Exhibit 4
PLEASE CAREFULLY REVIEW THE INSTRUCTIONS
OCEANIC EXPLORATION COMPANY
SUBSCRIPTION AGREEMENT
This Subscription Agreement represents a subscription to acquire the number
of shares of Common Stock of Oceanic Exploration Company ("Common Stock") set
forth below at a subscription price of $.10 per share for the total subscription
price set forth below. The registered owner named below is entitled to
subscribe for full shares of Common Stock pursuant to subscription rights
granted to stockholders upon the terms and conditions set forth in the related
Prospectus. For each share of Common Stock subscribed for the subscription
price of $.10 must be forwarded to Oceanic Exploration Company.
THE SUBSCRIPTION RIGHTS EXPIRE AT 5:00 P.M. DENVER, COLORADO TIME ON
____________, 1995. NO SUBSCRIPTION AGREEMENT WILL BE ACCEPTED THEREAFTER.
Stockholder Name: _______________________________
Stockholder Address: _____________________________
Number of Shares Owned By
Stockholder on ________, 1995: ___________________
Number of Shares Subject To
Basic Subscription Rights: _______________________
SECTION 1 - SUBSCRIPTION AND SIGNATURE
I hereby irrevocably subscribe for the number of shares of Common Stock as
indicated below, on the terms specified in the related Prospectus.
a. Subscription: ___________ Shares
b. Over-Subscription: ________ Shares
(no more than 6,001,000 less the number
subscribed for in (a))
c. Total Subscription (a + b): __________ Shares
d. Total Cost (c x $.10): $__________
Signature of Telephone
Shareholder______________________________ Number (______)_________________
SECTION 2 - ADDRESS FOR DELIVERY OF stock certificate if different from above.
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INSTRUCTIONS FOR USE OF SUBSCRIPTION AGREEMENT
Each stockholder of Oceanic Exploration Company (the "Company") has the
right to subscribe for 1.5325 shares of Common Stock for each full share of
common stock of the Company owned of record at the close of business on
__________ ___, 1995 (the "Record Date"). The number of shares you are entitled
to subscribe for appears on the front of the Subscription Agreement or can be
calculated by multiplying the number of shares of Common Stock owned of record
on the Record Date by 1.5325 and rounding up to the nearest whole number. The
Subscription Price of $.10 is needed to subscribe for each share of Common
Stock. See Prospectus for detailed information on these options. You may also
subscribe for additional shares pursuant to an Over-Subscription Privilege. TO
EXERCISE YOUR RIGHTS, YOU MUST COMPLETE THE APPROPRIATE SECTIONS ON THE
SUBSCRIPTION AGREEMENT. IF YOU WISH TO EXERCISE YOUR RIGHTS, YOU MUST DO SO BY
NO LATER THAN 5:00 P.M. ____________ ___, 1995. RIGHTS MAY BE EXERCISED ONLY
THROUGH THE COMPANY.
TO EXERCISE YOUR RIGHTS-PLEASE COMPLETE AND RETURN
THE SUBSCRIPTION AGREEMENT
1. Complete "SECTION 1-SUBSCRIPTION AND SIGNATURE."
a. BASIC SUBSCRIPTION RIGHTS. Enter the number of shares you intend to
purchase under your Basic Subscription Rights. The maximum number of shares you
may purchase on Basic Subscription appears on the front of the Subscription
Agreement or can be calculated by multiplying the number of shares of Common
Stock owned of record on the Record Date by 1.5325 and rounding up to the
nearest whole number.
b. OVER-SUBSCRIPTION. Enter the number of shares you desire to purchase
under your Over-Subscription Privilege. THE OVER-SUBSCRIPTION PRIVILEGE IS
AVAILABLE ONLY IF YOU EXERCISED ALL OF YOUR BASIC SUBSCRIPTION RIGHTS. The
maximum number of Shares that you can purchase on Over-Subscription is 6,001,000
shares less the number of shares you purchased on Basic Subscription Rights.
The number of shares that will actually be purchased by you will be subject to
allotment if there are not enough shares remaining after the Basic Subscription
Rights to completely fill all requests for purchases on Over-Subscription.
c. TOTAL SUBSCRIPTION. Enter the total number of shares you want to
purchase in the offer. This number is the sum of the number of shares you are
purchasing on Basic Subscription Rights plus the number of shares you desire to
purchase on Over-Subscription.
d. TOTAL COST. Enter the total cost of your subscription. Your total
cost is the dollar number obtained when you multiply the number of shares shown
under Total Subscription by $.10, the Subscription Price per share.
2. Sign the Subscription Agreement in the space provide at the bottom of
SECTION 1. Include your telephone number in the space provided.
3. Enclose the executed Subscription Agreement, together with a check or money
order made payable to "Oceanic Exploration Company" in the amount of the Total
Cost (Item d. of SECTION 1) in the
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envelope provided. If you use your own envelope, address it to Oceanic
Exploration Company, 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000, Xxxxxx, Xxxxxxxx
00000. You may also personally deliver your Subscription Agreement and payment
to Oceanic Exploration Company, 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000, Xxxxxx,
Xxxxxxxx 00000
4. MAIL OR DELIVER YOUR EXECUTED SUBSCRIPTION AGREEMENT AND PAYMENT FOR THE
TOTAL COST ON A TIMELY BASIS SO THAT IT IS RECEIVED BY THE COMPANY BY NO LATER
THAN 5:00 P.M. DENVER, COLORADO TIME ON _____________ ___, 1995 (THE "EXPIRATION
DATE"). IF THE COMPANY HAS NOT RECEIVED YOUR SUBSCRIPTION AGREEMENT AND PAYMENT
FOR THE TOTAL COST BY 5:00 P.M. DENVER, COLORADO TIME ON THE EXPIRATION DATE,
YOU WILL NOT BE ENTITLED TO PURCHASE SHARES PURSUANT TO THE RIGHTS.
Accordingly, if you are sending your executed Subscription Agreement and payment
by mail, please allow sufficient time for them to be received by the Company
prior to 5:00 p.m. on the Expiration Date.
The Company reserves the right to reject any Subscription Agreement and
payment not properly submitted. The Company has no duty to give notification of
defects in any Subscription Agreement and/or payment and will have no liability
for failure to give such notification. The Company will return any Subscription
Agreement and/or payment not properly submitted.
STOCKHOLDERS SHOULD CAREFULLY REVIEW THE RELATED PROSPECTUS PRIOR TO MAKING
AN INVESTMENT DECISION WITH RESPECT TO THE RIGHTS REFERRED TO IN THIS
SUBSCRIPTION AGREEMENT.
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