1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------- FORM 10-QSB /X/ Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 / / For the quarterly period ended June 30, 2002 OR Transition report pursuant to section 13 or 15 (d) of the Securities Exchange Act of 1934 For the transition period from to ------------------------- Commission File Number 0-5525 ------------------------- PYRAMID OIL COMPANY (Exact name of registrant as specified in its charter) CALIFORNIA 94-0787340 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 2008 - 21ST. STREET, BAKERSFIELD, CALIFORNIA 93301 (Address of principal executive offices) (Zip Code) (661) 325-1000 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of the period covered by this report. COMMON STOCK WITHOUT PAR VALUE 2,494,430 (Class) (Outstanding at June 30, 2002) 2 FINANCIAL STATEMENTS PYRAMID OIL COMPANY BALANCE SHEETS ASSETS June 30, December 31, 2002 2001 (Unaudited) (Audited) ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 504,576 $ 614,416 Short-term investments 850,000 850,000 Trade accounts receivable 152,464 109,993 Interest receivable 47,514 51,488 Crude oil inventory 53,100 47,555 Prepaid expenses 46,118 93,590 Deferred income taxes 19,680 15,490 ------------ ------------ TOTAL CURRENT ASSETS 1,673,452 1,782,532 ------------ ------------ PROPERTY AND EQUIPMENT, at cost Oil and gas properties and equipment (successful efforts method) 10,304,514 10,293,558 Drilling and operating equipment 2,793,673 2,872,762 Land, buildings and improvements 936,681 936,681 Automotive, office and other property and equipment 932,522 933,090 ------------ ------------ 14,967,390 15,036,091 Less: accumulated depletion, depreciation, amortization and valuation allowance (13,487,895) (13,497,392) ------------ ------------ 1,479,495 1,538,699 ------------ ------------ $3,152,947 $3,321,231 ============ ============The Accompanying Notes Are an Integral Part of These Financial Statements. 3 PYRAMID OIL COMPANY BALANCE SHEETS LIABILITIES AND STOCKHOLDERS' EQUITY June 30, December 31, 2002 2001 (Unaudited) (Audited) ------------ ------------ CURRENT LIABILITIES: Accounts payable $ 45,341 $ 54,057 Accrued professional fees 17,375 15,500 Accrued taxes, other than income taxes -- 30,717 Accrued payroll and related costs 32,442 36,351 Accrued royalties payable 62,990 59,548 Accrued insurance 13,822 40,689 Current maturities of long-term debt 13,334 15,409 ------------ ------------ TOTAL CURRENT LIABILITIES 185,304 252,271 ------------ ------------ LONG-TERM DEBT, net of current maturities 17,778 24,445 ------------ ------------ DEFERRED INCOME TAXES 19,680 15,490 ------------ ------------ COMMITMENTS and CONTINGENCIES (note 3) STOCKHOLDERS' EQUITY: Common stock-no par value; 10,000,000 authorized shares; 2,494,430 shares issued and outstanding 1,071,610 1,071,610 Retained earnings 1,858,575 1,957,415 ------------ ------------ 2,930,185 3,029,025 ------------ ------------ $3,152,947 $3,321,231 ============ ============ The Accompanying Notes Are an Integral Part of These Financial Statements. 4 PYRAMID OIL COMPANY STATEMENTS OF OPERATIONS (UNAUDITED) Three months ended Six months ended June 30, June 30, --------------------- --------------------- 2002 2001 2002 2001 --------- --------- --------- --------- REVENUES $427,087 $485,258 $710,370 $931,936 --------- --------- --------- --------- COSTS AND EXPENSES: Operating expenses 275,444 258,766 503,889 533,500 Exploration costs 676 41,805 3,775 41,805 General and administrative 126,698 85,214 217,459 178,800 Taxes, other than income and payroll taxes 13,684 9,633 28,540 21,760 Provision for depletion, depreciation and amortization 44,333 39,214 83,980 87,069 Other costs and expenses 3,350 9,746 5,414 10,326 --------- --------- --------- --------- 464,185 444,378 843,057 873,260 --------- --------- --------- --------- OPERATING (LOSS) INCOME ( 37,098) 40,880 (132,687) 58,676 --------- --------- --------- --------- OTHER INCOME (EXPENSE): Interest income 9,352 16,767 20,411 26,440 Gain on settlement -- -- -- 395,708 Gain on sale of assets -- 7,800 -- 25,938 Loss on disposal of assets -- -- (10,100) -- Other income 3,600 20,574 24,713 27,098 Interest expense ( 36) (1,012) ( 52) (2,244) --------- --------- --------- --------- 12,916 44,129 34,972 472,940 --------- --------- --------- --------- (LOSS) INCOME BEFORE INCOME TAX PROVISION (24,182) 85,009 (97,715) 531,616 Income tax provision 800 800 1,125 1,025 --------- --------- --------- --------- NET (LOSS) INCOME $ (24,982) $ 84,209 $ (98,840) $ 530,591 ========= ========= ========= ========= BASIC (LOSS) INCOME PER COMMON SHARE $(0.01) $0.03 $(0.04) $0.21 ========= ========= ========= ========= DILUTED (LOSS) INCOME PER COMMON SHARE $(0.01) $0.03 $(0.04) $0.21 ========= ========= ========= ========= Weighted average number of common shares outstanding 2,494,430 2,494,430 2,494,430 2,494,430 ========= ========= ========= ========= The Accompanying Notes Are an Integral Part of These Financial Statements. 