HOME STAKE OIL & GAS CO
8-K, 2000-10-10
OIL & GAS FIELD EXPLORATION SERVICES
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                       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)     October 3, 2000
                                                -----------------------------

                          HOME-STAKE OIL & GAS COMPANY
-----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


     Oklahoma                  0-19766                    73-0288030
------------------       ---------------------      ------------------------
 (State or other           (Commission File             (IRS Employer
 jurisdiction of               Number)                 Identification No.)
 incorporation)


15 East 5th Street, Suite 2800, Tulsa, Oklahoma               74103
-----------------------------------------------        ----------------------
 (Address of principal executive offices)                  (Zip Code)


Registrant's telephone number, including area code      (918) 583-0178
                                                   --------------------------


                                 Not Applicable
-----------------------------------------------------------------------------
          (Former name or former address, if changed since last report)



                                       -1-

<PAGE>



Item 5.  Other Events.

     As previously  reported,  on October 3, 2000,  Home-Stake Oil & Gas Company
("Home-Stake")  and Cortez Oil & Gas, Inc.  ("Cortez") entered into an Agreement
and Plan of Merger  (the  "Merger  Agreement")  pursuant  to which  Cortez  will
acquire Home-Stake.  Pursuant to the terms of the Merger Agreement,  each of the
outstanding  shares of Home-Stake  common stock will be exchanged for $11.00 per
share cash.

     A copy of the  Merger  Agreement  is  attached  as an  exhibit  hereto  and
incorporated herein by reference.

Item 7.  Financial Statements and Exhibits.

          (c) Exhibits.

              2     Agreement  and Plan of Merger,  dated as of October 3, 2000,
                    among Cortez Oil & Gas, Inc., Cortez Acquisition Company and
                    Home-Stake  Oil & Gas Company,  together  with the following
                    exhibits  thereto:   Exhibit  A  --  Form  of  Stock  Voting
                    Agreement;  Exhibit B-1 -- Form of Separation  Agreement for
                    Robert  C.  Simpson;  Exhibit  B-2  --  Form  of  Separation
                    Agreement  for Chris K.  Corcoran;  and Exhibit C -- Form of
                    Rights Agreement Amendment.


                                   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.

                                 HOME-STAKE OIL & GAS COMPANY


Date:   October 10, 2000          By:  /s/  Chris K. Corcoran
                                    --------------------------
                                     Chris K. Corcoran
                                     Executive Vice President, Chief Financial
                                     Officer and Secretary


                                       -2-

<PAGE>


                                  Exhibit Index

Exhibit
Number                       Description
------      --------------------------------------------------------------------

  2       Agreement  and  Plan of Merger,  dated  as of  October 3, 2000,  among
          Cortez Oil & Gas, Inc., Cortez Acquisition  Company and Home-Stake Oil
          & Gas Company, together with the following exhibits thereto: Exhibit A
          -- Form of Stock Voting  Agreement;  Exhibit B-1 -- Form of Separation
          Agreement  for Robert C.  Simpson;  Exhibit B-2 -- Form of  Separation
          Agreement  for  Chris K.  Corcoran;  and  Exhibit  C -- Form of Rights
          Agreement Amendment.




<PAGE>




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