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) January 5, 2001 (December 28, 2000) ST. MARY LAND & EXPLORATION COMPANY (Exact name of registrant as specified in its charter) Delaware 0-20872 41-0518430 (State or other (Commission File (I.R.S Employer jurisdiction of Number) Identification No.) incorporation) 1776 Lincoln Street, Suite 1100, Denver, Colorado 80203 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (303) 861-8140 Not applicable (Former name or former address, if changed since last report.) ITEM 2. Acquisition or Disposition of Assets. On December 28, 2000, St. Mary Land & Exploration Company (the "Company") acquired certain producing and nonproducing oil and gas properties in the Anadarko Basin in Oklahoma and Texas from JN Exploration and Production Limited Partnership, Colt Resources Corporation, Princeps Partners, Inc., and The William G. Helis Company, LLC (collectively, "JN et al") for a purchase price of $32.0 million in cash after normal purchase price adjustments. The Company utilized cash on hand and a portion of its existing credit facility with Bank of America to fund the acquisition. The transaction was consummated pursuant to an Agreement of Sale and Purchase dated October 16, 2000, effective as of September 1, 2000. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial statements of businesses acquired. Financial statements for the acquired properties are not required to be filed with this report. (b) Pro forma financial information. Pro forma financial statements, which give effect to the acquisition of the acquired properties are not required to be filed with this report. (c) Exhibits. The following exhibit is furnished as part of this report: Exhibit 10.1 Agreement of Sale and Purchase dated October 16, 2000, effective as of September 1, 2000; between JN Exploration and Production Limited Partnership, Colt Resources Corporation, Princeps Partners, Inc., and The William G. Helis Company, LLC (collectively, "JN et al") and St. Mary Land & Exploration Company. 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 hereunto duly authorized. ST. MARY LAND & EXPLORATION COMPANY Date: January 5, 2001 By /s/ MARK A. HELLERSTEIN -------------------------- Mark A. Hellerstein President and Chief Executive Officer Date: January 5, 2001 By /s/ RICHARD C. NORRIS ------------------------- Richard C. Norris Vice President - Finance, Treasurer and Secretary