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UNITED STATES SECURITIES and EXCHANGE COMMISSION Annual

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UNITED STATES SECURITIES and EXCHANGE COMMISSION Annual UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Annual Report on Form 20-F/A REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ____________ to ___________ OR SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report __________________ Commission file number: 001-34175 ECOPETROL S.A. (Exact name of Registrant as specified in its charter) N/A (Translation of Registrant’s name into English) REPUBLIC OF COLOMBIA (Jurisdiction of incorporation or organization) Carrera 7 No. 37 – 69 BOGOTA – COLOMBIA (Address of principal executive offices) Alejandro Giraldo Investor Relations Officer [email protected] Tel. (571) 234 4254 Fax. (571) 234 5628 Calle 37 N.7-43 Piso.3 Bogota, Colombia (Name, Telephone, E-Mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act. Title of each class Name of each exchange on which registered: American Depository Shares (as evidenced by American Depository Receipts), each representing the right to receive 20 Common Shares New York Stock Exchange Ecopetrol Common Shares par value Ps$250 per share* New York Stock Exchange *Not for trading but only in connection with the registration of the American Depositary Shares pursuant to the requirements of the SEC. Securities registered or to be registered pursuant to Section 12(g) of the Act: None Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report. Common Shares, par value Ps$250 per share: 40,472,512,588 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ⌧ No If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes ⌧ No Note: Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ⌧ No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one): Large accelerated filer Accelerated filer Non-accelerated filer ⌧ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP International Financial Reporting ⌧ Other Standards as issued by the International Accounting Standards Board If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow: Item 17 ⌧ Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ⌧ No (APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS) Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes No EXPLANATORY NOTE This annual report on Form 20-F/A of Ecopetrol S.A. replaces in its entirety the annual report on Form 20-F of Ecopetrol S.A. that was originally filed on June 30, 2009 (the “2008 Form 20-F”) and corrects the following typographical errors in Item 3A: “Selected Financial Data – Income Statement” of the 2008 Form 20-F: (i) the U.S. GAAP reconciliation in U.S. Dollars of income before income tax and minority interest for fiscal year 2008, (ii) the U.S. GAAP reconciliation in Pesos of income before income tax and minority interest for fiscal year 2008 and (iii) the U.S. GAAP reconciliation in Pesos of net income for fiscal year 2008. Table of Contents Page Forward-Looking Statements 1 Enforcement of Civil Liabilities 1 Presentation of Financial Information 2 Presentation of Information Concerning Reserves 3 ITEM 1 Identity of Directors, Senior Management and Advisors 4 ITEM 2 Offer Statistics and Expected Timetable 4 ITEM 3 Key Information 4 ITEM 3A Selected Financial Data 4 ITEM 3B Capitalization and Indebtedness 6 ITEM 3C Reasons for the Offer and Use of Proceeds 6 ITEM 3D Risk Factors 6 ITEM 4 Information on the Company 19 ITEM 4A History and Development of the Company 19 ITEM 4B Business Overview 20 ITEM 4C Organizational Structure 59 ITEM 4D Property, Plant and Equipment 60 ITEM 4.A Unresolved Staff Comments 60 ITEM 5 Operating and Financial Review and Prospects 60 ITEM 5A Operating Results 66 ITEM 5B Liquidity and Capital Resources 76 ITEM 5C Research and Development, Patents and Licenses, etc. 78 ITEM 5D Trend Information 78 ITEM 5E Off-Balance Sheet Arrangements 78 ITEM 5F Tabular Disclosure of Contractual Obligations 78 ITEM 5G Safe Harbor 82 ITEM 6 Directors, Senior Management and Employees 82 ITEM 6A Directors and Senior Management 82 ITEM 6B Compensation 85 ITEM 6C Board Practices 86 ITEM 6D Employees 86 ITEM 6E Share Ownership 89 ITEM 7 Major Shareholders and Related Party Transactions 89 ITEM 7A Major Shareholders 89 ITEM 7B Related Party Transactions 90 ITEM 7C Interests of Experts and Counsel 92 ITEM 8 Financial Information 92 ITEM 8A Consolidated Statements and Other Financial Information 92 ITEM 8B Significant Changes 92 ITEM 9 The Offer and Listing 93 ITEM 9A Offer and Listing Details 93 ITEM 9B Plan of Distribution 94 ITEM 9C Markets 94 ITEM 9D Selling Shareholders 95 ITEM 9E Expenses of the Issue 95 ITEM 10 Additional Information 95 ITEM 10A Share Capital 95 ITEM 10B Memorandum and Articles of Incorporation 96 ITEM 10C Material Contracts 99 ITEM 10D Exchange Controls 100 ITEM 10E Taxation 101 ITEM 10F Dividends and Paying Agents 106 ITEM 10G Statement by Experts 106 ii ITEM 10H Documents on Display 107 ITEM 10I Subsidiary Information 107 ITEM 11 Quantitative and Qualitative Disclosures About Market Risk 107 ITEM 12 Description of Securities Other than Equity Securities 109 ITEM 12A Debt Securities 109 ITEM 12B Warrants and Rights 109 ITEM 12C Other Securities 109 ITEM 12D American Depositary Shares 109 ITEM 13 Defaults, Dividend Arrearages and Delinquencies 109 ITEM 14 Material Modifications to the Rights of Security Holders and Use of Proceeds 109 ITEM 15 Controls and Procedures 110 ITEM 16 [Reserved] 110 ITEM 16A Audit Committee Financial Expert 110 ITEM 16B Code of Ethics 110 ITEM 16C Principal Accountant Fees and Services 110 ITEM 16D Exemptions from the Listing Standards for Audit Committee 111 ITEM 16E Purchases of Equity Securities by the Issuer and Affiliated Purchasers 111 ITEM 16F Change in Registrant’s Certifying Accountant 111 ITEM 16G Corporate Governance 111 ITEM 17 Financial Statements 115 ITEM 18 Financial Statements 115 ITEM 19 Exhibits 115 SIGNATURES 117 ANNEX I DESCRIPTION OF EXPLORATION AND PRODUCTION CONTRACTS A-1 iii FORWARD-LOOKING STATEMENTS This annual report on Form 20-F/A contains forward-looking statements of Ecopetrol S.A. (hereinafter “we”, “us”, “our”, “Ecopetrol” or the “Company”), within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements are not based on historical facts and reflect our expectations for future events and results. Most facts are uncertain because of their nature. Words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “should”, “plan”, “potential”, “predicts”, “prognosticate”, and “achieve”, among other similar expressions, are understood as forward-looking statements. These factors may include the following: • Drilling and exploration activities • Future production rates • Import and export activities • Liquidity, cash flow and uses of cash flow • Projected capital expenditures • Dates by which certain areas will be developed or will come on-stream • Allocation of capital expenditures to exploration and production activities Actual results are subject to certain factors out of the control of the Company and may differ materially from the anticipated results. These factors may include the following: • Changes in international crude oil and natural gas prices • Competition • Limitations on our access to sources of financing • Significant political, economic and social developments in Colombia • Military operations, terrorist acts, wars or embargoes • Regulatory developments • Technical difficulties • Other factors discussed in this document as “Risk Factors” Most of these statements are subject to risks and uncertainties that are difficult to predict.
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