<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
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): February 10, 2000
UNION PACIFIC RESOURCES GROUP INC.
(Exact name of registrant as specified in its charter)
1-13916
Commission file number
UTAH 13-2647483
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
777 MAIN STREET, FORT WORTH, TEXAS 76102
(Address of principal executive offices) (Zip Code)
(817) 321-6000
(Registrant's telephone number, including area code)
NONE
(Former name or former address, if changed since last report)
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Item 5. Other Events
Supplementary Disclosure for Proved Reserves
On January 25, 2000, Union Pacific Resources Group Inc. (the
"Company") issued a press release with respect to its financial
results for 1999, including information with respect to reserves at
year-end 1999, the reserve replacement rate for 1999 and finding and
development costs for 1999. A copy of the press release was filed on
a Current Report on Form 8-K on January 28, 2000. The schedules
attached as Exhibits 99.1 and 99.2 to this Current Report on Form
8-K, which Exhibits are incorporated herein by reference, provide
supplemental detailed information with respect to those
calculations.
FORWARD LOOKING STATEMENTS
This report contains forward looking statements within the meaning of Section
21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the
Securities Act of 1933, as amended. Such forward looking statements concern,
among other things, capital expenditures, development activity, drilling
activity, acquisitions, and the Company's cost reduction plans. Such forward
looking information is based upon management's current plans, expectations,
estimates, and assumptions the Company believes are reasonable, but are subject
to a number of uncertainties and risks that could significantly affect (i)
current plans, (ii) anticipated actions, (iii) the timing of such actions and
(iv) the Company's financial condition and results of operations. As a
consequence, actual results may differ materially from expectations, estimates
or assumptions expressed in any forward looking statements made by or on behalf
of the Company. The risks and uncertainties include generally (i) the
volatility and uncertainty of oil and gas prices, (ii) economic, political,
judicial, and regulatory issues and developments, (iii) competition in the
industry, (iv) the economics of producing certain reserves, (v) demand for the
supply of oil and gas, (vi) the ability to find or acquire and develop reserves
of natural gas and crude oil, and (vii) changes in the market price of the
Common Stock, which can be impacted by the foregoing as well as other factors.
Other risks and uncertainties are detailed in the Company's Annual Report on
Form 10-K for the year ended December 31, 1998 and the Form 10-Q for the
Quarter ended September 30,1999.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
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<CAPTION>
Exhibit No. Exhibit
---------- -------
<S> <C>
99.1 Proved Reserves at December 31, 1999.
99.2 Costs Incurred in Exploration and Development as of
December 31, 1999.
</TABLE>
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Signature
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 thereunto duly authorized.
UNION PACIFIC RESOURCES GROUP INC.
By: /s/ Morris B. Smith
Name: Morris B. Smith
Title: Vice President, Chief Financial
Officer and Treasurer
Dated: February 17, 2000
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. Description
---------- -----------
<S> <C>
99.1 Proved Reserves at December 31, 1999.
99.2 Costs Incurred in Exploration and Development as of
December 31, 1999.
</TABLE>
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EXHIBIT 99.1
UNION PACIFIC RESOURCES GROUP INC.
PROVED RESERVES
AS OF DECEMBER 31, 1999
PROVED RESERVES
The following table reflects estimated quantities of proved oil and gas
reserves, which have been prepared by the Company's petroleum engineers. The
Company considers such estimates to be reasonable; however, there are numerous
uncertainties inherent in estimating quantities of proved reserves, including
many factors beyond the control of the Company. Reserve engineering is a
subjective process which is dependent on the quality of available data and on
engineering and geological interpretation and judgment. Such reserve estimates
are subject to change over time as additional information becomes available.