5 PYRAMID OIL COMPANY STATEMENTS OF CASH FLOWS (UNAUDITED) Six months ended June 30, --------------------------- 2002 2001 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net (loss) income $ (98,840) $ 530,591 Adjustments to reconcile net (loss)income to net cash provided by operating activities: Provision for depletion, depreciation and amortization 83,980 87,069 Exploration costs 3,775 41,805 Gain on sale of fixed assets -- (25,938) Loss on disposal of fixed assets 10,100 -- Changes in assets and liabilities: Increase in trade accounts and interest receivable (38,497) (932) Increase in crude oil inventories (5,545) (1,542) Decrease in prepaid expenses 47,472 46,549 Decrease in accounts payable and accrued liabilities (64,892) (75,146) --------- --------- Net cash (used in) provided by operating activities (62,447) 602,456 --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (38,651) (89,550) Proceeds from sales of fixed assets -- 28,100 Net change in short-term investments -- (500,000) --------- --------- Net cash used in investing activities (38,651) (561,450) --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Principal payments on long-term debt ( 8,742) (35,048) Proceeds from issuance of long-term debt -- 15,000 --------- --------- Net cash used in financing activities ( 8,742) (20,048) --------- --------- Net (decrease) increase in cash (109,840) 20,958 Cash at beginning of period 614,416 151,727 --------- --------- Cash at end of period $504,576 $172,685 ========= ========= SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid during the six months for interest $ 52 $2,244 ========= ========= Cash paid during the six months for income taxes $1,125 $1,025 ========= ========= The Accompanying Notes Are an Integral Part of These Financial Statements. 6 PYRAMID OIL COMPANY NOTES TO FINANCIAL STATEMENTS JUNE 30, 2002 (UNAUDITED) (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The financial statements include the accounts of Pyramid Oil Company (the Company). Such financial statements included herein have been prepared by the Company, without an audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. A summary of the Company's significant accounting policies is contained in its December 31, 2001 Form 10-KSB which is incorporated herein by reference. The financial data presented herein should be read in conjunction with the Company's December 31, 2001 financial statements and notes thereto, contained in the Company's Form 10-KSB. In the opinion of the Company, the unaudited financial statements, contained herein, include all adjustments necessary to present fairly the Company's financial position as of June 30, 2002 and the results of its operations and its cash flows for the six month periods ended June 30, 2002 and 2001. The results of operations for an interim period are not necessarily indicative of the results to be expected for a full year. (2) DIVIDENDS No cash dividends were paid during the six months ended June 30, 2002 and 2001. (3) COMMITMENTS AND CONTINGENCIES During 1998, the Company entered into a joint venture project, with several other oil and gas companies, to explore for and develop potential natural gas reserves in the Solano County area of California. This project is employing 3-D seismic technology and exploratory drilling, in hopes of finding and developing natural gas reserves on approximately 3,200 acres of leased ground. The Company's position is that of a non-operator. Drilling operations on the first well began early in the first quarter of 2000. This well encountered substantial mechanical problems prior to reaching its intended depth and was abandoned due to these problems. The Company participated in the drilling of a second well on this lease in the fourth quarter of 2000. This well was abandoned due to insufficient gas reserves. The Company has not made any decisions about participating in any future proposed exploration wells on this project. The Company expended approximately $18,000 for its share of costs on the first well during 1999, 7 and expended an additional $15,000 during 2000. The Company expended approximately $18,000 for its share of costs on the second well during 