SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) [x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________________ to ________________ Commission file number 0-18886 HS RESOURCES, INC. 401(k) & PROFIT SHARING PLAN (Full title of the plan) HS RESOURCES, INC. ONE MARITIME PLAZA SAN FRANCISCO, CA 94111 (Name of issuer of the securities held pursuant to the plan and the address of its principal executive office) HS RESOURCES, INC. 401(k) & PROFIT SHARING PLAN Financial Statements and Supplemental Schedule As Of December 31, 2000 And 1999 Together With Report Of Independent Public Accountants HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- INDEX ----- Page(s) ------- REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1 FINANCIAL STATEMENTS: Statements of Net Assets Available for Benefits as of December 31, 2000 and 1999 2 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2000 3 NOTES TO FINANCIAL STATEMENTS 4-8 SUPPLEMENTAL SCHEDULE: Schedule I - Schedule of Assets (Held at End of Year) As of December 31, 2000 9-14 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Plan Administrator of the HS Resources, Inc. 401(k) & Profit Sharing Plan: We have audited the accompanying statements of net assets available for benefits of the HS RESOURCES, INC. 401(k) & PROFIT SHARING PLAN (the "Plan") as of December 31, 2000 and 1999, and the related statement of changes in net assets available for benefits for the year ended December 31, 2000. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2000 and 1999, and the changes in net assets available for benefits for the year ended December 31, 2000 in conformity with accounting principles generally accepted in the United States of America. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2000 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ ARTHUR ANDERSEN LLP Denver, Colorado, June 22, 2001. - 1 - HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS ----------------------------------------------- AS OF DECEMBER 31, 2000 AND 1999 -------------------------------- 2000 1999 ------------- -------------- INVESTMENTS (Notes 2 and 3): Money market funds $ 629,287 $ 513,020 Mutual funds 8,902,069 7,292,769 Common/collective trust fund 310,333 471,721 HS Resources common stock 6,667,664 2,692,138 Common stock 1,095,222 661,622 Loans to participants 380,065 221,458 ----------- ----------- Total investments 17,984,640 11,852,728 ----------- ----------- OTHER ASSETS: Non-interest bearing cash 77,808 56,368 ----------- ----------- RECEIVABLES: Employer contributions 1,903,907 1,422,712 Dividends 2,069 -- ----------- ----------- Total receivables 1,905,976 1,422,712 ----------- ----------- NET ASSETS AVAILABLE FOR BENEFITS $ 19,968,424 $ 13,331,808 =========== =========== The accompanying notes to financial statements are an integral part of these statements. - 2 - HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS --------------------------------------------------------- FOR THE YEAR ENDED DECEMBER 31, 2000 ------------------------------------ ADDITIONS TO NET ASSETS ATTRIBUTED TO: Investment income- Interest, dividends and other income $ 594,890 Net appreciation in fair market value of investments (Note 3) 3,284,618 ------------ Total investment income 3,879,508 ------------ Contributions- Employer 1,537,907 Employee 1,634,022 Rollover 353,882 ------------ Total contributions 3,525,811 ------------ Total additions 7,405,319 ------------ DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO: Distributions to participants 741,829 Administrative expenses 26,874 ------------ Total deductions 768,703 ------------ NET INCREASE 6,636,616 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of year 13,331,808 ------------ End of year $ 19,968,424 ============ The accompanying notes to financial statements are an integral part of this statement. - 3 - HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- NOTES TO FINANCIAL STATEMENTS ----------------------------- DECEMBER 31, 2000 AND 1999 -------------------------- 1. DESCRIPTION OF PLAN: ------------------- Effective July 1, 1990 and June 30, 1989, HS Resources, Inc. (the "Company") established the HS Resources, Inc. Employee Investment 401(k) Plan (the "401(k) Plan") and the HS Resources, Inc. Profit Sharing Plan (the "Profit Sharing Plan"), respectively. The 401(k) Plan was amended and restated effective August 