<TABLE>
<CAPTION>
UNITED OTHER
STATES CANADA INTERNATIONAL WORLDWIDE
--------- ------ ------------- ---------
<S> <C> <C> <C> <C>
NATURAL GAS (BCF): 1999
Beginning of year ........................... 2,400.7 993.8 44.6 3,439.1
Revisions of previous estimates ............. (45.1) (21.6) (13.3) (80.0)
Extensions, discoveries and other additions . 280.5 147.2 5.5 433.2
Purchases of reserves-in-place .............. 11.8 1.5 -- 13.3
Sales of reserves-in-place .................. (13.4) (34.7) -- (48.1)
Production .................................. (362.5) (101.4) (2.8) (466.7)
------- ------- ----- -------
Total proved, end of year ............. 2,272.0 984.8 34.0 3,290.8
======= ======= ===== =======
Proved developed reserves ............. 1,890.7 770.9 29.9 2,691.5
======= ======= ===== =======
NATURAL GAS LIQUIDS (MMBBL): 1999
Beginning of year ........................... 64.8 26.5 -- 91.3
Revisions of previous estimates ............ (2.4) (6.9) -- (9.3)
Extensions, discoveries and other additions 3.0 0.6 -- 3.6
Purchases of reserves-in-place ............. 0.4 -- -- 0.4
Sales of reserves-in-place ................. (0.4) (12.3) -- (12.7)
Production ................................. (9.6) (0.7) -- (10.3)
------- ------- ----- -------
Total proved, end of year ............. 55.8 7.2 -- 63.0
======= ======= ===== =======
Proved developed reserves ............. 53.6 6.2 -- 59.8
======= ======= ===== =======
CRUDE OIL, INCLUDING CONDENSATE (MMBBL): 1999
Beginning of year .......................... 112.8 96.3 147.1 356.2
Revisions of previous estimates ............ (10.7) (7.7) 16.9 (1.5)
Extensions, discoveries and other additions 8.7 15.0 2.0 25.7
Purchases of reserves-in-place ............. 0.1 -- 2.0 2.1
Sales of reserves-in-place ................. (0.4) (0.3) -- (0.7)
Production ................................. (15.9) (10.5) (16.3) (42.7)
------- ------- ----- -------
Total proved, end of year ............. 94.6 92.8 151.7 339.1
======= ======= ===== =======
Proved developed reserves ............. 64.6 60.1 92.1 216.8
======= ======= ===== =======
PROVED RESERVES EQUIVALENT, END OF 1999 (BCFE) (1)
Natural gas ................................ 2,272.0 984.8 34.0 3,290.8
Natural gas liquids ........................ 334.8 43.2 -- 378.0
Crude oil, including condensate ............ 567.6 556.8 910.2 2,034.6
------- ------- ----- -------
Total proved .......................... 3,174.4 1,584.8 944.2 5,703.4
======= ======= ===== =======
Proved developed reserves ............. 2,599.9 1,168.7 582.5 4,351.1
======= ======= ===== =======
</TABLE>
(1) Calculated using the ratio of one Bbl to six Mcf.
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EXHIBIT 99.2
UNION PACIFIC RESOURCES GROUP INC.
COSTS INCURRED IN EXPLORATION AND DEVELOPMENT
AS OF DECEMBER 31, 1999
Costs Incurred in Exploration and Development:
Costs incurred (whether capitalized or expensed) in oil and gas property
acquisition, exploration and development activities are as follows:
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<CAPTION>
OTHER
UNITED STATES CANADA INTERNATIONAL WORLDWIDE
------------- -------- ------------- -----------
(MILLIONS OF DOLLARS)
<S> <C> <C> <C> <C>
Costs incurred:
Proved acreage.................. $ 12.0 $ 0.8 $ 2.5 $ 15.3
Unproved acreage................ 12.9 7.7 0.5 21.1
Exploration costs (a)........... 46.6 7.9 28.7 83.2
Development costs............... 180.9 106.1 42.8 329.8
------ ------ ----- ------
Total costs incurred (b) $252.4 $122.5 $74.5 $449.4
====== ====== ===== ======
</TABLE>
(a) Includes allocated exploration overhead costs of $17.9 million in 1999
and delay rentals of $8.3 million in 1999.
(b) Excludes capital expenditures relating to discontinued operations of
$33.7 million in 1999.
