================================================================================ 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): APRIL 25, 2002 --------------------- PIONEER NATURAL RESOURCES COMPANY (Exact name of Registrant as specified in its charter) DELAWARE 1-13245 75-2702753 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of incorporation) Identification Number) 5205 N. O'CONNOR BLVD. SUITE 1400 75039 IRVING, TEXAS (Zip code) (Address of principal executive offices) Registrant's telephone number, including area code: (972) 444-9001 NOT APPLICABLE (Former name or former address, if changed since last report) ================================================================================ ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) EXHIBITS. 99.1 Underwriting Agreement dated April 25, 2002, among Pioneer Natural Resources Company, Pioneer Natural Resources USA, Inc., Credit Suisse First Boston Corporation and J.P. Morgan Securities Inc. as the underwriters, and Raymond James & Associates, Inc. as the qualified independent underwriter. 99.2 Form of Third Supplemental Indenture, to be dated as of April 30, 2002, among Pioneer Natural Resources Company, Pioneer Natural Resources USA, Inc., as the subsidiary guarantor, and The Bank of New York, as Trustee. 99.3 Form of 7.50% Senior Notes due 2012 of Pioneer Natural Resources Company. 99.4 Form of Guarantee, to be dated as of April 30, 2002, of Pioneer Natural Resources USA, Inc. 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 thereunto duly authorized. PIONEER NATURAL RESOURCES COMPANY By: /s/ Richard P. Dealy -------------------------------- Richard P. Dealy Vice President and Chief Accounting Officer Date: April 29, 2002 S-1 EXHIBIT INDEX EXHIBIT NUMBER EXHIBIT TITLE ------ ------------- 99.1 Underwriting Agreement dated April 25, 2002, among Pioneer Natural Resources Company, Pioneer Natural Resources USA, Inc., Credit Suisse First Boston Corporation and J.P. Morgan Securities Inc. as the underwriters, and Raymond James & Associates, Inc. as the qualified independent underwriter. 99.2 Form of Third Supplemental Indenture, to be dated as of April 30, 2002, among Pioneer Natural Resources Company, Pioneer Natural Resources USA, Inc., as the subsidiary guarantor, and The Bank of New York, as Trustee. 99.3 Form of 7.50% Senior Notes due 2012 of Pioneer Natural Resources Company. 99.4 Form of Guarantee, to be dated as of April 30, 2002, of Pioneer Natural Resources USA, Inc.