<PAGE>

================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                               -----------------

                                  FORM 10-K/A

[X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange
    Act of 1934 for the fiscal year ended December 31, 2001.

[_] Transition report pursuant to Section 13 or 15(d) of the Securities
    Exchange Act of 1934 for the transition period from        to       .

                       Commission file number 001-16009

                         SPINNAKER EXPLORATION COMPANY
            (Exact name of registrant as specified in its charter)

                      Delaware                    76-0560101

           (State or other jurisdiction of     (I.R.S. Employer
           incorporation or organization)     Identification No.)

             1200 Smith Street, Suite 800
                   Houston, Texas                   77002
                (Address of principal            (Zip Code)
                 executive offices)

                                (713) 759-1770
             (Registrant's telephone number, including area code)

   Securities registered pursuant to Section 12(b) of the Securities Exchange
Act of 1934:

                                               Name of each exchange on
                 Title of each class               which registered
                 -------------------               ----------------
       Common Stock, par value $0.01 per share  New York Stock Exchange

   Securities registered pursuant to Section 12(g) of the Act: None

   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 [X]  No [_]

   Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]

   The aggregate market value of the voting and non-voting common equity held
by non-affiliates of the registrant on March 21, 2002 was approximately
$906,558,000.

   The number of shares outstanding of the registrant's Common Stock, par value
$0.01 per share, on March 21, 2002 was 27,399,397.

================================================================================

<PAGE>

   Spinnaker Exploration Company ("Spinnaker" or the "Company") hereby amends
the following items of its Form 10-K for the fiscal year ended December 31,
2001, as filed with the Securities and Exchange Commission on March 11, 2002.

                                   PART III

Item 10. Directors and Executive Officers of the Registrant

Directors

   The following table sets forth information as to each director of Spinnaker
Exploration Company regarding their name, age as of March 15, 2002, principal
occupation, other directorships in certain companies held by them and the
length of their continuous service as a director of Spinnaker.

<TABLE>
<CAPTION>
                                                                  Director
     Directors         Principal Occupation and Directorships      Since   Age
     ---------      --------------------------------------------- -------- ---
 <S>                <C>                                           <C>      <C>
 Roger L. Jarvis... Chairman of the Board, President and Chief      1996   48
                    Executive Officer of the Company; Director,
                    National-Oilwell, Inc.

 Jeffrey A. Harris. Senior Managing Director, Warburg Pincus        1996   46
                    LLC; Partner, Warburg Pincus & Co.;
                    Director, ECsoft Group plc, Industri-
                    Matematik International Corp. and Knoll, Inc.

 Howard H. Newman.. Vice Chairman, Warburg Pincus LLC;              1996   54
                    Partner, Warburg Pincus & Co.; Director,
                    ADVO, Inc., Cox Insurance Holdings, Plc,
                    Eagle Family Foods Holdings, Inc., EEX
                    Corporation, Encore Acquisition Company
                    and Newfield Exploration Company

 Michael E. McMahon Partner, RockPort Partners LLC                  1999   54

 Sheldon R. Erikson Chairman of the Board, President and Chief      2000   60
                    Executive Officer, Cooper Cameron
                    Corporation; Director, Layne Christensen Co.,
                    NCI Building Systems, Inc., Petroleum
                    Equipment Suppliers Association and
                    American Petroleum Institute

 Michael G. Morris. Chairman of the Board, President and Chief      2001   55
                    Executive Officer, Northeast Utilities;
                    Director, Institute of Nuclear Power
                    Operations, Nuclear Energy Institute, Edison
                    Electric Institute, Association of Edison
                    Illuminating Companies, American Gas
                    Association, Nuclear Electric Insurance
                    Limited, Connecticut Business & Industry
                    Association and Webster Financial
                    Corporation

 Michael E. Wiley.. Chairman of the Board, President and Chief      2001   51
                    Executive Officer, Baker Hughes
                    Incorporated; Director, American Petroleum
                    Institute
</TABLE>

   Each of the directors has been engaged in the principal occupation set forth
opposite his name for the past five years except as follows:

   Mr. McMahon was a Managing Director of Chase Securities, Inc., from July
1997 to June 1998. From October 1994 until July 1997, Mr. McMahon was a
Managing Director of Lehman Brothers.

