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): APRIL 14, 2003
DEVON ENERGY CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 000-30176 73-1567067
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation or Organization) Identification Number)
20 NORTH BROADWAY
OKLAHOMA CITY, OKLAHOMA 73102
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (405) 235-3611
NONE
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS
On April 14, 2003, Devon Energy Corporation and Ocean Energy, Inc.
issued a supplement to the proxy statement/prospectus, dated March 20, 2003,
related to the special meetings of the stockholders of both Devon and Ocean that
are scheduled to be held on April 25, 2003 to vote on the proposed merger of a
wholly owned subsidiary of Devon into Ocean.
The proxy statement/prospectus supplement states that Ocean has
determined to change its method for estimating proved reserves for periods
ending after December 31, 2002 to conform to the Securities and Exchange
Commission's interpretation of its guidelines regarding the recording of proved
reserve estimates of oil and gas deposits located below the lowest known
hydrocarbon identified by way of well penetration where such reserves are not
supported by production data. Although Ocean believes that its method of
estimating and recording such reserves is technically sound and consistent with
industry standards, Ocean has decided to make this change to its method, after
SEC review, to be consistent with the SEC's interpretation of its applicable
regulations and guidelines. Devon had followed, and intends to continue to
follow, this changed method of accounting after the closing of the merger.
This change of method does not apply to any of Ocean's fiscal periods
ending before January 1, 2003, and has no impact on the combined company's pro
forma financial statements included in the proxy statement/prospectus previously
sent to stockholders in connection with the merger. However, to illustrate the
potential effect of this change of method, if the changed method had applied to
Ocean's fiscal year ended December 31, 2002, Ocean's total proved reserves would
have been approximately 3% lower (578 MMBoe instead of 593 MMBoe), and, on a pro
forma basis as of December 31, 2002, the combined company's total proved
reserves as of December 31, 2002 would have been approximately 0.7% lower (2,187
MMBoe instead of 2,203 MMBoe). In that case, on a pro forma basis for the year
ended December 31, 2002, the combined company's depreciation, depletion and
amortization expense would have been $12 million higher ($1,823 million instead
of $1,811 million), and the combined company's net earnings applicable to common
stockholders would have been $8 million lower ($58 million instead of $66
million). These figures are provided purely for illustrative purposes. The
actual effect of the change in method on the combined company following the
merger will depend on a number of factors, including the combined company's
progress in developing its properties.
The foregoing summary of the proxy statement/prospectus supplement,
dated April 14, 2003, is qualified in its entirety by reference to the full text
of such proxy statement/prospectus supplement, which is attached as an exhibit
hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
SEE THE EXHIBIT INDEX, WHICH IS INCORPORATED BY REFERENCE INTO THIS ITEM.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereto duly authorized.
DEVON ENERGY CORPORATION
By:/s/ Janice A. Dobbs
--------------------------------------
Janice A. Dobbs
Corporate Secretary
Date: April 14, 2003
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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99.1 Proxy Statement/Prospectus Supplement, dated April 14, 2003.