Guy P. Wyser-Pratte, president of Wyser-Pratte & Co., Inc. and a Pennzoil shareholder who beneficially owns 454,100 shares, announced the SEC completed a review of his proxy statement for an upcoming annual meeting of Pennzoil shareholders. Wyser-Pratte’s by-law proposals if adopted would give shareholders power to review and potentially block board decisions to reject future offers for the company’s shares. The proposed changes in company by-laws are in response to the Pennzoil board’s rejection last year of a purchase offer by Union Pacific Resources.

“Now that PZL is trading at $61.88 per share, it is time for PZL shareholders to hold this board accountable for having torpedoed UPR’s extremely attractive $84 per share, all share, cash tender offer,” Wyser-Pratte said in a statement. “Shareholders must assure that such a colossal destruction of shareholder value which to date amounts to approximately $1.04 billion never happens again.”

Wyser-Pratte also will be nominated for election to the board at the annual meeting. If he is elected to the board and the proposed by-law is adopted, he will be able to block a board vote in favor of defensive actions other than a poison pill.

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