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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) September 20, 1996
UNION PACIFIC RESOURCES GROUP INC.
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(Exact name of registrant as specified in charter)
Utah 1-13916 13-2647483
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
P.O. Box 7, 801 Cherry Street, Fort Worth, Texas 76101
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code 817-877-6000
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(Former name or former address, if changed since last report)
Not applicable
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ITEM 5. OTHER EVENTS.
Capital Budget
On September 20, 1996, Union Pacific Resources Group Inc. ("UPR")
announced that it increased its 1996 capital budget from $815 million to $975
million. Approximately 70 percent of such incremental capital will be budgeted
for drilling and acreage acquisitions in the Austin Chalk, Gulf Coast and West
Texas business units. The remaining 30 percent of such incremental capital
will be budgeted for the development of gas value chain investments and
producing property purchases. As of September 30, 1996, UPR spent
approximately $615.7 million of its capital. There can be no assurance that
all of UPR's budgeted capital will be spent by the end of 1996. Expected
spending may be affected by UPR's success in acquiring certain oil and gas
properties, the availability of and competitive circumstances involving
acquisitions, changes in business and operating conditions and the timing of
project investments.
A copy of the press release issued by UPR announcing the increased
capital budget is attached as Exhibit 99.1 and is incorporated herein by
reference in its entirety.
Employee Stock Ownership Programs
Also on September 20, 1996, UPR announced its plan to institute two
employee stock ownership programs: (i) an Employee Stock Ownership Plan
("ESOP") and (ii) a Broad-Based Stock Ownership Program ("BBOP"). Under the
ESOP program, the ESOP will purchase from UPR 3.7 million shares or
$101,750,000 of UPR common stock (the "Common Stock"), whichever is of greater
value (as measured on the date of purchase). Such Common Stock purchase will be
made with proceeds from a 30 year loan from UPR ("ESOP Loan"). Such Common
Stock will fund UPR's future matching contributions under the Union Pacific
Resources Company Employees' Thrift Plan. The ESOP Loan will be repaid over
time. Employees will be eligible to participate in the ESOP immediately upon
the effective date which is expected to be January 1, 1997. Generally, as
shares of Common Stock are allocated to UPR employees, such allocated shares
shall be included in the earnings per share calculation for UPR. Under the
BBOP, approximately 120,000 shares of Common Stock will be issued in 1996 as
restricted stock ("Restricted Stock") to all regular full-time non-union,
non-executive UPR employees. Based on a September 30, 1996 market value of
$27.50 per share of Common Stock, this issuance of Restricted Stock will result
in UPR employees owning approximately $3.3 million of Common Stock. The
purposes of the BBOP and ESOP are to maximize employee stock ownership of UPR.
The ESOP and BBOP programs are not expected to have a material impact on UPR's
cash flows or earnings per share.
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A copy of the press release issued by UPR announcing the two employee
stock ownership programs is attached as Exhibit 99.2 and is incorporated herein
by reference in its entirety.
Forward Looking Statements
This report contains forward looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A
of the Securities Act of 1933, as amended. Such forward looking statements
concern, among other things, capital expenditures, development activities,
drilling activity, acquisitions and dispositions, and UPR's plans with respect
to its stock ownership programs for employees. Such forward looking
information is based upon management's current plans, expectations, estimates
and assumptions and is subject to a number of uncertainties and risks that
could significantly affect (i) current plans, (ii) anticipated actions, (iii)
the timing of such actions and (iv) UPR's financial condition and results of
operations. As a consequence, actual results may differ materially from
expectations, estimates or assumptions expressed in any forward looking
statements made by or on behalf of UPR. The risks and uncertainties include
generally (i) the volatility of oil and gas prices, (ii) economic, political,
judicial and regulatory issues and developments, (iii) competition in the
industry and competition for particular acquisitions, (iv) the economics of
producing certain reserves, (v) demand for the supply of oil and gas, (vi)
the ability to find or acquire and develop reserves of natural gas and crude
oil, and (vii) changes in the market price of the Common Stock, which can be
impacted by the foregoing as well as other factors.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
99.1 Text of Press Release, dated September 20, 1996, issued by Union
Pacific Resources Group Inc. announcing Increased Capital Budget.
99.2 Text of Press Release, dated September 20, 1996, issued by Union
Pacific Resources Group Inc. announcing Two Employee Stock Ownership
Programs.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
UNION PACIFIC RESOURCES GROUP INC.
/s/ Joseph A. LaSala, Jr.
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By: Joseph A. LaSala, Jr.
Vice President and General Counsel
DATED: October , 1996
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EXHIBIT INDEX
Exhibit Description
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99.1 Text of Press Release, dated September 20, 1996,
issued by Union Pacific Resources Group Inc.
announcing Increased Capital Budget.
99.2 Text of Press Release, dated September 20, 1996,
issued by Union Pacific Resources Group Inc.
announcing Two Employee Stock Ownership Programs.