UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported):
May 29, 1998
USX Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-5153 25-0996816
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
600 Grant Street, Pittsburgh, PA 15219-4776
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(Address of principal executive offices) (Zip Code)
(412) 433-1121
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(Registrant's telephone number,
including area code)
2
Item 5. Other Events
On May 29, 1998, USX Corporation announced that its Marathon Oil Company
unit has entered into an agreement to acquire Tarragon Oil and Gas Limited,
Calgary, for a total consideration, including $340 million of assumed debt, of
approximately $1.1 billion. The final agreement is subject to regulatory review
and approval by Tarragon shareholders. The transaction is expected to be closed
in August 1998. A copy of the press release is filed herewith as an exhibit.
Under the proposed transaction, shareholders of Tarragon will receive
Cdn$14.25 for each Tarragon share or, at their option, equivalent value in
exchangeable shares of a wholly-owned Canadian subsidiary of Marathon. Such
shares would be exchangeable into USX-Marathon Group (NYSE:MRO) common stock.
No more than 90 percent of the total consideration is to be in the form of
exchangeable shares unless consented to by Marathon.
Item 7. Financial Statements and Exhibits
(c) Exhibits
99. Press Release.
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.
USX CORPORATION
By /s/ Kenneth L. Matheny
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Kenneth L. Matheny
Vice President and Comptroller
Dated: June 4, 1998