the Trust Offering
will be used to reduce the Company's bank debt.

     Additionally, Cross Timbers announced that it no longer plans to begin
systematic distributions of royalty trust units to its shareholders in 2000.
Instead, the Company plans to aggressively reduce its debt during 1999.

     "We believe that the recent wave of mergers in the oil and gas industry
will result in substantial producing property disposition programs during the
next 12 to 24 months.  Consequently, we intend to form two additional royalty
trusts and plan to sell a portion of each trust.  By decreasing our leverage
during 1999, we plan to prepare the Company to continue to grow through
acquisitions and development," stated Bob R. Simpson, Chairman and Chief
Executive Officer.

     "With these opportunities on the horizon, we believe that we can create
more shareholder value through the sale of royalty trust units and utilizing the
proceeds to reduce debt and fund acquisitions compared to distributing royalty
trust units directly to our shareholders.

     "Our strategy of acquiring long-lived, high-margin properties and
increasing reserves through our development program remains unchanged.  After
our development efforts have improved production and reserves, we believe that
our properties have the attributes to make excellent royalty trusts."


                                    (more)
<PAGE>
 
PAGE 2
CROSS TIMBERS ANNOUNCES INCREASE SIZE OF ROYALTY TRUST OFFERING;
NO LONGER PLANS TRUST DISTRIBUTIONS TO SHAREHOLDERS

     Cross Timbers Oil Company is engaged in the acquisition, exploitation and
development of quality, long-lived producing oil and gas properties.  The
Company, whose predecessors were established in 1986, completed its initial
public offering in May 1993.  Its properties are concentrated in Texas,
Oklahoma, Kansas, New Mexico, Wyoming and Alaska.

     A REGISTRATION STATEMENT RELATING TO TRUST UNITS OF THE HUGOTON ROYALTY
TRUST HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION BUT HAS NOT YET
BECOME EFFECTIVE.  THE TRUST UNITS MAY NOT BE SOLD NOR MAY OFFERS TO BUY BE
ACCEPTED PRIOR TO THE TIME THE REGISTRATION STATEMENT BECOMES EFFECTIVE.  THIS
ANNOUNCEMENT SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN
OFFER TO BUY NOR SHALL THERE BE ANY SALE OF THE TRUST UNITS IN ANY STATE IN
WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION
OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH STATE.

     A COPY OF THE REGISTRATION STATEMENT WILL BE AVAILABLE ON REQUEST FROM THE
COMPANY.
CONTACT:       LOUIS G. BALDWIN
               SENIOR VICE PRESIDENT AND CHIEF FINANCIAL OFFICER
               CROSS TIMBERS OIL COMPANY
               (817)  870-2800

Statements concerning future financial results, the sale of royalty trust units,
the future formation of additional royalty trusts and  acquisitions are forward-
looking statements.  These statements are based on assumptions concerning market
conditions, commodity prices and other factors that management believes are
reasonable based on currently available information; however, management's
assumptions and the Company's future performance are both subject to a wide
range of business risks, and there is no assurance that these goals and
projections can or will be met.  Further information is available in the
Company's filings with the Securities and Exchange Commission, which are
incorporated by this reference as though fully set forth herein.

This release can be found at the Company Web site at WWW.CROSSTIMBERS.COM


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