2000. These costs are recorded in Operating Costs on the Statements of Operations. The Company agreed to participate in the drilling of a third natural gas well in conjunction with the same operator in a new prospect area located in Solano County. This well commenced drilling in the fourth quarter of 2001 and was abandoned due to inadequate gas reserves. The Company's share of the prospect fee and drilling costs for this new well were approximately $36,000 during the fourth quarter of 2001 and $3,800 in the first six months of 2002. The costs for the third well are recorded in Costs and Expenses on the Statements of Operations. A fourth well has not been proposed by the joint venture operator. The Company has entered into various employment agreements with key executive employees. In the event the key executives are dismissed, the Company would incur approximately $1,042,000 in costs. (4) OTHER INCOME In 1996, the Company filed a lawsuit in Kern County Superior Court, against Mr. Russell R. Simonson, alleging a breach of a contractual agreement. The lawsuit went to trial in 1997 and the trial court ruled that the Defendant twice breached terms of an agreement, and the court awarded the Company damages, interest and attorney's fees. The Defendant appealed the trial court's decision and the matter was reviewed by the California Appeals Court. In November 2000, the Appeals Court again ruled in favor of the Company, upholding the original award of damages, interest and attorney's fees. On March 5, 2001, the Company recorded a gain and received payment from the Defendant in the amount of $395,708, concluding this matter. The Company disposed of a well servicing rig in the first six months of 2002 with a net book value of $10,100. The Company received approximately $16,000 as a settlement of lease oil antitrust litigation, also during the first six months of 2002. The Company sold various surplus equipment, excess tubing supplies and it's interest in a non-producing oil and gas lease during the first six months of 2001 for a gain of approximately $33,000. These assets had little or no net book value. The Company also recorded a one-time gain of $10,000 for the sublease of certain deep drilling rights on some of its oil and gas properties during the second quarter of 2001. (5) SUBSEQUENT EVENT The Company has tentatively agreed to acquire the remaining 36.5% working interest in three oil and gas properties that the Company operates in the Carneros Creek field (the Company currently owns approximately 63.5% of the working interest) for a fair market value of approximately $217,000, effective April 1, 2002. The 36.5% working interest is being acquired from a group of investors that acquired the working interest through the settlement of litigation with the prior working interest owner and immediately offered 8 the working interests to the Company. Mr. John H. Alexander, an officer and Director of the Company, has a minority interest in the group of investors, which acquired the interests through the litigation settlement. Mr. Alexander did not participate in any voting on this issue during the Board meeting concerning the acquisition of this working interest. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS IMPACT OF CHANGING PRICES The Company's revenue is affected by crude oil prices paid by the major oil companies. Average crude oil prices for the second quarter of 2002 decreased by approximately $1.20 when compared with the same period for 2001. Average crude oil prices for the first six months of 2002 decreased by approximately $3.40 per equivalent barrel when compared with the same period for 2001. At the end of the second quarter of 2002, crude oil prices have increased by approximately $7.85 per barrel when compared with crude oil prices at December 31, 2001. The Company cannot predict the future course of crude oil prices. LIQUIDITY AND CAPITAL RESOURCES Cash and cash equivalents decreased by $109,840 for the six months ended June 30, 2002. During the first half of 2002, operating activities used cash of $62,447. Capital expenditures of $38,651 and principal payments on long-term debt totaling $8,742 also reduced cash for the first six months of 2002. See the Statements of Cash Flows for additional detailed information. A $100,000 line of credit, unused at June 30, 2002, provided additional liquidity during the first half of 2002. FORWARD LOOKING INFORMATION The Company's average crude oil price has increased by approximately twenty- five cents per barrel since June 30, 2002. Portions of the Quarterly Report, including Management's