1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the period ended March 31, 2000 OR [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ________ to ________ Commission File Number: 0-20100 BELDEN & BLAKE CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Ohio 34-1686642 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 5200 Stoneham Road North Canton, Ohio 44720 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (330) 499-1660 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) - -------------------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report.) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No As of April 30, 2000, Belden & Blake Corporation had outstanding 10,256,487 shares of common stock, without par value, which is its only class of stock. 2 BELDEN & BLAKE CORPORATION INDEX - ------------------------------------------------------------------------------------------------------------------- PAGE PART I Financial Information: Item 1. Financial Statements Consolidated Balance Sheets as of March 31, 2000 and December 31, 1999...................................................... 1 Consolidated Statements of Operations for the three months ended March 31, 2000 and 1999................................... 2 Consolidated Statements of Shareholders' Equity (Deficit) for the three months ended March 31, 2000 and the years ended December 31, 1999 and 1998................................. 3 Consolidated Statements of Cash Flows for the three months ended March 31, 2000 and 1999................................... 4 Notes to Consolidated Financial Statements................................ 5 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.................................... 7 PART II Other Information Item 6. Exhibits and Reports on Form 8-K.......................................... 10 3 BELDEN & BLAKE CORPORATION CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE DATA) MARCH 31, DECEMBER 31, 2000 1999 ============= ============= (UNAUDITED) ASSETS - ------ CURRENT ASSETS Cash and cash equivalents $ 6,432 $ 4,536 Accounts receivable, net 17,179 25,301 Inventories 1,831 2,106 Deferred income taxes 2,044 2,006 Other current assets 6,631 1,154 ------------- ------------- TOTAL CURRENT ASSETS 34,117 35,103 PROPERTY AND EQUIPMENT, AT COST Oil and gas properties (successful efforts method) 400,963 534,515 Gas gathering systems 13,476 22,193 Land, buildings, machinery and equipment 22,294 24,242 ------------- ------------- 436,733 580,950 Less accumulated depreciation, depletion and amortization 193,550 280,047 ------------- ------------- PROPERTY AND EQUIPMENT, NET 243,183 300,903 OTHER ASSETS 14,107 14,689 ------------- ------------- $ 291,407 $ 350,695 ============= ============= LIABILITIES AND SHAREHOLDERS' DEFICIT - ------------------------------------- CURRENT LIABILITIES Accounts payable $ 4,138 $ 4,132 Accrued expenses 24,253 23,024 Current portion of long-term liabilities 14,427 50,979 ------------- ------------- TOTAL CURRENT LIABILITIES 42,818 78,135 LONG-TERM LIABILITIES Bank and other long-term debt 43,160 78,161 Senior subordinated notes 225,000 225,000 Other 781 570 ------------- ------------- 268,941 303,731 DEFERRED INCOME TAXES 23,487 20,419 SHAREHOLDERS' DEFICIT Common stock without par value; $.10 stated value per share; authorized 58,000,000 shares; issued and outstanding 10,256,487 and 10,260,457 shares 1,026 1,026 Paid in capital 107,616 107,609 Deficit (152,481) (160,225) ------------- ------------- TOTAL SHAREHOLDERS' DEFICIT (43,839) (51,590) ------------- ------------- $ 291,407 $ 350,695 ============= ============= See accompanying notes. 1 4 BELDEN & BLAKE CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS) (UNAUDITED) THREE MONTHS ENDED MARCH 31, -------------------------------- 2000 1999 ------------- ------------- REVENUES Oil and gas sales $ 19,812 $ 18,964 Gas gathering, marketing, and oilfield sales and service 7,240 15,293 Other 833 1,099 ------------- ------------- 27,885 35,356 EXPENSES Production expense 5,430 5,089 Production taxes 762 792 Gas gathering, marketing, and oilfield sales and service 5,925 14,156 Exploration expense 937 1,611 General and administrative expense 932 1,073 Franchise, property and other taxes 165 179 Depreciation, depletion and amortization 8,986 10,942 Other nonrecurring expense 24 -- ------------- ------------- 23,161 33,842 ------------- ------------- OPERATING INCOME 4,724 1,514 Gain on sale of subsidiary and other income 14,426 -- Interest expense (8,286) (8,439) ------------- ------------- INCOME (LOSS) BEFORE INCOME TAXES 10,864 (6,925) Provision (benefit) for income taxes 3,120 (2,768) ------------- ------------- NET INCOME (LOSS) $ 7,744 $ (4,157) ============= ============= See accompanying notes. 