UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
HYPERDYNAMICS CORPORATION
(Name of Issuer)
Common Stock, par value $.001
(Title of Class of Securities)
448954107
(CUSIP Number)
Kent Watts
5444 Westheimer, Suite 2080
Houston, Texas 77056
(713)622-1893
(Name, Address, and Telephone Number of Person Authorized
to Receive Notices and Communications:
February 6, 1997
(Date of Event which Requires Filing of this Statement)
If this filing person has previously filed a statement on 13G to
report the acquisition which is the subject of this Schedule 13D,
and is filing this schedule because of Rule 13d-1(b)(3) or (4),
check the following box [ ].
Check the following if a fee is being paid with this statement [ ].
(A fee is not required only if the reporting person: (1) has a
previous statement on file reporting beneficial ownership of
more than five percent of the class of securities described in Item
1; and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (Rule
13d-7.)
The information required on the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however, see the
Notes)
<PAGE>
SCHEDULE 13D
CUSIP NO. 448954107
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1) Names of Reporting Person
John C. Malone
S.S. or I.R.S. Identification No. of Above Person
###-##-####
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2) Check the Appropriate Box if a Member of a Group
(a) [ ]
(b) [ ]
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3) SEC Use Only
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4) Source of Funds:
oo
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5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e)
N/A
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6) Citizenship of place of Organization:
UNITED STATES
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7) Sole Voting Power
Number of Shares 299,000
Beneficially owned --------------------------------------------
by Each Reporting 8) Shared Voting Power
Person With -0-
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9) Sole Dispositive Power
299,000
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10) Shared Dispositive Power
-0-
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11) Aggregate Amount Beneficially Owned by Each Reporting Person:
299,000
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12) Check if Aggregate Amount in Row 11 excludes certain shares:
[ ]
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13) Percent of Class Represented by Amount in Box 11:
5.4%
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14) Type of Reporting Person
IN
ITEM 1. Security and Issuer
The class of equity securities to which this statement
relates is the common stock, par value $.001 per share ("the
Common Stock") issued by HyperDynamics Corporation, a
Delaware corporation ("the Company"), which has its principal
executive offices at 5444 Westheimer, Suite 2080, Houston,
Texas 77056.
ITEM 2. Identity and Background
This statement is filed by John C. Malone ("the
Reporting Person") whose principal business address is 5444
Westheimer, Suite 2080, Houston, Texas 77056. The Reporting
Person is principally engaged as an independent certified public
accountant and consultant. The Reporting Person is a United
States citizen. During the last five years, the Reporting Person
has not been convicted in a criminal proceeding. During the last
five years, the Reporting Person has not been a party to a civil
proceeding of a judicial or administrative body of competent
jurisdiction and, as a result of such proceeding, is or was subject
to a judgment, decree or final order enjoining future violations
of, or prohibiting or mandating activities subject to, federal or
state securities laws or fining any violation with respect to such
laws.
ITEM 3. Source and Amount of Funds or other Consideration
The Reporting Person acquired 299,000 shares of
Common Stock giving rise to the filing of this statement in
exchange for services rendered in connection with the formation
of the Company and the negotiation of acquisitions.
ITEM 4. Purpose of Transaction
On August 26, 1996, the Reporting Person acquired
299,000 shares of Common Stock in exchange for services
rendered in connection with the formation of the Company and
the negotiation of acquisitions. On February 9, 1997, the
Company agreed with the original shareholders of its largest
acquisition, Houston Creative Connections, Inc. to transfer 100%
of ownership of this subsidiary back to such original shareholders
in exchange for their entire holdings of Company stock, or 2,102,000
shares. As a result of this transaction, the ownership of the
Reporting Person reached 5%. The purpose of this exchange was to
compensate the Reporting Person for services rendered in
connection with the formation of the Company and the negotiation
of acquisitions. The decision to issue the shares of Common
Stock was reached by the Reporting Person and the Company on a
mutual basis.
The Reporting Person intends to hold his shares of
Common Stock for investment, and does not have any present
plans or proposals which relate to or would result in: (i) any
acquisition by any person of additional securities of the
Company, or any disposition of securities of the Company; (ii)
any extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of
its subsidiaries; (iii) any sale or transfer of a material amount of
assets of the Company or any of its subsidiaries; (iv) any change
in the present board of directors or management of the
Company, including any plans or proposals to change the
number or term of directors or to fill any existing vacancies on
the board; (v) any material change in the present capitalization or
dividend policy of the Company; (vi) any other material change
in the Company's business or corporate structure; (vii) any
changes in the Company's charter, by-laws, or other instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Company by any person; (viii) any
termination of registration pursuant to Section 12(g)(4) of the
Act of a class of equity securities of the Company; or (ix) any
action similar to any of those enumerated above.
Notwithstanding the foregoing, the Reporting Person
may determine to change his investment intent to the Company
at any time in the future. In reaching any conclusion as to his
future course of action, the Reporting Person will take into
consideration several factors, such as the Company's business
and prospects, other developments concerning the Company,
other business opportunities available to the Reporting Person,
developments with respect to the business of the Reporting
Person, and general economic and stock market conditions,
including, but not limited to, the market price of the Common
Stock. The Reporting Person may, depending on other relevant
factors, acquire additional shares of Common Stock in the open
market or privately negotiated transactions, dispose of all or a
portion of his holdings of shares of Common Stock or change his
intention with respect to any or all of the matters referred to
in this item.
ITEM 5. Interest in Securities of the Issuer
The Reporting Person is the beneficial owner of 299,000
shares of Common Stock for which he has sole voting power
and investment power. Except for the shares described in Item 3
above, the Reporting Person has not effected any transaction in or
with respect to the Common Stock during the past 60 days.
ITEM 6. Contracts, Arrangements, Understandings or Relationships
with the Securities of the Issuer
N/A
ITEM 7. Material to be Filed as Exhibits
No exhibits are being filed with this statement.
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: June 4, 1997
/s/ JOHN C. MALONE
Name/Title
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ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT
CONSTITUTE FEDERAL CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
