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Filed Pursuant to Rule 424(B)(2)
Registration No. 333-41940
PROSPECTUS SUPPLEMENT
(TO PROSPECTUS DATED SEPTEMBER 20, 2000)
7,500,000 SHARES
[MERIDIAN RESOURCE CORP. LOGO]
COMMON STOCK
You should read this prospectus supplement and the related prospectus
carefully before you invest. Both documents contain information you should
consider when making your investment decision.
INVESTING IN THE COMMON STOCK OF THE MERIDIAN RESOURCE CORPORATION INVOLVES
A HIGH DEGREE OF RISK. SEE "RISK FACTORS" BEGINNING ON PAGE 3 OF OUR PROSPECTUS
DATED SEPTEMBER 20, 2000 TO READ ABOUT FACTORS YOU SHOULD CONSIDER BEFORE BUYING
SHARES OF OUR COMMON STOCK.
The common stock includes associated rights to purchase common stock
pursuant to the Rights Agreement, dated as of May 5, 1999, between us and
American Stock Transfer & Trust Co., as rights agent.
PLAN OF DISTRIBUTION
We are offering to certain investors an aggregate of up to 7,500,000 shares
of our common stock at a price related to prevailing market prices under the
terms of this prospectus supplement. The shares will be placed with certain
investors on a best efforts basis by San Jacinto Securities Inc. and Keane
Securities Inc. as placement agents. In connection with the placement of the
shares, we will pay the placement agents a commissions to be negotiated. Such
commissions may be deemed to be underwriting discounts and commissions under the
Securities Act. We will not pay any other compensation in conjunction with this
sale of our common stock in addition to the arrangements discussed in our
prospectus dated September 20, 2000.
Any shares of our common stock offered under this prospectus supplement
that remain unsold at the conclusion of the placement agents' initial best
efforts offering may be offered in one or more other transactions, which may
include block transactions, underwritten offerings, brokered sales or a
combination of such transactions. Such transactions may be effected at market
prices prevailing at the time of sale, at prices related to such prevailing
market prices, at negotiated prices or at fixed prices.
FORWARD-LOOKING INFORMATION
This prospectus supplement may contain "forward-looking" information as
defined in the Private Securities Litigation Reform Act of 1995 and that involve
risk and uncertainty. These forward- looking statements may include, but are not
limited to risks resulting from market fluctuations. Actual results and trends
in the future may differ materially depending on a variety of factors including,
but not limited to fluctuations in worldwide prices and demand for oil and
natural gas, fluctuations in the levels of our oil and natural gas exploration
and development activities and risks associated with fluctuations in the capital
markets.
The date of this prospectus supplement is September 28, 2000.
