Apache Corp – ‘8-K’ for 4/19/96

As of:  Tuesday, 4/23/96   ·   For:  4/19/96   ·   Accession #:  950129-96-653   ·   File #:  1-04300

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Apache Corporation - Form 8-K                          5     16K 
 2: EX-1.1      Underwriting Agreement                                47    163K 
 3: EX-4.1      Form of 7.95% Notes Due 2026                           5     26K 
 4: EX-5.1      Opinion of Z.S. Kobiashvili                            2     12K 
 5: EX-99.1     Amend. #6 to 3rd Amended & Restated Credit Agrmnt.     9     25K 

8-K   —   Apache Corporation – Form 8-K
Document Table of Contents

8-K
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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15 of the 
Securities Exchange Act of 1934 

Date of Report:  April 22, 1996 

APACHE CORPORATION
(Exact name of Registrant as specified in its Charter)

DELAWARE
(State or other jurisdiction of incorporation)

1-4300                                         41-0747868     
(Commission File Number)                   (I.R.S. Employer Identification No.) 

One Post Oak Central, Suite 100 
2000 Post Oak Boulevard 
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.                                                          

    Exhibits are filed herewith in connection with the proposed offering
from time to time of up to $180,000,000 of senior debt securities (the "Notes") 
by Apache Corporation (the "Registrant") to be issued pursuant to an Indenture  
dated February 15, 1996, between the Registrant and Chemical Bank, as trustee.  
The Notes are described in the Registrant's Registration Statement on Form S-3  
(File No. 33-63923) (the "Registration Statement") filed with the Securities    
and Exchange Commission (the "Commission") and declared effective  December 13, 
1995, and in the Registrant's registration statement on Form S-3 related        
thereto (File No. 333-02639) (the "Rule 462 Registration Statement") filed with 
the Commission on April 19, 1996, which was effective on filing with the        
Commission pursuant to Rule 462(b) promulgated by the Commission pursuant to    
the Securities Act of 1933, as amended.  The Registration Statement covers      
$250,000,000 of the Registrant's senior debt securities, including $150,000,000 
of the Notes, and the Rule 462 Registration Statement covers $30,000,000 of the 
Notes.  Reference is made to the Registration Statement and the Rule 462        
Registration Statement concerning the terms of the Notes registered pursuant    
thereto and the offering thereof.                                               

      Pursuant to a terms agreement dated April 19, 1996 and an underwriting
agreement basic terms incorporated by reference therein (collectively, the      
"Underwriting Agreement"), by and between the Registrant and Goldman, Sachs &   
Co., First Chicago Capital Markets, Inc., Lehman Brothers Inc., and J.P. Morgan 
Securities Inc. (the "Underwriters"), the Registrant has agreed, subject to     
certain conditions, to sell to the Underwriters, for offering to the public,    
$180,000,000 principal amount of the Notes.                                     

    The exhibits to this Form 8-K consist of the Underwriting Agreement,
the form of Note, a legality opinion (and consent of Registrant's counsel)      
relating to the Notes, and the Sixth Amendment to the Third Amended and         
Restated Credit Agreement, dated April 18, 1996, among the Registrant, the      
lenders named therein, and The First National Bank of Chicago, as               
Administrative Agent and Arranger, and Chemical Bank, as Co-Agent and Arranger, 
relating to the Notes.                                                          

ITEM 7.          FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND      
EXHIBITS.                                     

Exhibits                                                        

      1.1              Underwriting Agreement, dated April 19, 1996, between
      the Underwriters and the Registrant.

4.1              Form of 7.95% Notes due 2026.                  

     5.1              Opinion, dated April 19, 1996, of Z. S. Kobiashvili,
                       Vice President and General Counsel of the Registrant,
  as to the legality of the Notes.

       23.1              Consent of Z. S. Kobiashvili (included in Exhibit 5.1).

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  99.1             Sixth Amendment to the Third Amended and Restated
                   Credit Agreement, dated April 18, 1996, among the
                      Registrant, the lenders named therein, and The First
                       National Bank of Chicago, as Administrative Agent and
                        Arranger, and Chemical Bank, as Co-Agent and Arranger.

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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.                                           

Dated:  April 22, 1996                                                          

                                          APACHE CORPORATION
                                          (Registrant)

                    By:    /s/ Z. S. KOBIASHVILI
                                       -----------------------------------------
                Name:  Z. S. Kobiashvili
                                 Title: Vice President and General Counsel

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EXHIBIT INDEX 

Exhibits                                                                        

1.1          Underwriting Agreement, dated April 19, 1996, between the        
Underwriters and the Registrant.                    

4.1          Form of 7.95% Notes due 2026.                                    

5.1          Opinion, dated April 19, 1996, of Z. S. Kobiashvili, Vice        
      President and General Counsel of the Registrant, as to the
legality of the Notes.                              

23.1          Consent of Z.S. Kobiashvili (included in Exhibit 5.1).            

99.1          Sixth Amendment to the Third Amended and Restated Credit          
              Agreement, dated April 18, 1996, among the Registrant, the lenders
     named therein, and The First National Bank of Chicago, as
             Administrative Agent and Arranger, and Chemical Bank, as Co-Agent
and Arranger.                                       

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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:		4/23/96							424B2
		4/22/96		1		4
For Period End:		4/19/96		2		5			8-K,  S-3MEF
		4/18/96		2		5
		2/15/96		2					SC 13G/A
		12/13/95		2
									List all Filings

2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/22/24  Apache Corp.                      10-K       12/31/23  127:26M                                    Pasillas Anabel/FA
 2/23/23  Apache Corp.                      10-K       12/31/22  131:30M                                    Pasillas Anabel/FA