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) October 2, 1996 ----------------- FOUNTAIN OIL INCORPORATED ---------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 0-9147 91-0881481 - ----------------------------- ------------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1400 Broadfield Blvd., Suite 200, Houston, Texas 77084-5163 - ------------------------------------------------- ------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 713-492-6992 -------------- -------------------------------------------------------------- (Former name or former address, if changed since last report) 5. OTHER EVENTS On October 2, 1996, Registrant completed the issuance of an aggregate of 1,139,800 shares of its Common Stock upon the exercise of Stock Purchase Warrants expiring February 28, 1997 entitling the Registered Holders thereof to purchase shares of Registrant's Common Stock at an exercise price of $5.10 per share. Registrant received aggregate proceeds of $5,812,980 upon such exercise. The series of Stock Purchase Warrants expiring February 28, 1997 had been called for redemption, and all outstanding warrants of that series have been exercised. 2 SIGNATURES Pursuant to the requirement 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. FOUNTAIN OIL INCORPORATED Date: October 2, 1996 By: /s/ Susan E. Palmer --------------------------------- Susan E. Palmer Corporate Secretary 3