Discussion and Analysis, contain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results and performance in future periods to be materially different from any future results or performance suggested in forward-looking statements in this release. Such forward-looking statements speak only as of the date of this report and the Company expressly disclaims any obligation to update or revise any forward-looking statements found herein to reflect any changes in Company expectations or results or any change in events. Factors that could cause results to differ materially include, but are not limited to: the timing and extent of changes in commodity prices of oil, gas and electricity, environmental risk, drilling and operational costs, uncertainties about estimates of reserves and government regulations. 9 ANALYSIS OF SIGNIFICANT CHANGES IN RESULTS OF OPERATIONS RESULTS OF OPERATIONS FOR THE QUARTER ENDED JUNE 30, 2002 COMPARED TO THE QUARTER ENDED JUNE 30, 2001 REVENUES Oil and gas revenues decreased by 12% for the three months ended June 30, 2002 when compared with the same period for 2001. Oil and gas revenues decreased by 5% due to lower average crude oil prices for the second quarter of 2002. The average price of the Company's oil and gas for the second quarter of 2002 decreased by approximately $1.20 per equivalent barrel when compared to the same period of 2001. Revenues decreased by 7% due to lower production of crude oil. The Company's net revenue share of crude oil production decreased by approximately 1,500 barrels for the second quarter of 2002. During the second quarter of 2002, one of the Company's leases was shut-in because the Company had been unsuccessful in its efforts to dispose of the waste water produced with the oil. This lease cannot be produced without an economic method of disposing the produced waste water. The waste water on this lease was formerly injected into a disposal well that was abandoned due to mechanical problems with the casing. This lease produced approximately 1,100 barrels during the second quarter of 2001. OPERATING EXPENSES Operating expenses increased by approximately 6% for the second quarter of 2002. The cost to produce an equivalent barrel of crude oil increased by approximately $1.90 for the second quarter of 2002 when compared with the second quarter of 2001. Operating costs for the second quarter of 2001 increased by approximately 5% due to the quarterly adjustment of crude oil inventories. EXPLORATION COSTS During the second quarter of 2001, the Company entered into a new joint venture project with several other independent oil and gas companies, to explore for and develop potential oil reserves in the Gap Mountain area of Nevada. The Company's position is that of a non-operator. During the second quarter of 2001, the Company's share of the prospect fee for this project was approximately $48,000. During the fourth quarter of 2001, the Company received a full and complete refund of the prospect fee. This prospect was cancelled by the operator after additional structural geology work and analysis. Approximately $42,000 recorded as Exploration Costs in the six months ended June 30, 2001 was reversed in the fourth quarter of 2001 as the Company was reimbursed for these costs due to the abandonment of an exploration project. 10 GENERAL AND ADMINISTRATIVE General and administrative expenses increased by approximately 49% for the quarter ended June 30, 2002. Legal services increased by 44% during the second quarter of 2002 due to activities related to certain transactions contemplated by the Board of Directors for the acquisition of the Company's common stock from its major shareholders. PROVISION FOR DEPLETION, DEPRECIATION AND AMORTIZATION The provision for depletion, depreciation and amortization increased by 13% for the second quarter of 2002, when compared with the same period for 2001. The Company acquired two new trucks during the second half of 2001 which has generated an increase of approximately 8% in depreciation costs for the second quarter of 2002. INTEREST INCOME Interest income decreased by approximately $7,400 during the second quarter of 2002, when compared with the same period for 2001. The decrease in interest income is due primarily to the overall economy-wide decline in interest rates. GAIN ON SALE OF ASSETS During the second quarter of 2001, the Company sold certain surplus equipment for a gain of $7,800. No fixed assets were sold during the second quarter of 2002. OTHER INCOME Other income decreased by approximately $17,000 for the second quarter of 2002, when compared with the same period for 2001. During the second quarter of 2001, the Company sold surplus used tubing supplies for a gain of approximately $7,000. The Company also recorded a one-time gain of $10,000 for the sublease of certain deep drilling rights on some of its oil and gas properties during the second quarter of 2001. INCOME TAX PROVISION The Company's income tax provision consists mainly of current minimum taxes for California and New York. The Company is utilizing its significant net operating loss carryforwards to offset Federal income taxes. 