1, 1998. The amendment merged the Profit Sharing Plan into the 401(k) Plan and changed the name of the 401(k) Plan to the HS Resources, Inc. 401(k) & Profit Sharing Plan (the "Plan"). At this time the HS Resources, Inc. Master Trust, which was established for the investment of assets of the 401(k) Plan and the Profit Sharing Plan, was terminated. The following description of the Plan provides only general information. Participants and all others should refer to the Plan Agreement for a more complete description of the Plan's provisions. General - ------- The Plan is a defined contribution plan covering all eligible employees of the Company, which excludes collective bargaining employees, non-resident aliens who receive no U.S. source income, leased employees and seasonal part-time employees or temporary employees. There are no service or age eligibility requirements for employee deferrals. For employer match contributions, employees must complete one year of service as defined by the Plan, and be employed on the last day of the Plan year. The Plan was established under the provisions of Section 401(a) of the Internal Revenue Code ("IRC"), which includes a qualified deferred arrangement as described in Section 401(k) of the IRC, for the benefit of eligible employees of the Company. It is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). Benefits under the Plan are not guaranteed by the Pension Benefit Guaranty Corporation. Contributions - ------------- Participants can contribute on a pre-tax basis, as permitted by Section 401(k) of the IRC, an amount from 1% to 15% of their compensation, as defined by the Plan, limited by the requirements of the IRC. Participants may also contribute after-tax amounts from 1% to 5% of compensation to the Plan. Employees may contribute rollover contributions from another qualified plan. Each Plan year, the Company may, at its sole discretion, contribute a matching contribution. Participants must be continuously employed from the first day to the last day of the Plan year to be eligible to receive matching contributions. For the Plan year ended December 31, 2000, the Company matched the following for each participant: 100% of the pre-tax contributions for each participant up to the first 10% of compensation deferred by the employee. - 4 - Each Plan year, the Company may, at its discretion, contribute an additional profit sharing contribution and qualified non-elective contribution ("QNEC") to the Plan. Allocations of profit sharing contributions are based on a uniform percentage of each participant's pay, adjusted as allowed by law to reflect the Company's payments to finance the participant's Social Security benefits. In order to be eligible for a profit sharing contribution, a participant must be employed on the last day of the Plan year or have completed at least three months of service during the Plan year. Allocations of QNECs are made in the proportion that a participant's compensation bears to the compensation of the eligible non-highly compensated participants for the portion of the Plan year in which they were participants. The Company did not make a profit sharing contribution or QNEC for the Plan year ended December 31, 2000. The annual additions under the Plan and all other plans sponsored by the Company to each participant are limited to the lesser of 25% of eligible compensation or $30,000. Annual additions are defined by the IRC. Participant Accounts - -------------------- Participant accounts are credited with participant elective contributions, matching Company contributions, profit sharing contributions, QNEC contributions, certain Plan expenses and Plan earnings or losses. Investment Options - ------------------ Effective August 1, 1998, participants were offered twelve investment options by The Charles Schwab Trust Company ("Schwab") including a personal choice investment account that allows participants to buy and sell from almost any mutual fund or other public security available at Schwab. Company stock, however, may not be traded in the personal choice investment account. Effective April 14, 2000, two additional mutual funds, Janus Growth and Income Fund and Vanguard Value Index Fund, were added as investment options. Participants may invest their accounts in one or more funds in whole percent increments. Participants may change the investment direction of their funds