Tesoro Corp/New – ‘8-K’ for 12/29/99

On:  Thursday, 1/13/00   ·   For:  12/29/99   ·   Accession #:  950134-0-311   ·   File #:  1-03473

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         4     13K 
 2: EX-2.1      Stock Purchase Agreement Dated 11/19/99               84    373K 

8-K   —   Current Report
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8-K
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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 29, 1999

TESORO PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)

     DELAWARE                       1-3473              95-0862768
(State or other jurisdiction of        (Commission        (I.R.S. Employer    
       incorporation)                 File Number)       Identification No.)

300 CONCORD PLAZA DRIVE, SAN ANTONIO, TEXAS 78216-6999
 (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: 210-828-8484

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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS                                    

On December 29, 1999, Tesoro Petroleum Corporation ("Tesoro" or "Company")      
completed the sale of its Bolivian exploration and production operations to BG  
International, Ltd., a subsidiary of BG plc, effective July 1, 1999. The sale   
requires authorization from certain Bolivian authorities. The business sold     
included five shared-risk contracts with an agency of the Bolivian government to
explore for and produce hydrocarbons on more than one million gross acres in two
producing blocks and three non-producing blocks. The cash sale price in the     
purchase agreement totaled $100,000,000, which was adjusted on a preliminary    
basis for revenues, expenses, capital expenditures, working capital changes and 
certain other items after the effective date to approximately $100,776,000 in   
cash received at closing. Under the terms of the purchase agreement, this       
transaction was structured as a sale of stock in a subsidiary corporation. The  
consideration received, which was determined through a competitive bidding      
process and negotiations with BG International, Ltd., is subject to post-closing
adjustments within 150 days after closing for operations between July 1, 1999,  
the effective date, and December 29, 1999, the closing date. The cash proceeds  
will be used to repay debt.                                                     

ITEM 7.       FINANCIAL STATEMENTS AND EXHIBITS                                 

(b)     PRO FORMA FINANCIAL INFORMATION.            

                     The unaudited pro forma condensed financial statements of
                 the Company as of September 30, 1999 and for the year
         ended December 31, 1998 and nine months ended
                 September 30, 1999, have been previously filed in the
                      Registrant's Current Report on Form 8-K dated December 17,
1999 and filed on January 3, 2000.  

(c)     EXHIBITS.                                   

                      +2.1    Stock Purchase Agreement, dated as of November 19,
                             1999, by and between Tesoro Petroleum Corporation
         and BG International Limited.

----------------                                    
+ Filed herewith                              

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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.                                           

                              TESORO PETROLEUM CORPORATION
                            REGISTRANT

Date:  January 13, 2000                                                         
                              By:  /s/  JAMES C. REED, JR.
                                           -----------------------------------
                                          James C. Reed, Jr.
                                           Executive Vice President,
                                           General Counsel and Secretary

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 EXHIBIT INDEX

                                                                [Download Table]

EXHIBIT                              DESCRIPTION                             
-------                              -----------                             
                                                                             
   +2.1    Stock Purchase Agreement, dated as of November 19, 1999, by and   
           between Tesoro Petroleum Corporation and BG International Limited.

-------------------------                                                       
+  Filed herewith.                                                              

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
Filed on:		1/13/00		3
		1/3/00		2					8-K
For Period End:		12/29/99		1		2
		12/17/99		2					8-K
		11/19/99		2		4
		9/30/99		2					10-Q
		7/1/99		2
		12/31/98		2					10-K
									List all Filings