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): May 1, 2006
PIONEER NATURAL RESOURCES COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 1-13245 75-2702753
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(State or other (Commission (I.R.S. Employer
jurisdiction of incorporation) File Number) Identification Number)
5205 N. O'Connor Blvd 75039
Suite 900 ----------
Irving, Texas (Zip code)
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(Address of principal
executive offices)
Registrant's telephone number, including area code: (972) 444-9001
Not applicable
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(Former name or former address, if changed since last report)
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:
[ ] Written communications pursuant to Rule 425 under the 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))
Item 1.01. Entry into a Material Definitive Agreement
On May 1, 2006, Pioneer Natural Resources Company (the "Company") executed a
sixth supplemental indenture (the "Sixth Supplemental Indenture") with The Bank
of New York Trust Company, N.A., as successor trustee (the "Trustee") under the
Indenture, dated as of January 13, 1998 (as amended and supplemented, the
"Indenture"), between the Company and the Trustee.
The Sixth Supplemental Indenture is attached as Exhibit 4.1, and the terms and
conditions thereof are incorporated herein by reference.
The Form of the Company's 6.875% Senior Notes due 2018 issued pursuant to the
Sixth Supplemental Indenture is attached as Exhibit 4.2, and the terms and
conditions thereof are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
4.1 - Sixth Supplemental Indenture, dated as of May 1, 2006, among
the Company, Pioneer Natural Resources USA, Inc. and The Bank
of New York Trust Company, N.A., as Trustee, with respect to
that indenture, dated as of January 13, 1998, between the
Company and the Trustee.
4.2 - Form of 6.875% Senior Notes due 2018 of the Company.
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.
PIONEER NATURAL RESOURCES COMPANY
/s/ Darin G. Holderness
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Darin G. Holderness
Vice President and Chief Accounting Officer
Dated: May 4, 2006
EXHIBIT INDEX
Exhibit
Number Exhibit Title
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4.1 - Sixth Supplemental Indenture, dated as of May 1, 2006, among the
Company, Pioneer Natural Resources USA, Inc. and The Bank of New
York Trust Company, N.A., as Trustee, with respect to that
indenture, dated as of January 13, 1998, between the Company and
the Trustee.
4.2 - Form of 6.875% Senior Notes due 2018 of the Company.