11 RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001 REVENUES Oil and gas revenues decreased by 24% for the six months ended June 30, 2002 when compared with the same period for 2001. Oil and gas revenues decreased by approximately 13% due to lower average crude oil prices for the first half of 2002. The average price of the Company's oil and gas for the first six months of 2002 decreased by approximately $3.40 per equivalent barrel when compared with the same period for 2001. Revenues decreased by approximately 11% due to lower production of crude oil. The Company's net revenue share of crude oil production decreased by approximately 24 barrels per day for the six months ended June 30, 2002. During the first six months of 2002, one of the Company's leases was shut-in because the Company has been unsuccessful in its efforts to dispose of the waste water produced with the oil. The waste water on this lease was formerly injected into a disposal well that was abandoned due to mechanical problems with the casing. Production from this lease accounted for approximately half of the decline in production. OPERATING EXPENSES Operating expenses decreased by approximately 6% for the six months ended June 30, 2002, when compared with the same period for 2001. The cost to produce an equivalent barrel of crude oil increased by approximately ninety cents per barrel for the six months ended June 30, 2002. One of the Company's oil and gas leases was shut-in during the first half of 2002, as noted above, which resulted in a 6.5% decrease in operating expenses for the first six months of 2002. EXPLORATION COSTS During the second quarter of 2001, the Company entered into a new joint venture project with several other independent oil and gas companies, to explore for and develop potential oil reserves in the Gap Mountain area of Nevada. The Company's position is that of a non-operator. During the second quarter of 2001, the Company's share of the prospect fee for this project was approximately $48,000. During the fourth quarter of 2001, the Company received a full and complete refund of the prospect fee. This prospect was cancelled by the operator after additional structural geology work and analysis. Approximately $42,000 recorded as Exploration Costs in the six months ended June 30, 2001 was reversed in the fourth quarter of 2001 as the Company was reimbursed for these costs due to the abandonment of an exploration project. 12 GENERAL AND ADMINISTRATIVE EXPENSES General and administrative expenses increased by approximately 22% for the six months ended June 30, 2002, when compared with the same period for 2001. Legal services increased by 23% during the first six months of 2002 due to activities related to certain transactions contemplated by the Board of Directors for the acquisition of the Company's common stock from its major shareholders. PROVISION FOR DEPLETION, DEPRECIATION AND AMORTIZATION The provision for depletion, depreciation and amortization decreased by 3.5% for the six months ended June 30, 2002, when compared with the same period for 2001. Depletion decreased by 11% for the six months ended June 30, 2002. This was offset by an increase of 7.5% in depreciation of trucks. The decrease in depletion is due primarily to the decrease in the depletion rate and lower crude oil production for the six months ended June 30, 2002. The depletion rate decreased as a result of the estimated oil and gas reserves decreasing in an amount much less than the decline in the depletable base of the oil and gas properties. The estimated reserves did not decline in relation to the depletable base due to revisions to these estimates which offset the decline in production. INTEREST INCOME Interest income decreased by approximately $6,000 during the six months ended June 30, 2002, when compared with the same period for 2001. The decrease in interest income is due primarily to the overall economy-wide decline in interest rates. GAIN ON SETTLEMENT In 1996, the Company filed a lawsuit in Kern County Superior Court, against