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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 1
TO CURRENT REPORT ON
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): FEBRUARY 22, 2002
TESORO PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-3473 95-0862768
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
300 CONCORD PLAZA DRIVE 78216-6999
SAN ANTONIO, TEXAS (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (210) 828-8484
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The undersigned hereby amends and restates Item 7 of its Current Report on Form
8-K dated February 22, 2002 and filed on February 25, 2002, in its entirety to
read as set forth below in order to refile Exhibit 23.1 in its entirety in the
form attached hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial statements of businesses acquired.
The following financial statements are incorporated by
reference to Appendix A to the Company's Current Report on
Form 8-K, File No. 1-3473, filed on February 25, 2002:
FINANCIAL STATEMENTS OF GOLDEN EAGLE REFINING AND MARKETING ASSETS
BUSINESS
Report of Independent Public Accountants.......................A-2
Balance Sheets - December 31, 2001 and 2000....................A-3
Statements of Income - Year Ended December 31, 2001 and Four
Months Ended December 31, 2000.................................A-4
Statements of Cash Flows - Year Ended December 31, 2001 and Four
Months Ended December 31, 2000.................................A-5
Statements of Changes in Net Parent Investment - Year Ended
December 31, 2001 and Four Months Ended December 31, 2000......A-6
Notes to Financial Statements..................................A-7
(b) Pro forma financial information.
The following pro forma financial information is incorporated by
reference to Appendix B to the Company's Current Report on Form
8-K, File No. 1-3473, filed on February 25, 2002:
PRO FORMA FINANCIAL STATEMENTS
Unaudited Pro Forma Combined Condensed Balance
Sheet as of December 31, 2001..................................B-4
Unaudited Pro Forma Combined Condensed Statement of
Operations for the Year Ended December 31, 2001................B-6
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(c) Exhibits.
23.1 Consent of Arthur Andersen LLP.
99.1 Press Release issued on February 22, 2002 by
Tesoro Petroleum Corporation (incorporated by
reference to Exhibit 99.1 to the Company's Current
Report on Form 8-K, File No. 1-3473, filed on
February 25, 2002).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: April 22, 2002
TESORO PETROLEUM CORPORATION
By: /s/ Gregory A. Wright
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Gregory A. Wright
Senior Vice President
and Chief Financial Officer
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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23.1 Consent of Arthur Andersen LLP.
99.1 Press Release issued on February 22, 2002 by Tesoro Petroleum
Corporation (incorporated by reference to Exhibit 99.1 to the
Company's Current Report on Form 8-K, File No. 1-3473, filed on
February 25, 2002).
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