UNITED STATES 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): September 3, 2004
EAGLE EXPLORATION COMPANY
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(Exact name of registrant as specified in its charter)
Colorado
(State or Other Jurisdiction of Incorporation)
0-9458 84-0804143
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(Commission File Number) (I.R.S. Employer Identification No.)
1801 Broadway, Suite 810
Denver, Colorado 80202
(Address of principal executive offices)
(303) 296-3677
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changes Since Last Report)
Check the appropriate box if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
[ ] Pre commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 1.02. Termination of a Material Definitive Agreement.
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As reported in its Annual Report on Form 10-KSB for the fiscal year ended
March 31, 2002, Eagle Development Company, a wholly owned subsidiary of Eagle
Exploration Company (the "Company") owns a 25% membership interest in, and is
co-manager of, Buffalo Highlands, LLC, a Colorado limited liability company
formed on August 20, 2001 ("the LLC"). The LLC owns an option ("First Option")
to purchase approximately 320 acres of undeveloped land in Adams County,
Colorado, immediately north of Denver, Colorado.
The First Option provided for a $25,000 earnest money payment and five
$200,000 option payments from the LLC to the landowners. The first of these
payments was made in August of 2001, the second payment was made on August 20,
2002, the third payment was made on January 15, 2003, the fourth payment was
made by a homebuilder through the escrow described below on January 15, 2004 and
the remaining payment is due December 31, 2004. The First Option period can be
extended thereafter under certain conditions through December 31, 2008 by the
payment each six months of $100,000 plus interest. All option payments are
non-refundable. The earnest money and all options payments may be applied toward
the $5,000,000 purchase price of the land if the First Option is exercised.
In accordance with its plan, the LLC entered into an option agreement
("Second Option") with an unaffiliated national homebuilder. The Second Option
essentially assigned the First Option to the homebuilder, and required the
homebuilder, to the extent it continued, to escrow with a title company
semi-annual payments in the amount of $234,000, which amount was subsequently
amended to $134,000 at the time the second option payment was due and may be
applied to its purchase price, as consideration for the assignment. The
homebuilder also agreed to pay the remaining option payment under the First
Option and pay all entitlement, zoning and development costs.
On September 3, 2004, the homebuilder notified the LLC that it had elected
to terminate the Second Option and all other agreements between the parties,
including an agreement with the project consultants whose work to date was
assigned to the LLC. This work completed the engineering and planning with
respect to the property necessary to submit the PUD zone document for city
approval. The LLC understands the city staff has recommended approval of this
document for a planning commission hearing scheduled for September 8, 2004 and a
city council hearing scheduled for November 1, 2004.
The homebuilder also agreed to release $168,000, which was being held in
escrow to the LLC. The LLC intends to proceed with the scheduled hearings, and
subject to zoning approval pay the $200,000 option payment due in December 2004
and begin negotiations with other homebuilders who have expressed an interest in
the property.
There can be no assurance that the LLC will be successful in obtaining all
of the many local, county and state approvals, permits and licenses required to
commence development of the land subject to the option. In addition, the LLC
faces risks outside its control, including, city approval of final plat, title
defects, inability to obtain adequate water and sanitation facilities, general
economic conditions, changes in interest rates and infrastructure problems.
Finally, there can be no assurance that the LLC can find other parties to
develop the property within the time periods remaining under the First Option.
Item 9. Financial Statements and Exhibits.
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(a) Financial Statements: Not applicable
(b) Pro Forma Financial Statements: Not applicable.
(c) Exhibits: None
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 hereunto duly authorized.
EAGLE EXPLORATION COMPANY
Date: September 9, 2004 By: /s/ Raymond N. Joeckel
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Raymond N. Joeckel
President
