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) January 15, 2008
___________________
ARABIAN
AMERICAN DEVELOPMENT COMPANY
(Exact
name of
registrant as specified in its charter)
Delaware
(State
or other jurisdiction
of
incorporation)
|
0-6247
(Commission
File
Number)
|
75-1256622
(IRS
Employer
Identification
No.)
|
10830
North Central Expressway, Suite 175, Dallas, Texas 75231
(Address
of principal executive offices) (Zip Code)
(Registrant’s
Telephone Number, Including Area Code): (214) 692-7872
________________________________________________________
(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
5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
(c)
In
accordance with Article V of Registrant’s By-Laws, and by unanimous consent of
Registrant’s Board of Directors, the following officer appointments were made
January 15, 2008:
1. Executive
Vice-President and
Chief Operating Officer. Nicholas N. Carter was appointed
Executive Vice-President and Chief Operating Officer of
Registrant. Mr. Carter, age 60, is an American citizen who has served
as a Director since 2006, and has served as President of South Hampton Resources
Inc. f/k/a South Hampton Refining Co. (“South Hampton”) since
1987. He began his career with South Hampton in 1977 when it was
under previous ownership. He was appointed Secretary and Treasurer of
Registrant in 2004. Mr. Carter holds a BBA Degree in Accounting from
Lamar University and is a Certified Public Accountant. His base salary is approximately
$200,000 and he also receives bonuses and stock awards in consideration for
his
services. During 2007, South Hampton, a wholly owned subsidiary of Texas
Oil and Chemical Co. II, Inc. (“TOCCO”), a wholly owned subsidiary of American
Shield Refining Company, a wholly owned subsidiary of Registrant, incurred
product transportation costs of approximately $653,000 with Silsbee Trading
and
Transportation Corp. (“STTC”), a private trucking and transportation carrier in
which Mr. Carter holds a 100% equity interest. Pursuant to a lease agreement,
South Hampton leases transportation equipment from STTC. Approximately 95%
of
STTC’s income will be derived from such lease arrangement. The term of the lease
agreement runs from January 1, 2004 through December 31, 2008. STTC
also entered into a capital lease with South Hampton for acquisition of a
motorized man lift. At the end of the 5-year lease period, title to the
equipment will be transferred to South Hampton for a final payment of one
dollar. Mr. Carter is currently a Director and President of
Pioche.
2. Secretary
and
Treasurer. Connie Cook was appointed Secretary and Treasurer
of Registrant. Ms. Cook, age 44, is an American citizen who has
served as Assistant Secretary of Registrant since March 2007. Ms.
Cook has been employed by South Hampton for the past sixteen (16)
years. Over the past eleven (11) years, Ms. Cook has served as
Controller for South Hampton. Ms. Cook holds a BBA Degree in Accounting from
Lamar University and is a Certified Public Accountant. Ms. Cook’s compensation includes a base
salary of $126,000. She also receives bonuses
and stock awards in consideration for her services. Ms.
Cook is currently
Secretary of South Hampton and Treasurer of Pioche.
Item
8.01 Other Events.
On
January 15, 2008, Registrant’s joint venture, Al-Masane Al-Kobra Mining Company
(“ALAK”), received its official Commercial License from the Saudi Arabian
Ministry of Commerce. The license formalizes the establishment of the joint
stock company and allows it to conduct business in the Kingdom. ALAK
has scheduled a meeting of the Board of Directors for January 26, 2008 in
Jeddah, Saudi Arabia. Registrant is also currently seeking approval
by the Ministry of Petroleum and Minerals for the transfer of the Al-Masane
mining lease to ALAK, which approval is expected within 30-45 days of this
filing. The press release announcing the Commercial License is
attached as Exhibit 99.1 and incorporated by reference.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits.
The
following exhibits are filed as part of this Report:
Exhibit
Number
Description
|
99.1
|
Press
release from Arabian American Development Company, dated January
17, 2008,
entitled “Arabian American Development Company’s ALAK Joint Venture
Receives Commercial License from Saudi Ministry of Commerce”
|
SIGNATURE
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.
ARABIAN
AMERICAN DEVELOPMENT
COMPANY
Date:
January 18,
2008
By: /s/ Connie
Cook___________
Connie
Cook, Secretary