2 5 BELDEN & BLAKE CORPORATION CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIT) (IN THOUSANDS) TOTAL COMMON COMMON PAID IN EQUITY SHARES STOCK CAPITAL DEFICIT (DEFICIT) ============ ============== ============== ============== ============ JANUARY 1, 1998 10,000 $ 1,000 $ 107,230 $ (11,372) $ 96,858 Employee stock bonus 111 11 667 678 Net loss (130,550) (130,550) - ---------------------------------------------------------------------------------------------------------------- DECEMBER 31, 1998 10,111 1,011 107,897 (141,922) (33,014) Employee stock bonus 118 12 (288) (276) Stock options exercised 31 3 3 Net loss (18,303) (18,303) - ---------------------------------------------------------------------------------------------------------------- DECEMBER 31, 1999 10,260 1,026 107,609 (160,225) (51,590) Other (4) 7 7 Net income 7,744 7,744 - ---------------------------------------------------------------------------------------------------------------- MARCH 31, 2000 (UNAUDITED) 10,256 $ 1,026 $ 107,616 $ (152,481) $ (43,839) ================================================================================================================ See accompanying notes. 3 6 BELDEN & BLAKE CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (IN THOUSANDS) THREE MONTHS ENDED MARCH 31, ------------------------------------ 2000 1999 --------------- ----------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $ 7,744 $ (4,157) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion and amortization 8,986 10,942 Gain on sale of subsidiary (13,155) -- Loss (gain) on disposal of property and equipment 42 (82) Exploration expense 937 1,611 Deferred income taxes 3,030 (2,768) Deferred compensation and stock grants -- (299) Change in operating assets and liabilities, net of effects of disposition of subsidiary: Accounts receivable and other operating assets (1,439) 6,912 Inventories (25) 1,467 Accounts payable and accrued expenses 2,978 (3,545) NET CASH PROVIDED BY OPERATING ACTIVITIES --------------- ----------------- 9,098 10,081 CASH FLOWS FROM INVESTING ACTIVITIES: Disposition of subsidiary, net of cash 69,031 -- Proceeds from property and equipment disposals 82 271 Exploration expense (937) (1,611) Additions to property and equipment (3,484) (365) (Increase) decrease in other assets (311) 122 --------------- ----------------- NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES 64,381 (1,583) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from revolving line of credit and term loan -- 9,000 Repayment of long-term debt and other obligations (71,583) (14,449) --------------- ----------------- NET CASH USED IN FINANCING ACTIVITIES (71,583) (5,449) --------------- ----------------- NET INCREASE IN CASH AND CASH EQUIVALENTS 1,896 3,049 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 4,536 10,691 --------------- ----------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 6,432 $ 13,740 =============== ================= CASH PAID DURING THE PERIOD FOR: Interest $ 3,542 $ 2,927 NON-CASH INVESTING AND FINANCING ACTIVITIES: Acquisition of assets in exchange for long-term obligations $ 239 $ 125 See accompanying notes. 4 7 BELDEN & BLAKE CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2000 - -------------------------------------------------------------------------------- (1) BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Belden & Blake Corporation (the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2000 are not necessarily indicative of the results that may be expected for the year ended December 31, 2000. For further information, refer to the consolidated financial statements and footnotes included in the Company's annual report on Form 10-K for the year ended December 31, 1999. Certain reclassifications have been made to conform to the current presentation. (2) CREDIT AGREEMENT On March 21, 2000, the Company and its bank group amended the revolving credit agreement to establish a borrowing base of $62.7 million and to forego the May 2000 borrowing base redetermination. The next scheduled borrowing base redetermination is in November 2000. Future borrowing base revisions require approval from all lenders. At March 31, 2000, the outstanding balance under the credit agreement was $43 million. The outstanding balances under the agreement incur interest at the Company's choice of several indexed rates, the most favorable being 9.04% at March 31, 2000. In addition to its revolving credit facility the Company has $14 million in term loans outstanding from Chase Manhattan Bank with interest payable at LIBOR plus 2.5% which are due on January 1, 2001. If the bank group materially reduces the borrowing base in November 2000 any borrowing base deficiency must be repaid within thirty days of the effective date of the redetermination. There is no assurance that the Company could meet such required repayment obligation. The Company expects to be able to meet its 2000 debt service requirements through internally generated cash flow, the sale of non strategic assets and additional debt. The Company is required to maintain specified financial ratios and tests. The consolidated interest expense and EBITDA (EBITDAX) used for the covenant calculations at each period will be calculated on a pro forma basis as if the sale of Peake Energy, Inc. ("Peake") (see Note 3) had occurred on the first day of each period. The Company is required to maintain a senior debt interest coverage ratio of at least 3.50 to 1.00, a senior debt leverage ratio greater than 3.50 to 1.00 and a minimum EBITDAX of at least $36 million for each trailing four quarter period. The agreement also requires a minimum