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UNITED STATES
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)
December 20, 1996
AMERICAN EXPLORATION COMPANY
(Exact Name of Registrant as Specified in Its Charter)
0-11871
(Commission File Number)
DELAWARE 74-2086890
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1331 LAMAR, SUITE 900
HOUSTON, TEXAS 77010
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 756-6000
N/A
(Former Name or Former Address, if Changed Since Last Report)
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ITEM 2. ACQUISITION OF ASSETS
On December 20, 1996, American Exploration Company (the "Company")
acquired from New York Life Insurance Company ("New York Life") and
certain of its affiliates (collectively, the "Limited Partners") the
Limited Partners' aggregate 80% interest in the net assets of Ancon
Partnership Ltd. ("Ancon") for a purchase price of approximately $12.9
million. The acquisition was funded through borrowings under the
Company's bank credit facility.
The net assets acquired by the Company included interests in proved
oil and gas reserves totaling an estimated 2.3 million BOE as of
October 1, 1996, the effective date of the transaction. The interests
in oil and gas properties were valued at approximately $9 million, and
the remaining purchase price was attributable to acquired working
capital. The acquisition of the Limited Partners' interests increased
the Company's net ownership position in several of its major
properties.
Ancon is a Texas limited partnership which was formed by the Company
and New York Life to acquire, explore, develop and operate oil and gas
properties. The Company served as the general partner of Ancon, and
the New York Life entities were the only limited partners. The
Company expects to dissolve the partnership as soon as practicable
after the completion of the acquisition.
As of December 31, 1996, New York Life was the beneficial owner of
approximately 4.5% of the Company's outstanding common stock. Also, a
subsidiary of the Company and a separate subsidiary of New York Life
serve as managing general partners of a series of publicly-registered
limited partnerships that are currently in the process of liquidation.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired
Financial statements are not available at this time and will be
filed within 60 days of the date of filing this report.
(b) Pro Forma Financial Information
Pro forma financial information is not available at this time and
will be filed within 60 days of the date of filing this report.
(c) Exhibits
10(a) Purchase and Sale Agreement, dated December 16, 1996,
by and among American Exploration Company, NYLIFE
Resources Inc., New York Life Insurance Company and
New York Life Insurance and Annuity Corporation.
99(a) American Exploration Company News Release, dated
December 30, 1996.
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SIGNATURE
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.
AMERICAN EXPLORATION COMPANY
Date: January 3, 1997 By: /s/ CINDY L. GEROW
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Cindy L. Gerow
Vice President and Controller
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EXHIBIT INDEX
Exhibit No. Description
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10(a) Purchase and Sale Agreement, dated December 16, 1996,
by and among American Exploration Company, NYLIFE
Resources Inc., New York Life Insurance Company and
New York Life Insurance and Annuity Corporation.
99(a) American Exploration Company News Release, dated
December 30, 1996.