at any time by calling the Schwab Voice Response System or through the Schwab website. Vesting - ------- Participants are immediately and fully vested in their elective contributions, Company matching contributions, and QNECs to the Plan. Vesting in the Company profit sharing contribution is based on years of service. This contribution shall be fully vested and non-forfeitable upon and after attaining the Plan's normal retirement age (age 65), death, or disability, as defined. If termination occurs for any reason other than these events, the participant vests as follows: Years of Service Vested Percentage ---------------- ----------------- Less than 2 years 0% 2 years 20% 3 years 40% 4 years 66 2/3% 5 years or more 100% - 5 - Forfeited non-vested account balances are added to the Company's profit sharing contribution and allocated in the same manner or, if no profit sharing contribution is made, allocated among all eligible participants as if such forfeiture were a profit sharing contribution. As of December 31, 1999, forfeited non-vested accounts totaled $6,287. As of December 31, 2000, forfeited non-vested accounts totaled $9,414 and were allocated subsequent to year end. Payments of Benefits - -------------------- A participant's entire interest in the Plan is payable upon termination, attaining normal retirement age (age 65), death, or disability, as defined. Participants may also receive in-service distributions once they have reached age 59 1/2 from any of their vested accounts, at any time from their after-tax contributions account, and at any time from their matching contributions and vested profit sharing contributions accounts that have been held in the Plan for at least two years. Participant benefits are payable in a lump sum, installments or a combination thereof. In addition, hardship distributions are permitted if certain criteria are met. All retired and/or terminated employees who requested payment for the years ended December 31, 2000 and 1999 received full payment for their vested benefits prior to year-end. Participant Loans - ----------------- In accordance with the Plan Agreement, participants may borrow funds from the Plan in the form of a loan. Loans cannot exceed the lesser of $50,000 or 50% of the participant's vested account and must be a minimum of $1,000. Loans are secured by the participant's account and bear an interest rate equal to the prime rate of interest as published in the Wall Street Journal plus 2%. Such loans are evidenced by promissory notes. Participants may have a maximum of two outstanding loans at any time. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: ------------------------------------------ Basis of Accounting - ------------------- The accompanying financial statements have been prepared using the accrual method of accounting. The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan's management to use estimates and assumptions that affect the financial statements and disclosures. Actual results could differ from these estimates. Investment Valuation - -------------------- The Plan's investments are stated at fair value, which is determined by the trustee based on current market prices. Participant loans are valued at cost, which approximates fair value. Purchases and sales of securities are recorded on a trade date basis. The increase (decrease) in the fair value of investments held in the Plan are reflected in the statement of changes in net assets available for benefits as net appreciation in fair value of investments. Collective Trust - ---------------- The Schwab Stable Value Fund is a common/collective trust fund which invests in a portfolio of insurance company contracts. These contracts are carried at cost plus accrued interest, which approximates fair value. The investment in the common/collective trust fund in the accompanying - 6 - financial statements is valued at fair value as revalued daily. Interest rates earned on the investment change daily. The crediting interest rates of the underlying insurance company contracts as of December 31, 2000 ranged from 5.48% to 7.72%. The crediting interest rate as of December 31, 1999 was 6.1%. The average yield for the year ended December 31, 2000 was 6.4%. Payment of Benefits - ------------------- Benefits are recorded when paid. Plan Expenses - ------------- The Plan pays all trustee and custodial fees as shown in the accompanying financial statements. The Company pays all other costs and expenses of maintaining the Plan. Reclassifications - ----------------- Certain amounts in the December 31, 1999 financial statements have been reclassified to conform with the current year presentation. 