-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IRHzmh8USRpxo5/8rnd4KDJHcy3tTx27M+9MNWOJ7FnRtHQEa+QPF5kn/QkQbELg HlTFEIeENGoqJfzY8qj1ww== 0000077877-07-000128.txt : 20071101 0000077877-07-000128.hdr.sgml : 20071101 20071101170335 ACCESSION NUMBER: 0000077877-07-000128 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20071031 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071101 DATE AS OF CHANGE: 20071101 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PETROLEUM DEVELOPMENT CORP CENTRAL INDEX KEY: 0000077877 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 952636730 STATE OF INCORPORATION: NV FISCAL YEAR END: 1011 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-07246 FILM NUMBER: 071207619 BUSINESS ADDRESS: STREET 1: 120 GENESIS BLVD. CITY: BRIDGEPORT STATE: WV ZIP: 26330 BUSINESS PHONE: 3048426256 MAIL ADDRESS: STREET 1: PETROLEUM DEVELOPMENT CO STREET 2: PO BOX 26 CITY: BRIDGEPORT STATE: WV ZIP: 26330 FORMER COMPANY: FORMER CONFORMED NAME: YELLOW WING URANIUM CORP DATE OF NAME CHANGE: 19730606 8-K 1 pdc20071031.htm APPOINTMENT OF TWO DIRECTORS pdc20071031.htm


SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
  
November 1, 2007
Date of report (Date of earliest event reported)
 

 


Petroleum Development Corporation
Exact Name of Registrant as Specified in Charter

Nevada
0-7246
95-2636730
State or Other Jurisdiction
of Incorporation
Commission
File Number
IRS Employer
Identification Number

120 Genesis Boulevard, Bridgeport, WV  26330
Address of Principal Executive Offices

304-842-3597
Registrant's telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[     ]   
Written communications pursuant to Rule 425 under Securities Act (17 CFR 230.425)
 
[     ]   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[     ]   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[     ]   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

No Change
Former Name or Former Address, if Changed Since Last Report




Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
Election of Directors
 
Effective October 26, 2007, the board of directors (the “Board”) of Petroleum Development Corporation (the “Company”) increased the number of members of the Board of Directors from seven to nine, and selected Joseph E. Casabona and Larry F. Mazza to serve as members of the Company’s Board for a term that extends until the 2008 annual meeting of the shareholders.  No committee assignments have been indicated at this time.
 
Mr. Casabona served as Executive Vice President and member of the Board of Directors of Denver based Energy Corporation of America (“ECA”) from 1985 to his retirement earlier this year. ECA combines Appalachian Basin natural gas development, deep exploration, marketing, and pipeline gathering and transportation to industrial end users, utility purchasers and other customers with higher risk, higher reward exploratory drilling in Texas and internationally.

Mr. Mazza has served as CEO of MVB Bank Harrison, Inc., in Bridgeport, West Virginia since March 2005.  Prior to the formation of MVB Bank Harrison, Mr. Mazza served as Senior Vice President Retail Banking Manager for BB&T in West Virginia, where he was employed from June 1986 to March 2005.

The selection of Mr. Casabona and Mr. Mazza was not pursuant to any arrangement or understanding between Mr. Casabona, Mr. Mazza or any third party.
 
As of the date of this report, neither Mr. Casabona nor Mr. Mazza nor any member of either gentlemen's immediate families is a party, either directly or indirectly, to any transaction that the Company is aware of that is required to be reported pursuant to Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934.
 
No new compensation arrangements were entered into in connection with the appointment to the Board of Mr. Casabona and Mr. Mazza.  Both gentlemen will receive the Company’s standard compensation arrangements applicable to a director who is not an employee of the Company.
 
The Board has determined that both Mr. Casabona and Mr. Mazza qualify as “independent” under the guidelines promulgated by the Nasdaq Stock Market, Inc. and the applicable Securities and Exchange Commission rules.
 
The appointment of Mr. Casabona and Mr. Mazza was announced in the press release attached hereto as Exhibit 99.1 and incorporated by reference herein.
 
EXHIBIT INDEX

Item 9.01  Financial Statements and Exhibits.

 Exhibits. 
   
Exhibit
No.
 
Description
99.1
 
 Press Release, dated November 1, 2007 regarding the election of a new director.


 
 

 
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.

PETROLEUM DEVELOPMENT CORPORATION

Date:
November 1, 2007
 
 
By:
/s/ Richard W. McCullough
 
 Richard W. McCullough
 
 Chief Financial Officer



EX-99.1 2 exhibit.htm NEW DIRECTORS NEWS RELEASE exhibit.htm
         NEWS   FROM   
               Petroleum Development Corporation    
 
FOR IMMEDIATE RELEASE:  November 1, 2007
CONTACT:  Celesta Miracle - (304) 842-3597   http://www.petd.com

Petroleum Development Corporation Announces
the Addition of Two New Directors

Bridgeport, West Virginia: Petroleum Development Corporation (NASDAQ/GSM: PETD) today announced that its Board of Directors has voted to increase the number of directors from seven to nine.  After developing criteria for the new board positions and conducting a search process the Board has selected Joseph E. Casabona and Larry F. Mazza to fill the newly created positions immediately and until the next annual meeting of shareholders.  The additions will bring the total number of independent directors on the Board to seven.

Steven R. Williams, Chairman of the Board and CEO said, “We are pleased that Mr. Casabona and Mr. Mazza have accepted our invitation to join the Board of Petroleum Development Corporation.  Mr. Casabona has an extensive background as a top corporate officer of a successful independent oil and gas company.  Mr. Mazza brings CEO experience and an innovative and entrepreneurial flair from his business experiences.  Both add to the breadth and depth of the Board’s capabilities.”

Mr. Casabona served as Executive Vice President and member of the Board of Directors of Denver based Energy Corporation of America (“ECA”) from 1985 to his retirement earlier this year. ECA combines Appalachian Basin natural gas development, deep exploration, marketing, and pipeline gathering and transportation to industrial end users, utility purchasers and other customers with higher risk, higher reward exploratory drilling in Texas and internationally. Mr. Casabona’s recent duties at ECA were focused on corporate and strategic planning as well as on acquisitions.

Mr. Mazza was instrumental in the formation of and is currently serving as CEO of fast-growing MVB Bank, Inc. of Harrison County, West Virginia.  Prior to the formation of MVB Bank, Mr. Mazza served as Senior Vice President Retail Banking Manager for BB&T in West Virginia and as President of two other local West Virginia banks. Prior to his banking experience, Mr. Mazza was a CPA with a Big-Four accounting firm.

About Petroleum Development Corporation
Petroleum Development Corporation (www.petd.com) is an independent energy company engaged in the development, production and marketing of natural gas and oil. Its operations are focused in the Rocky Mountains with additional operations in the Appalachian Basin and Michigan. During the third quarter of 2004, PDC was added to the S&P SmallCap 600 Index. Additionally, PDC was added to the Russell 3000 Index of Companies in 2003.

Forward-Looking Statements
Certain matters discussed within this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  All statements other than statements of historical fact included herein are forward-looking statements.  Although PDC believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from expectations include financial performance, oil and gas prices, drilling program results, drilling results, regulatory changes, changes in federal or state tax policy, changes in local or national economic conditions and other risks detailed from time to time in PDC's reports filed with the Securities and Exchange Commission, including quarterly reports on Form 10-Q, current reports on Form 8-K and annual reports on Form 10-K.
 
###
120 Genesis Boulevard Ÿ Bridgeport, West Virginia 26330 Ÿ (304) 842-3597      



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