UNITED STATES

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):

March 26, 2021

Blue Dolphin Energy Company

(Exact name of registrant as specified in its charter)

Delaware<br><br><br>(State<br>or Other Jurisdiction<br><br><br>of<br>Incorporation)	0-15905<br><br><br>(Commission<br>File Number)	73-1268729<br><br><br>(IRS<br>Employer Identification<br><br><br>No.)

801 Travis Street, Suite 2100

Houston, TX 77002

(Address of principal executive office and zip code)

(713) 568-4725

(Registrant’s telephone number, including area code)

(Not Applicable)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

[  ]

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

The information in this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, or otherwise subject to the liabilities of such section, and is not deemed incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Item 8.01

Other Events.

On March 24, 2021, Blue Dolphin Energy Company, a Delaware corporation (“Blue Dolphin”), issued a press release announcing that the operator of its assets, Lazarus Energy Holdings, LLC (“LEH”), was awarded a contract with the Defense Logistics Agency (the “DLA”). Blue Dolphin’s wholly owned subsidiary, Lazarus Energy, LLC (“LE”), will supply LEH with all of the jet fuel required to fulfill the DLA contract. LE will provide JAA to LEH pursuant to a Jet Fuel Sales Agreement effective April 1, 2021. The one-year agreement will expire on the earliest to occur of March 31, 2022 plus a 30-day carryover or delivery of the maximum jet fuel quantity stipulated under LEH’s contract with the DLA. LEH bids on jet fuel contracts under preferential pricing terms due to its HUBZone certification.

Blue Dolphin also announced exploration of a potential pivot to renewable energy opportunities. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.

99.1	Blue<br>Dolphin Energy Company Press Release Issued March 24,<br>2021.

SIGNATURE

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.

Date:

March 26, 2021

Blue<br>Dolphin Energy Company
/s/<br>JONATHAN P. CARROLL
Jonathan<br>P. Carroll<br><br><br>Chief<br>Executive Officer, President,<br><br><br>Assistant<br>Treasurer and Secretary<br><br><br>(Principal<br>Executive Officer, Principal Financial<br><br><br>Officer<br>and Principal Accounting Officer)

Exhibit Index

99.1	Blue<br>Dolphin Energy Company Press Release Issued March 24,<br>2021.

bdco_ex991

Exhibit 99.1

PRESS RELEASE

FOR IMMEDIATE RELEASE

March 24, 2021

BLUE DOLPHIN ENERGY COMPANY ANNOUNCES CONTRACT AWARDED TO OPERATOR, PIVOT TO EXPLORING RENEWABLE ENERGY OPPORTUNITIES

Houston, March 24, 2021 / MarketWire / -- Blue Dolphin Energy Company (“Blue Dolphin”)(OTCQX:BDCO), an independent midstream energy company with operations in Texas, announced that its operator, Lazarus Energy Holdings LLC (“LEH”), has been awarded a contract with the Defense Logistics Agency (the “DLA”) to supply the U.S. military with jet fuel with additives (“JAA”). Under the contract, LEH will sell up to

56,545,000 U.S. gallons of JAA to the DLA. The delivery period for the award will run from April 1, 2021 through March 31, 2022 plus a 30-day carry-over period.

Blue Dolphin’s wholly owned subsidiary, Lazarus Energy, LLC (“LE”), owns the Nixon refinery, a light sweet-crude, 15,000-bpd crude distillation tower with approximately 1.2 million barrels of petroleum storage tank capacity in Nixon, Texas. All of LEH’s DLA JAA contract supply requirements will be shipped from LE’s Nixon, Texas facility. LEH manages and operates the facility pursuant to an operating agreement with Blue Dolphin and its subsidiaries. Blue Dolphin owns an additional onshore facility in Freeport, Texas and has an option to acquire an idle refinery and barge terminal facility in Ingleside, Texas.

Blue Dolphin also announced a pivot to explore renewable energy opportunities through an affiliate, Lazarus Energy Alternative Fuels LLC (“LEAF”). LEAF will explore potential opportunities to position Blue Dolphin in the global transition to cleaner, lower-carbon alternatives from traditional fossil fuels. These opportunities may include technology, development, or commercial partnerships, as well as the repurposing of assets and facilities, for the production, storage, transportation and sale of alternative fuels and other low-carbon products.

“Lower refined product demand associated with the coronavirus pandemic heightened the need to leverage Blue Dolphin’s assets in new ways,” said Jonathan Carroll, President and Chief Executive Officer of Blue Dolphin Energy Company. “A shift to the production and distribution of lower-carbon energy products has the potential to move operations toward improved profitability while at the same time reducing carbon emissions.”

Forward-Looking Statements

This press release contains forward-looking statements. You can generally identify forward-looking statements by our use of forward-looking terminology such as "outlook," "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "plan," "potential," "predict," "seek," "should," or "will," or the negative thereof or other variations thereon or comparable terminology. These forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control. For a discussion of risk factors which may affect our results, please see the risk factors and other disclosures included in our most recent Annual Report on Form 10-K and our other Securities and Exchange Commission filings. These risks may cause our actual results, performance, or achievements to differ materially from any future results, performance, or achievements expressed or implied by these forward-looking statements. Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements. The forward-looking statements included in this press release are made only as of the date hereof.  Blue Dolphin disclaims any intention or obligation to update publicly or revise its forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by law.

Contact

Jonathan P. Carroll

Chief Executive Officer and President,

Blue Dolphin Energy Company

713-568-4725