X0202 4 2004-09-30 0 0000893813 PENN OCTANE CORP POCC 0001207637 PAPERIN STEWART J 400 WEST 59TH STREET 4TH FLOOR NEW YORK NY 10019 1 0 0 0 Common Stock 50200 D Purchase Warrants 1.6973 2000-01-01 2004-12-31 Common Stock 100000 100000 D Purchase Warrants 2.5598 2000-08-01 2005-08-01 Common Stock 10000 10000 D Purchase Warrants 1.4722 2001-08-01 2006-08-01 Common Stock 10000 10000 D Purchase Warrants 1.1439 2002-08-01 2007-08-01 Common Stock 10000 10000 D Purchase Warrants 1.1881 2003-08-01 2008-07-31 Common Stock 10000 10000 D Purchase Warrants 0.7158 2004-08-01 2009-07-31 Common Stock 10000 10000 D The exercise prices for all outstanding warrants to purchase common stock were adjusted in connection with a pro-rata distribution on Septmeber 30, 2004, of all limited partner interests of Rio Vista Energy Partners L.P., a former subsidiary of Penn Octane Corporation, to all stockholders of Penn Octane Corporation. The purchase warrants vest ratably over a 1 year period from the date of issuance. The purchase warrants vest ratably over a 3 year period from the date of issuance. Stewart J. Paperin 2004-09-30