3
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):
February February 28, 2000 (February 23,
2000)
BETA OIL & GAS, INC.
(Exact name of registrant as specified in its
charter)
Nevada
333-68381
86-0876964
(State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.)
901 Dove Street, #230, Newport Beach, Ca 92660
(Address of principal executive offices) (Zip
Code)
(949) 752-5212
(Registrant's telephone number, including area code)
Item 5. OTHER EVENTS
During 1997 Beta issued 797,245 callable common stock purchase
warrants entitling the holders to purchase 797,245 shares of Betas common
stock at an exercise price of $5.00 per share. Beta is entitled to call these
warrants at any time on and after the date that its common stock is traded on
any exchange, including the NASD Over-the-Counter Bulletin Board, at a market
price equal to or exceeding $7.00 per share for 10 consecutive trading days.
Because its common stock has now traded at a market price
exceeding $7.00 per share for 10 consecutive days, Beta is entitled to call the
callable $5 warrants at any time. Beta issued a call for these warrants as of
February 23, 2000, the record date. Of the 797,245 callable $5 warrants
originally issued, approximately 381,000 have already been exercised prior to
the issuance of the call. The closing price for Beta common stock on February 23, 2000 on
the Nasdaq Stock Market was $9.00 per share.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
See Exhibit 99 immediately following the signature page which contains Beta's form of Notice of Call which was mailed to warrant
holders of record on February 23, 2000.
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 who is duly authorized.
BETA OIL & GAS, INC.
Date: February 28, 2000 By /s/ J. Chris Steinhauser
------------------------
J. Chris Steinhauser
Chief Financial Officer,
Principal Accounting Officer
and Director