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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 29, 1998
APACHE CORPORATION
(Exact name of registrant as specified in Charter)
DELAWARE 1-4300 41-0747868
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
2000 POST OAK BOULEVARD
SUITE 100
HOUSTON, TEXAS 77056-4400
(Address of Principal Executive Offices)
Registrant's telephone number, including area code: (713) 296-6000
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ITEM 5. OTHER EVENTS
On January 22, 1998, Apache Corporation ("Apache") filed a Registration
Statement (the "Registration Statement") on Form S-3 (Registration No.
333-44731) with the Securities and Exchange Commission ("SEC") under the
Securities Act of 1933, as amended (the "Act"). The Registration Statement,
which was declared effective by the SEC on January 28, 1998, covers debt
securities of Apache, for delayed or continuous offering pursuant to Rule 415
under the Act for an aggregate initial offering price not to exceed $300
million. Reference is made to the Registration Statement for further information
concerning the terms of such debt securities and the offering thereof. The debt
securities are issuable under an indenture, dated as of February 15, 1996 and
supplemented as of November 5, 1996 (the "Indenture"), between the Registrant
and The Chase Manhattan Bank (formerly known as Chemical Bank), as trustee.
Pursuant to a Terms Agreement dated January 29, 1998 and the
Underwriting Agreement Basic Terms incorporated by reference therein
(collectively, the "Underwriting Agreement"), by and among Apache and Merrill
Lynch, Pierce, Fenner & Smith Incorporated, Goldman, Sachs & Co., J. P. Morgan
Securities Inc. and Lehman Brothers Inc. (the "Underwriters"), Apache issued to
the Underwriters, for offering to the public, U.S. $150,000,000 principal amount
of 7% Senior Notes due 2018 (the "Senior Notes") under the Indenture. The
Underwriting Agreement and the form of 7% Senior Notes due 2018 are listed under
Item 7 as Exhibits 1.1 and 4.1, respectively, and are incorporated herein by
reference.
Apache's press release relating to the SeniorNotes is listed under Item
7 as Exhibit 99.1 and is incorporated herein by reference.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS.
EXHIBIT NO. DESCRIPTION
*1.1 Underwriting Agreement, dated January 29, 1998, among Apache
Corporation and the Underwriters.
*4.1 Form of 7% Senior Notes due 2018.
*99.1 Press Release, dated January 29, 1998, "Apache Offers $150
Million of Twenty-Year Senior Notes".
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*filed herewith
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this current report on Form 8-K to be signed on its
behalf by the undersigned thereunto duly authorized.
APACHE CORPORATION
Date: February 5, 1998 /s/ Z. S. KOBIASHVILI
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Z. S. Kobiashvili
Vice President and General Counsel
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INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
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*1.1 Underwriting Agreement, dated January 29, 1998, among Apache
Corporation and the Underwriters.
*4.1 Form of 7% Senior Notes due 2018.
*99.1 Press Release, dated January 29, 1998, "Apache Offers $150
Million of Twenty-Year Senior Notes".
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*filed herewith
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