UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 - -------------------------------------------------------------------------------- FORM 10-K/A - -------------------------------------------------------------------------------- [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR FISCAL YEAR ENDED DECEMBER 31, 2001 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____ TO _____ COMMISSION FILE NO. 0-22483 SEVEN SEAS PETROLEUM INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) CAYMAN ISLANDS 73-1468669 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5555 SAN FELIPE, SUITE 1700 HOUSTON, TEXAS 77056 (Address of principal executive offices) (Zip Code) - -------------------------------------------------------------------------------- Registrant's telephone number, including area code: (713) 622-8218 Securities registered pursuant to Section 12(b) of the Act - -------------------------------------------------------------------------------- NAME OF EACH EXCHANGE TITLE OF CLASS ON WHICH REGISTERED Ordinary shares -- par value $0.001 per share American Stock Exchange Securities registered pursuant to Section 12(g) of the Act None Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ] As of March 27, 2002, there were 37,858,544 outstanding shares of the registrant's ordinary shares (also called "common shares"), par value $0.001 per share. The aggregate market value of the common shares held by non-affiliates of the registrant (treating all executive officers and directors of the registrant and their respective affiliates for this purpose as if they may be affiliates of the registrant) was approximately $64.3 million on March 27, 2002, based upon the closing sale price of the common shares on such date of $1.95 per share on the American Stock Exchange as reported by The Wall Street Journal. ================================================================================ Introductory Note: The amendment of this Form 10-K relates to Exhibit 23(A), the consent of Arthur Andersen LLP, the Company's independent public accountants. The change to the consent letter is the inclusion of a reference to the Company's Registration Statement on Form S-3, File No. 333-81356. 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, thereunto duly authorized, in the City of Houston, State of Texas, on April 15, 2002. SEVEN SEAS PETROLEUM INC. /s/ RONALD A. LEFAIVE Ronald A. Lefaive, Vice President - Finance, Chief Financial Officer and Corporate Secretary EXHIBIT INDEX Exhibit No. Description Method of Filing - --- ----------- ---------------- 23(A) Consent of Independent Public Accountants Filed herewith electronically