UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 30 , 2004
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Arabian American Development Company
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-6247 75-1256622
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(Commission File Number) (IRS Employer Identification No.)
10830 N. Central Expressway, Suite 175, Dallas, Texas 75231
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(Address of Principal Executive Offices) (Zip Code)
(214) 692-7872
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(Registrant's Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTIONS OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
Arabian American Development Company (the "Company") announced today
that Drew Wilson, Jr., tendered his resignation, effective September 30, 2004,
from his positions as the Company's Secretary and Treasurer.
The Company also announced that Nicholas N. Carter, 57, was appointed
to replace Drew Wilson, Jr., effective October 1, 2004, as the Company's
Secretary and Treasurer. Mr. Carter remains as President of Texas Oil and
Chemical Co. II, Inc. ("TOCCO") and its subsidiaries. Mr. Carter has been
employed by TOCCO and its subsidiaries since 1977. TOCCO is a subsidiary of the
Company.
During 2003, South Hampton Refining Company ("South Hampton"), a
subsidiary of TOCCO, incurred product transportation costs of approximately
$388,000 with Silsbee Trading and Transportation Corp. ("STTC"), a private
trucking and transportation carrier in which Mr. Carter has a 100% equity
interest. Pursuant to a lease agreement, South Hampton leases transportation
equipment from STTC at a rate of approximately $32,800 per month, subject to
adjustment. Under the lease arrangement, STTC provides the transportation
equipment and all normal maintenance on such equipment and South Hampton
provides the drivers, fuel, management of transportation operations and
insurance on the transportation equipment. Approximately 95% of STTC's income
will be derived from such lease arrangement. The Company believes that the terms
of the lease arrangement are no less favorable in any material respect than
those which could be obtained from an unaffiliated third party. The lease
agreement operated on a month-to-month basis until January 1, 2004, when a new
five-year agreement was entered into.
Mr. Carter will not have an employment agreement with the Company.
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 hereunto duly authorized.
Date: September 30, 2004
ARABIAN AMERICAN DEVELOPMENT COMPANY
By: /s/ JOHN A. CRICHTON
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John A. Crichton
Chairman of the Board