3. INVESTMENTS: ----------- The following presents investments that exceed 5% of net assets available for benefits as of December 31, 2000 and 1999: 2000 -------------------------- Face Value or Number of Fair Units Value ----------- ---------- T. Rowe Price Small-Cap Stock Mutual Fund 62,379 $1,488,979 Vanguard Index 500 Mutual Fund 19,687 2,399,105 Vanguard Windsor II Mutual Fund 58,675 1,595,948 HS Resources Common Stock 157,349 6,667,664 1999 -------------------------- Face Value or Number of Fair Units Value ----------- ---------- T. Rowe Price Small-Cap Stock Mutual Fund 45,281 $1,032,399 Vanguard Index 500 Mutual Fund 12,989 1,757,809 Vanguard Wellington Mutual Fund 25,328 708,160 Vanguard Windsor II Mutual Fund 82,690 2,064,756 HS Resources Common Stock 156,066 2,692,138 - 7 - During 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in value as follows: Mutual funds $ (400,132) Common/collective trust fund 16,027 HS Resources Common Stock 4,119,607 Common stock (450,884) ----------- $ 3,284,618 =========== 4. INCOME TAXES: ------------ The Internal Revenue Service ("IRS") has determined and informed the Company by a letter dated March 28, 1991, that the Plan and related trust are designed in accordance with the applicable sections of the IRC. The Plan has been amended and restated since receiving the determination letter; however, the Plan Administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the IRC. Therefore, the Plan Administrator believes that the Plan was qualified and the related trust was tax-exempt as of the financial statement dates. 5. PLAN TERMINATION: ---------------- Although it has not expressed any intent to do so, the Company has the right to terminate the Plan and dispose of the net assets in accordance with the provisions of ERISA. 6. RELATED PARTY TRANSACTIONS: -------------------------- Certain Plan investments are shares and/or units of mutual funds, common/collective trust funds, and money market funds managed by Schwab. Certain Plan investments are also shares of the Company's common stock. Therefore, these transactions qualify as party-in-interest transactions. 7. RISKS AND UNCERTAINTIES: ----------------------- The Plan provides for various investments in mutual funds, common/collective trust funds, money market funds, common stock, and Company common stock. Investments in general, are subject to various risks, such as interest rate, credit, and overall market volatility risk. Due to the level of risk associated with certain investments, including the Company's common stock, it is reasonably possible that changes in the value of investments will occur in the near term. 8. SUBSEQUENT EVENTS: ----------------- On May 14, 2001, HS Resources, Inc. announced that it entered into a definitive merger agreement to be acquired by Kerr-McGee Corporation ("Kerr-McGee") in a merger of the two companies. The agreement was unanimously approved by both the HS and Kerr-McGee boards of directors and is subject only to customary conditions, including approval by HS shareholders and appropriate regulatory bodies. The Company's shareholders will have the opportunity to elect to receive either cash or stock, subject to proration, so that 70% of the total Company shares are acquired for $66 in cash and 30% are acquired in exchange for 0.9404 shares of Kerr-McGee stock. The effect this merger will have on the Plan has not yet been determined. - 8 - SCHEDULE I Page 1 of 6 HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- SCHEDULE OF ASSETS (HELD AT END OF YEAR) ---------------------------------------- AS OF DECEMBER 31, 2000 ----------------------- Identity of Issue, Number of Borrower, Lessor or Shares or Current Similar Party Description of Investments Principal Value Value - ------------------------ -------------------------------------------- ----------------- ----------- The Charles Schwab Trust Company: Money Market Funds: Stock Liquidity 1,681 $ 1,681 *Schwab Value Advantage Fund 271,270 271,270 *Schwab Money Market Fund 305,407 305,407 *Schwab Value Advantage Money Fund 50,929 50,929 ---------- Total money market