working capital ratio of 1.00 to 1.00. As of March 31, 2000, the Company's working capital ratio was .80 to 1.00. The Company and its lenders have agreed to include the Company's available borrowing base and exclude the current portion of certain long-term debt from this calculation. After making these adjustments the working capital ratio as of March 31, 2000 was 1.87 to 1.00. The Company satisfied all financial covenants as of March 31, 2000. From time to time the Company may enter into interest rate swaps to hedge the interest rate exposure associated with the credit facility, whereby a portion of the Company's floating rate exposure is exchanged for a fixed interest rate. At December 31, 1999, the Company had interest rate swap arrangements covering $120 million of debt. On March 21, 2000, the Company terminated swaps 5 8 totaling $80 million which resulted in a gain of $1.3 million. At March 31, 2000, the Company had remaining swap arrangements covering $40 million of debt which terminate in October 2000 unless extended at the institution's option for an additional two years. (3) SALE OF PEAKE ENERGY, INC. On March 17, 2000, the Company sold the stock of Peake, a wholly owned subsidiary, to North Coast Energy, Inc., an independent oil and gas company, with an effective date of January 1, 2000. The sale included substantially all of the Company's oil and gas properties in West Virginia and Kentucky. The sale resulted in net proceeds of approximately $69 million. The Company recorded a $13.2 million gain on the sale in the first quarter of 2000. At December 31, 1999, using SEC pricing parameters, Peake had proved developed reserves of approximately 66.5 Bcfe (billion cubic feet of natural gas equivalent) and proved undeveloped reserves of approximately 3.7 Bcfe. Peake's reserves represented 20.2% of the Company's total proved reserves. The unaudited pro forma results of operations for the three month periods ended March 31, 2000 and 1999 are as follows: revenues of $23.8 million and $31.4 million, respectively. The pro forma effects on net income were not material. The unaudited pro forma information presented above assumes the disposition occurred prior to each period presented and does not purport to be indicative of the results that actually would have been obtained and is not intended to be a projection of future results or trends. (4) INDUSTRY SEGMENT FINANCIAL INFORMATION The Company operates in one reportable segment, as an independent energy company engaged in producing oil and natural gas; exploring for and developing oil and gas reserves; acquiring and enhancing the economic performance of producing oil and gas properties and gathering natural gas for delivery to intrastate and interstate gas transmission pipelines. The Company's operations are conducted entirely in the United States. 6 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following table presents certain information with respect to the oil and gas operations of the Company: THREE MONTHS ENDED MARCH 31, ------------------------- 2000 1999 ----------- ---------- PRODUCTION Gas (Mmcf) 5,877 6,998 Oil (Mbbls) 163 196 Total production (Mmcfe) 6,858 8,171 AVERAGE PRICE Gas (per Mcf) $ 2.65 $ 2.40 Oil (per Bbl) 25.98 11.24 Mcfe 2.89 2.32 AVERAGE COSTS (PER MCFE) Production expense 0.79 0.62 Production taxes 0.11 0.10 Depletion 0.96 1.05 GROSS MARGIN (PER MCFE) 1.99 1.60 MMCF - MILLION CUBIC FEET MBBLS - MILLION BARRELS MMCFE - MILLION CUBIC FEET OF NATURAL GAS EQUIVALENT MCF - THOUSAND CUBIC FEET BBL - BARREL MCFE - THOUSAND CUBIC FEET OF NATURAL GAS EQUIVALENT RESULTS OF OPERATIONS Operating income increased $3.2 million from $1.5 million in the first quarter of 1999 to $4.7 million in the first quarter of 2000. This increase was the result of a $1.9 million decrease in depreciation, depletion and amortization expense, a $715,000 increase in operating margins and a $674,000 decrease in exploration expense. Net income increased $11.9 million from a net loss of $4.2 million in the first quarter of 1999 to net income of $7.7 million in the first quarter of 2000. This increase was the result of the $13.2 million gain on the sale of Peake in March 2000, a $1.3 million gain on terminated interest rate swaps, and the changes in operating income discussed above offset by an increase in the provision for income tax of $5.9 million primarily due to the increase in income before income taxes partially offset by a lower effective state tax rate due to the sale of Peake. As a result of this rate decrease, a deferred tax benefit of $817,000 was recorded in the first quarter of 2000 which reduced the effective rate from 36.2% to 28.7%. Earnings before interest, income taxes, depreciation, depletion, amortization, exploration expense and other nonrecurring items ("EBITDAX") increased $604,000 from $14.1 million in the first quarter of 1999 to $14.7 million in the first quarter of 2000 primarily due to the increased operating margins in the first quarter of 2000. Total revenues decreased $7.5 million (21%) in the first quarter of 2000 compared to the first quarter of 1999 due to the sale of the Company's Belden Energy Services Company ("BESCO") and Target Oilfield Pipe and Supply ("TOPS") subsidiaries in the second half of 1999 and decreases in the volume of oil and natural gas sold offset by increases in the average price paid for the Company's oil and natural gas. Gross operating margins increased $715,000 in the first quarter of 2000 compared to the first quarter of 1999 primarily due to increases in oil and gas prices partially offset by decreases in the volume of oil and natural gas sold and higher production expense. 