-----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, LtTN90kM3uamIv3KSvXWXCW0K9uzyAyLB3LMmaxWiZ2l8IPzCMz/oSSTFULGwCTZ t+KYTSOe2AJUifnrxZgm2A== 0001064171-06-000006.txt : 20060404 0001064171-06-000006.hdr.sgml : 20060404 20060404193931 ACCESSION NUMBER: 0001064171-06-000006 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060331 FILED AS OF DATE: 20060404 DATE AS OF CHANGE: 20060404 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BURLINGTON RESOURCES INC CENTRAL INDEX KEY: 0000833320 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 911413284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 717 TEXAS AVENUE STREET 2: SUITE 2100 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 7136249000 MAIL ADDRESS: STREET 1: 717 TEXAS AVENUE STREET 2: STE 2100 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SHACKOULS BOBBY S CENTRAL INDEX KEY: 0001064171 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09971 FILM NUMBER: 06740032 BUSINESS ADDRESS: BUSINESS PHONE: 7136249394 MAIL ADDRESS: STREET 1: 5051 WESTHEIMER STREET 2: STE 1400 CITY: HOUSTON STATE: TX ZIP: 77056-5604 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2006-03-31 1 0000833320 BURLINGTON RESOURCES INC BR 0001064171 SHACKOULS BOBBY S BURLINGTON RESOURCES INC. 717 TEXAS AVENUE, SUITE 2100 HOUSTON TX 77002 1 1 0 0 Chmn of Brd, Pres & CEO Common Stock 2006-03-31 4 D 0 105952 D 0 D Performance Share Units 2006-03-31 4 D 0 150000 D Common Stock 150000 0 D Stock Option (right to buy) 29.3575 2006-03-31 4 D 0 200000 0 D 2009-03-31 Common Stock 200000 0 D Stock Option (right to buy) 44.215 2006-03-31 4 D 0 100000 0 D 2009-03-31 Common Stock 100000 0 D Stock Option (right to buy) 90.87 2006-03-31 4 D 0 85000 0 D 2009-03-31 Common Stock 85000 0 D 93,242 of the shares of common stock listed in Table I were cancelled at the effective time of the merger (the "Effective Time") contemplated by the Agreement and Plan of Merger, dated December 12, 2005, to which the Issuer and ConocoPhillips are parties (the "Merger Agreement"), and, in consideration of such cancellation, the Reporting Person became entitled to receive, for each such share of Issuer common stock, 0.7214 shares of ConocoPhillips common stock and $46.50. The remaining 12,710 of the shares of common stock listed in Table I were converted at the Effective Time into 18,334 shares of ConocoPhillips common stock. 1 for 1. These units were granted under the Issuer's 2005 Performance Share Unit Plan. At the Effective Time, the Reporting Person became vested in, and entitled to a cash payment with respect to, 50,000 performance stock units in accordance with the provisions of the plan and the Merger Agreement, and the remaining unvested performance stock units were forfeited at that time. Pursuant to the Merger Agreement, at the Effective Time, this option, which provided for 100 % vesting after one year following the date of grant (January 21, 2004), ceased to represent a right to acquire shares of common stock of the Issuer and thereafter constituted a fully vested option to purchase 288,510 shares of ConocoPhillips common stock with an exercise price of $20.3511 per share. Pursuant to the Merger Agreement, at the Effective Time, this option, which provided for vesting in two equal annual installments following the date of grant (January 26, 2005), ceased to represent a right to acquire shares of common stock of the Issuer and thereafter constituted a fully vested option to purchase 144,255 shares of ConocoPhillips common stock with an exercise price of $30.6506 per share. Pursuant to the Merger Agreement, at the Effective Time, this option, which provided for vesting in two equal annual installments following the date of grant (January 25, 2006), ceased to represent a right to acquire shares of common stock of the Issuer and thereafter constituted an option to purchase 122,617 shares of ConocoPhillips common stock with an exercise price of $62.9925 per share. Bobby S. Shackouls 2006-04-04 -----END PRIVACY-ENHANCED MESSAGE-----