funds 629,287 ---------- Common/Collective Trust Fund: *Schwab Stable Value Fund 24,169 310,333 ---------- Mutual Funds: American AAdvantage International Equity 25,345 437,716 DFA US Small Cap 6-10 Value 20,138 370,944 Janus Growth & Income 14,676 518,808 Oakmark International Fund 23,856 368,821 PIMCO Total Return Fund 39,659 412,061 T. Rowe Price Small-Cap Stock 62,379 1,488,979 Vanguard Index 500 19,687 2,399,105 Vanguard Value Index 1,915 43,791 Vanguard Wellington 23,876 673,532 Vanguard Windsor II Fund 58,675 1,595,948 American Century International 7,687 100,620 American Century Life Sciences Fund 729 3,967 Dresdner RCM Biotech Fund 218 7,930 Dresdner RCM Global Health Care Class N 194 4,784 Dresdner RCM Global Small Cap 140 2,600 Dreyfus Premier Tech Growth Class A 103 3,951 Firsthand Tech Leaders Fund 114 3,857 Firsthand Technology Value Fund 150 11,131 FMI Focus Fund 661 19,046 Fremont Bond Fund 257 2,558 Gabelli Global Growth Fund 111 2,261 *Represents a party-in-interest (Note 6). - 9 - SCHEDULE I Page 2 of 6 HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- SCHEDULE OF ASSETS (HELD AT END OF YEAR) ---------------------------------------- AS OF DECEMBER 31, 2000 ----------------------- Identity of Issue, Number of Borrower, Lessor or Shares or Current Similar Party Description of Investments Principal Value Value - ------------------------ -------------------------------------------- ----------------- ----------- The Charles Schwab Gabelli Growth Fund 46 $ 1,755 Trust Company: Icon Energy Fund 282 3,923 Invesco Strategic Energy Portfolio 561 11,710 IPS Millennium Fund Class A 32 1,648 Janus Enterprise Fund 375 19,950 Janus Global Life Science Fund 669 14,354 Janus Global Technology Fund 308 6,219 Janus Mercury Fund 583 17,289 Janus Olympus Fund 84 3,462 Janus Special Situations Fund 1,064 18,817 Janus Strategic Value Fund 185 1,943 Janus Twenty Fund 306 16,790 Janus Worldwide Fund 239 13,579 Managers U.S. Stock Market Plus Fund 4,578 58,873 Marsico Focus Fund 567 9,774 Meridian Value Fund 91 2,641 Pax World Fund Inc. 137 3,075 PBHG Technology & Communications Fund 5 156 PIN Oak Aggressive Stock 88 4,091 Red Oak Technology 202 4,408 Rockland Small Cap Growth Fund 2,081 43,099 Rydex OTC Fund 779 13,175 *Schwab Marketmanager Balanced 310 3,548 *Schwab Marketmanager International 114 1,523 *Schwab 1000 Equity Fund 68 2,499 Selected American Shares 29 1,037 Strong Conservative Equity Fund 196 3,247 Strong Advisor Small Cap Value Class Z 125 2,145 Strong Technology 100 Fund 2,662 21,404 Third Avenue Value Fund 896 32,457 UAM Clipper Focus Port Institutional Class 173 2,686 Van Kampen Emerging Growth Fund Class A 27 1,704 Van Wagoner Technology Fund 152 6,358 *Represents a party-in-interest (Note 6). - 10 - SCHEDULE I Page 3 of 6 HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- SCHEDULE OF ASSETS (HELD AT END OF YEAR) ---------------------------------------- AS OF DECEMBER 31, 2000 ----------------------- Identity of Issue, Number of Borrower, Lessor or Shares or Current Similar Party Description of Investments Principal Value Value - ------------------------ -------------------------------------------- ----------------- ----------- The Charles Schwab Vanguard Growth Index Fund 525 $ 16,055 Trust Company: Warburg Pincus Cap Appreciation Fund 545 12,883 Warburg Pincus Global Post Venture 245 5,571 Warburg Pincus Japan Growth Fund Inc. 280 1,951 Warburg Pincus Japan Small Company 756 1,685 Wasatch Small Cap Value Fund 839 2,643 Weitz Hickory Portfolio 242 6,668 White Oak Growth Stock 521 32,864 ---------- Total mutual funds 8,902,069 ---------- * HS Resources Common Stock 157,349 6,667,664 ---------- Common Stock: AT&T Corp. 500 8,625 Adobe Systems, Inc. 80 4,655 Advanced Micro Devices 2,335 32,252 American Express Co. 200 10,988 Anadarko Petroleum Corp. 70 4,976 AOL Time Warner 200 6,960 Applied Materials, Inc. 500 19,094 Applied Micro Circuits 300 22,514 Arch Wireless, Inc. 4 3 Avaya, Inc. 45 464 Avista Corp. 30 615 Ballard Power Systems F 30 1,895 Barnesandnoble.com, Inc. Class A 100 131 Berkshire Hathaway Class B 1 2,354 Cabletron Systems 200 3,013 Carematrix 25 5 Cisco System, Inc. 433 16,562 Citrix Systems 200 4,500 * Represents a party-in-interest (Note 6). - 11 - SCHEDULE I Page 4 of 6 HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- SCHEDULE OF ASSETS (HELD AT END OF