7 10 Oil volumes decreased 33,000 Bbls (16%) from 196,000 Bbls in the first quarter of 1999 to 163,000 Bbls in the first quarter of 2000 resulting in a decrease in oil sales of approximately $360,000. Gas volumes decreased 1.1 Bcf (billion cubic feet) (16%) from 7.0 Bcf in the first quarter of 1999 to 5.9 Bcf in the first quarter of 2000 resulting in a decrease in gas sales of approximately $2.7 million. These volume decreases were due to the natural production decline of the wells and curtailment of drilling to minimum levels in 1999 due to capital constraints caused by the reduction in the Company's borrowing base in 1999. The average price paid for the Company's oil increased from $11.24 per barrel in the first quarter of 1999 to $25.98 per barrel in the first quarter of 2000 which increased oil sales by approximately $2.4 million. The average price paid for the Company's natural gas increased $.25 per Mcf to $2.65 per Mcf in the first quarter of 2000 compared to the first quarter of 1999 which increased gas sales in the first quarter of 2000 by approximately $1.5 million. As a result of the Company's hedging activities the gas sales for the first quarter of 2000 decreased by $155,000 or $.03 per Mcf, compared to an increase of $1.3 million or $.18 per Mcf, for the first quarter of 1999. Production expense increased $341,000 (7%) from $5.1 million in the first quarter of 1999 to $5.4 million in the first quarter of 2000 primarily due to the Company's decision in the first quarter of 1999 to defer remedial repair and maintenance work on wells due to capital constraints and low oil and gas prices. The average production cost increased from $.62 per Mcfe in the first quarter of 1999 to $.79 per Mcfe in the first quarter of 2000 primarily due to decreased production volumes and the increase in repair and maintenance costs discussed above. Production taxes decreased $30,000 (4%) from $792,000 in the first quarter of 1999 to $762,000 in the first quarter of 2000. Exploration expense decreased by $674,000 (42%) from $1.6 million in the first quarter of 1999 to $937,000 in the first quarter of 2000 due to a decrease in dry hole expense of $354,000 and decreased compensation costs. General and administrative expense decreased $141,000 (13%) from $1.1 million in the first quarter of 1999 to $932,000 in the first quarter of 2000 due to decreases in compensation related expenses. Depreciation, depletion and amortization decreased by $1.9 million (18%) from $10.9 million in the first quarter of 1999 to $9.0 million in the first quarter of 2000. Depletion expense decreased approximately $2.0 million (23%) from $8.6 million in the first quarter of 1999 to $6.6 million in the first quarter of 2000. Depletion per Mcfe decreased from $1.05 per Mcfe in the first quarter of 1999 to $.96 per Mcfe in the first quarter of 2000. These decreases were primarily the result of decreased production volumes and a lower amortization rate per Mcfe due to higher reserves resulting from higher oil and gas prices. Gain on sale of subsidiary and other income in the first quarter of 2000 was the result of the $13.2 million gain on the sale of Peake and the $1.3 million gain on terminated interest rate swaps. Interest expense decreased $153,000 from $8.4 million in the first quarter of 1999 to $8.3 million in the first quarter of 2000 due to a decrease in average outstanding borrowings partially offset by higher blended interest rates. The Company's interest expense decreased $29,000 in the first quarter of 2000 and increased $306,000 in the first quarter of 1999 due to interest rate swaps. 8 11 LIQUIDITY AND CAPITAL RESOURCES The Company's liquidity and capital resources are closely related to and dependent on the current prices paid for its oil and natural gas. The Company's current ratio at March 31, 2000 was .80 to 1.00. During the first three months of 2000, working capital deficit decreased $34.3 million from a deficit of $43.0 million to a deficit of $8.7 million at March 31, 2000. The decrease was primarily due to a decrease in the current portion of long-term liabilities of $36.6 million. The Company's operating activities provided cash flows of $9.1 million during the first three months of 2000. On March 21, 2000, the Company and its bank group amended the revolving credit agreement to establish a borrowing base of $62.7 million and to forego the May 2000 borrowing base redetermination. The next scheduled borrowing base redetermination is in November 2000. Future borrowing base revisions require approval from all lenders. At March 31, 2000, the outstanding balance under the credit agreement was $43 million. The outstanding balances under the agreement incur interest at the Company's choice of several indexed rates, the most favorable