Edgar Filing: PRIMEENERGY CORP

Form 4

SEC 1472 (3-99)

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FORM 4

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

(Print or Type Responses)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person	2. Issuer Name and Ticker or Trading Symbol		6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
Hurt, Clint	PrimeEnergy Corporation PNRG		/X/ Director
_______________ (last), (first)			/ / Officer
107 North "N" _______________ (street)	3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)	4. Statement for Month/Year December 2001	/ / 10% Owner
Midland, Texas 79701 ___________________ (city) (state) (zip)			/ / Other (specify below) ______________________________
		5. If Amendment, Date of Original (Month/Year)	7. Individual or Joint/Group Filing (Check Applicable)
		N/A	/X/ Form filed by One Reporting Person
			/ / Form filed by More than One Reporting Person

	Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned at End of Month (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, $.10 par value	12/27/01	S		18,750	(D)	$8.00	221,250	(I)	(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

Title of Derivative Security
(Instr.3)

Conversion or Exercise Price of Derivative Security

Transaction Date
(Month/Day/Year)

Transaction Code
(Instr. 8)

Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)

Date Exerciseable and Expiration Date
(Month/Day/Year)

Title and Amount of Underlying Securities
(Instr. 3 and 4)

Price of Derivative Security
(Instr. 5)

Number of Derivative Securities Beneficially Owned at End of Month
(Instr. 4)

10.

Ownership Form of Derivative Securities Beneficially Owned at End of Month
(Instr. 4)

11.

Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Explanation of Responses:
shares held of record by Clint Hurt & Associates, Inc. a private corporation controlled by Mr. Hurt.
/s/ Clint Hurt --------------------------------------------- ** Signature of Reporting Person Clint Hurt		1/7/01 ---------- Date
Reminder:	Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, on of which must be manually signed. If space is insufficient, see Instruction 6 for procedure