YEAR) ---------------------------------------- AS OF DECEMBER 31, 2000 ----------------------- Identity of Issue, Number of Borrower, Lessor or Shares or Current Similar Party Description of Investments Principal Value Value - ------------------------ -------------------------------------------- ----------------- ----------- The Charles Schwab Communication Intelligence Corp. New 650 $ 670 Trust Company: Corixa Corp. 401 11,178 Corning, Inc. 300 15,844 Cuseeme Networks, Inc. 300 300 Cypress Semiconductor Corp. 300 5,906 Digital Armor, Inc. 1,000 1 Direct Focus, Inc. 100 3,356 EMC Corp. 600 39,900 Eagle Geophysical, Inc. 2,200 9 Electronics For Imaging 300 4,181 Extreme Networks, Inc. 300 11,738 F5 Networks, Inc. 100 950 GSI Lumonics, Inc. 1,000 8,000 General Electric Company 900 43,144 Global Crossing LTD 400 5,725 Headhunter.net, Inc. 96 684 Helmerich & Payne, Inc. 1,600 70,219 Heska Corp. 600 413 Impath, Inc. 300 19,950 Infonow Corp. New 250 352 Inprise Corp. 100 553 Intel Corp. 1,040 31,267 Iomega Corp. 120 402 Isonics Corp. 200 275 JDS Uniphase Corporation 362 15,091 Level 3 Communications Inc. 30 984 Lucent Technologies Inc. 561 7,574 Mcleod USA Class A 500 7,062 Medimmune, Inc. 500 23,844 Merck & Co, Inc. 100 9,362 Meridian Resource Corp. 500 4,312 Micron Technology, Inc. 700 24,850 Microsoft Corp. 449 19,475 - 12 - SCHEDULE I Page 5 of 6 HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- SCHEDULE OF ASSETS (HELD AT END OF YEAR) ---------------------------------------- AS OF DECEMBER 31, 2000 ----------------------- Identity of Issue, Number of Borrower, Lessor or Shares or Current Similar Party Description of Investments Principal Value Value - ------------------------ -------------------------------------------- ----------------- ----------- The Charles Schwab Mortgage.com, Inc. 200 $ 3 Trust Company: NanoPierce Technologies 100 81 Neoware Systems 250 266 Net2phone, Inc. 300 2,212 New Era of Networks, Inc. 1,194 7,015 Nokia ADR 860 37,410 Ocean Energy, Inc. New 1,000 17,375 Park Electrochemical Corp. 300 9,206 Patina Oil & Gas Corp. 1,000 24,000 Peace Arch Entertainment Class B 1,500 2,906 Philips Electronics NV ADR 682 24,723 Plantronics, Inc. 450 21,150 Plug Power, Inc. 10 147 Prize Energy Corp. 3,000 62,250 PYR Energy Corp. 1,225 10,642 Qualcomm, Inc. 3 247 Rambus, Inc. 40 1,445 Research Frontiers, Inc. 2,700 47,250 RSL Communications A 1,100 187 Savvis Communications Corp. 1,000 875 Shuffle Master, Inc. 1,200 19,050 Spinnaker Exploration Co. 250 10,625 Sprint PCS Group 90 1,839 Starbase Corp. New 700 1,641 Sun Microsystems, Inc. 1,500 41,812 Superconductor Technologies 100 362 Tegal Corp. 200 325 Texas Instruments, Inc. 400 18,962 Titan Corp. 600 9,750 Tollgrade Communications, Inc. 250 9,125 Tri Valley Corp. 1,250 2,031 Triquint Semiconductor 100 4,369 Tyco International 1,401 77,742 Tycom 1,900 42,512 Universal Display Corp. 200 1,437 - 13 - SCHEDULE I Page 6 of 6 HS RESOURCES, INC. ------------------ 401(k) & PROFIT SHARING PLAN ---------------------------- SCHEDULE OF ASSETS (HELD AT END OF YEAR) ---------------------------------------- AS OF DECEMBER 31, 2000 ----------------------- Identity of Issue, Number of Borrower, Lessor or Shares or Current Similar Party Description of Investments Principal Value Value - ------------------------ -------------------------------------------- ----------------- ----------- The Charles Schwab Verizon Communications 125 $ 6,266 Trust Company: Verticalnet, Inc. 1,000 6,656 Vishay Intertechnology 300 4,538 Wal-Mart Stores, Inc. 200 10,625 Williams Co., Inc. 101 4,037 Williams Communications Group 2,000 23,500 Winstar Communications, Inc. 45 526 Xerox Corp. 200 925 ---------- Total common stock 1,095,222 ---------- Participant loans - interest rates ranging from 9.0% - 11.50% 380,065 ---------- Total investments $17,984,640 ========== - 14 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, HS Resources, Inc. (as Plan Administrator) has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. HS RESOURCES, INC. 401(k) & PROFIT SHARING PLAN By: HS RESOURCES, INC., Plan Administrator By: /s/ ANNETTE M. MONTOYA -------------------------------------------- Name: Annette M. Montoya Title: Vice President-Human Resources, Accounting & Administration DATED: June 22, 2001 EXHIBIT INDEX Exhibit Number Description of Exhibits - ------- ----------------------- 23.1 Consent of Independent Public Accountants