being 9.04% at March 31, 2000. In addition to its revolving credit facility the Company has $14 million in term loans outstanding from Chase Manhattan Bank with interest payable at LIBOR plus 2.5% which are due on January 1, 2001. If the bank group materially reduces the borrowing base in November 2000 any borrowing base deficiency must be repaid within thirty days of the effective date of the redetermination. There is no assurance that the Company could meet such required repayment obligation. The Company expects to be able to meet its 2000 debt service requirements through internally generated cash flow, the sale of non strategic assets and additional debt. The Company is required to maintain specified financial ratios and tests. The consolidated interest expense and EBITDA (EBITDAX) used for the covenant calculations at each period will be calculated on a pro forma basis as if the Peake sale had occurred on the first day of each period. The Company is required to maintain a senior debt interest coverage ratio of at least 3.50 to 1.00, a senior debt leverage ratio greater than 3.50 to 1.00 and a minimum EBITDAX of at least $36 million for each trailing four quarter period. The agreement also requires a minimum working capital ratio of 1.00 to 1.00. As of March 31, 2000, the Company's working capital ratio was .80 to 1.00. The Company and its lenders have agreed to include the Company's available borrowing base and exclude the current portion of certain long-term debt from this calculation. After making these adjustments the working capital ratio as of March 31, 2000 was 1.87 to 1.00. The Company satisfied all financial covenants as of March 31, 2000. From time to time the Company may enter into interest rate swaps to hedge the interest rate exposure associated with the credit facility, whereby a portion of the Company's floating rate exposure is exchanged for a fixed interest rate. At December 31, 1999, the Company had interest rate swap arrangements covering $120 million of debt. On March 21, 2000, the Company terminated swaps totaling $80 million which resulted in a gain of $1.3 million. At March 31, 2000, the Company had remaining swap arrangements covering $40 million of debt which terminate in October 2000 unless extended at the institution's option for an additional two years. The Company currently expects to spend approximately $18 million during 2000 on its drilling activities and other capital expenditures. The Company intends to finance such activities, as well as its acquisition program, through its available cash flow, the sale of non strategic assets, available revolving credit line and additional debt. The level of the Company's cash flow in the future will depend on a number of factors including the demand for and price levels of oil and gas, the scope and success of its drilling activities and its ability to acquire additional producing properties. 9 12 To manage its exposure to natural gas price volatility, the Company may partially hedge its physical gas sales prices by selling futures contracts on the New York Mercantile Exchange ("NYMEX") or by selling NYMEX based commodity derivative contracts which are placed with major financial institutions that the Company believes are minimal credit risks. The contracts may take the form of futures contracts, swaps or options. The Company had a pretax loss on its hedging activities of $155,000 in the first quarter of 2000 and a pretax gain of $1.3 million in the first quarter of 1999. At March 31, 2000, the Company had open futures contracts covering 5.3 Bcf of 2000 and 2001 natural gas production at a weighted average NYMEX price of $2.41 per Mcf which represented a net unrealized loss of $3.2 million. FORWARD-LOOKING INFORMATION The forward-looking statements regarding future operating and financial performance contained in this report involve risks and uncertainties that include, but are not limited to, the Company's availability of capital, production and costs of operation, the market demand for and prices of oil and natural gas, results of the Company's future drilling, the uncertainties of reserve estimates, environmental risks, availability of financing and other factors detailed in the Company's filings with the Securities and Exchange Commission. Actual results may differ materially from forward-looking statements made in this report. PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 10.1 - Peake Energy, Inc. Stock Purchase Agreement between the Company and North Coast Energy, Inc. 27 - Financial Data Schedule (b) Reports on Form 8-K On March 20, 2000, the Company filed a Current Report on Form 8-K dated March 17, 2000 relating to the Company's sale of the stock of Peake Energy, Inc., a wholly owned subsidiary. 10 13 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, thereunto duly authorized. BELDEN & BLAKE CORPORATION Date: May 11, 2000 By: /s/ John L. Schwager - ---------------------------- ------------------------------------- John L. Schwager, Director, President and Chief Executive Officer Date: May 11, 2000 By: /s/ Robert W. Peshek - ---------------------------- ------------------------------------- Robert W. Peshek, Vice President and Chief Financial Officer 11