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) September 5, 2001 ----------------- PLAINS RESOURCES INC. --------------------- (Exact name of registrant as specified in its charter) Delaware 13-2898764 --------- ---------- (State of other jurisdiction of (I.R.S. Employer incorporation) Identification No.) 0-9808 ------ (Commission File Number) 500 Dallas Street, Suite 700 Houston, Texas 77002 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (713) 654-1414. -------------- Item 5. Other Events. On September 5, 2001, Plains Holdings Inc. (fka Plains All American Inc.)(the "Company"), a wholly owned subsidiary of Plains Resources Inc. (the "Registrant"), completed the sale of an additional 2% ownership interest in the general partner of Plains All American Pipeline, L.P. ("PAA") to PAA Management, L.P. ("PAA Management") pursuant to the exercise of an option granted by the Company to PAA Management in connection with the Registrant's recent strategic restructuring, which was consummated on June 8, 2001. The Registrant issued a press release to report this sale, which is included as an exhibit to this report. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. 99.1 Press Release issued by the Registrant on September 6, 2001. 2 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. PLAINS RESOURCES INC. Date: September 7, 2001 /s/ Cynthia A. Feeback ------------------------ Cynthia A. Feeback Vice President - Accounting & Treasurer 3 INDEX TO EXHIBITS ----------------- No. Exhibit -- ------- 99.1 Press Release issued by the Registrant on September 6, 2001.