Mr. Russell R. Simonson, alleging a breach of a contractual agreement. The lawsuit went to trial in 1997 and the trial court ruled that the Defendant twice breached terms of an agreement, and the court awarded the Company damages, interest and attorney's fees. The Defendant appealed the trial court's decision and the matter was reviewed by the California Appeals Court. In November 2000, the Appeals Court again ruled in favor of the Company, upholding the original award of damages, interest and attorney's fees. On March 5, 2001, the Company recorded a gain and received payment from the Defendant in the amount of $395,708, concluding this matter. GAIN ON SALE OF ASSETS During the six months ended June 30, 2001, the Company sold certain surplus equipment for a gain of approximately $16,000 and it's interest in a non-producing oil and gas lease during the first quarter of 2001 for a gain of approximately $10,000. These assets had little or no net book value. 13 LOSS ON DISPOSAL OF ASSETS The Company disposed of a well servicing rig in the first quarter of 2002 with a net book value of $10,100. INCOME TAX PROVISION The Company's income tax provision consists mostly of current minimum taxes for California and New York. The Company is utilizing its significant net operating loss carryforwards to offset Federal income taxes. NEW ACCOUNTING PRONOUNCEMENTS In June 2001, the FASB issued Statements of Financial Accounting Standards No. 141 ("FAS 141") "Business Combinations" and No. 142 ("FAS 142") "Goodwill and Other Intangible Assets". These statements eliminate the pooling of interests method of accounting for business combinations as of June 30, 2001 and eliminate the amortization of goodwill for all fiscal years beginning after December 15, 2001. Goodwill will be accounted for under an impairment-only method after this date. The Company is required to adopt FAS 141 and 142 with respect to existing goodwill on January 1, 2002. The adoption of these Statements did not have any impact on the Company's financial position, results of operations or cash flows. In June 2001, the FASB issued Statement of Financial Accounting Standards No. 143 ("FAS 143") "Accounting for Asset Retirement Obligations". This Statement addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated retirement costs. Asset retirement obligations will be initially measured at fair value. These obligations will be discounted and accretion expense will be recognized using the credit adjusted risk-free interest rate. The Company is required to adopt FAS 143 on January 1, 2003. The Company is assessing the impact FAS 143 will have on its financial statements. In August 2001, the FASB issued Statement of Financial Accounting Standards No. 144 ("FAS 144") "Accounting for the Impairment or Disposal of Long-Lived Assets". This Statement supercedes previous statements related to impairment. The requirements to allocate goodwill to long-lived assets to be tested for impairment is eliminated. A primary asset approach to determine a cash flow estimation period is established. The Company is required to adopt FAS 144 on January 1, 2002. The adoption of this Statements did not have any impact on the Company's financial position, results of operations or cash flows. 14 PYRAMID OIL COMPANY PART II - OTHER INFORMATION Item 1. - Legal Proceedings None Item 2. - Changes in Securities None Item 3. - Defaults Upon Senior Securities None Item 4. - Submission of Matters to a Vote of Security Holders None Item 5. - Other Information - None Item 6. - Exhibits and Reports on Form 8-K - a. Exhibits 99.1 Written Statement of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 99.2 Written Statement of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 b. No Form 8-K's were filed during the three months ended June 30, 2002. On May 29, 2002, Arthur Andersen LLP resigned as the independent public accountants of Pyramid Oil Company (the "Company"). Arthur Andersen LLP has performed the audit of the Company's financial statements from 1987 through December 31, 2001. Arthur Andersen LLP also performed a review of the Company's Form 10-QSB for the quarter ended March 31, 2002. The Company has appointed Singer Lewak Greenbaum & Goldstein, LLP, as its new independent accountants, subject to approval by its shareholders. 15 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 THEREUNTO DULY AUTHORIZED. PYRAMID OIL COMPANY (registrant) Dated: August 14, 2002 J. BEN HATHAWAY --------------------- J. Ben Hathaway President Dated: August 14, 2002 JOHN H. ALEXANDER --------------------- John H. Alexander Vice President