                                      1

<PAGE>

   Mr. Morris was President and Chief Executive Officer of Consumers Energy
Company, a subsidiary of CMS Energy Corporation, from 1994 to 1997.

   Mr. Wiley was President and Chief Operating Officer of Atlantic Richfield
Company (ARCO) from 1998 through May 2000. Prior to 1998, Mr. Wiley served as
Chairman, President and Chief Executive Officer of Vastar Resources, Inc.

Executive Officers

   The following table sets forth certain information with respect to the
executive officers of the Company as of March 15, 2002. The Company's executive
officers serve at the discretion of the Board of Directors of the Company (the
"Board of Directors").

<TABLE>
<CAPTION>
    Name               Age                     Position
    ----               ---                     --------
    <S>                <C> <C>
    Roger L. Jarvis... 48  Chairman of the Board, President and Chief
                           Executive Officer
    Robert M. Snell... 46  Vice President, Chief Financial Officer and
                           Secretary
    William D. Hubbard 58  Vice President--Exploration
    L. Scott Broussard 44  Vice President--Drilling and Production
    Kelly M. Barnes... 48  Vice President--Land
    Jimmy W. Bennett.. 55  Vice President--Systems Technology and
                           Processing
    Jeffrey C. Zaruba. 37  Vice President, Treasurer and Assistant Secretary
</TABLE>

   Roger L. Jarvis has served as President, Chief Executive Officer and
Director of Spinnaker since 1996 and as Chairman of the Board of Spinnaker
since 1998. From 1986 to 1994, Mr. Jarvis served in various capacities with
King Ranch Inc. and its subsidiary, King Ranch Oil and Gas, Inc., including
Chief Executive Officer, President and Director of King Ranch Inc. and Chief
Executive Officer and President of King Ranch Oil and Gas, Inc., where he
expanded its activities in the Gulf of Mexico. Mr. Jarvis is a director of
National-Oilwell, Inc.

   Robert M. Snell has served as Vice President, Chief Financial Officer and
Secretary of Spinnaker since December 2000. From 1983 to 2000, Mr. Snell served
in various capacities with Bank of America and its predecessors, most recently
as a Managing Director of Banc of America Securities LLC, focused on the energy
sector.

   William D. Hubbard has served as Vice President--Exploration of Spinnaker
since 1996. From 1992 to 1996, Mr. Hubbard served as Senior Vice
President--Exploration of Global Natural Resources Corporation and its
affiliated corporations, where he was responsible for both onshore and offshore
exploration.

   L. Scott Broussard has served as Vice President--Drilling and Production of
Spinnaker since August 1999 after joining the Company as Operations Manager in
1998. From 1994 to 1998, Mr. Broussard served as Vice President and co-owner of
HTK Consultants, Inc., an engineering consulting firm.

   Kelly M. Barnes has served as Vice President--Land of Spinnaker since 1997.
From 1992 to 1997, Mr. Barnes served as Vice President--Land and Assistant
Corporate Secretary of Global Natural Resources Corporation and its affiliated
corporations.

   Jimmy W. Bennett has served as Vice President--Systems Technology and
Processing of Spinnaker since May 2000. From 1997 to 2000, Mr. Bennett served
as Spinnaker's Systems Manager. From 1991 to 1997, Mr. Bennett served as
Systems Manager for King Ranch Oil and Gas, Inc.

                                      2

<PAGE>

   Jeffrey C. Zaruba has served as Vice President, Treasurer and Assistant
Secretary of Spinnaker since May 2001 after joining the Company as Treasurer in
August 1999. From 1992 to 1999, Mr. Zaruba served as Assistant Controller and
held various financial and tax reporting positions with Cliffs Drilling
Company, which merged with R&B Falcon Corporation in 1998.

Section 16 Requirements

   Section 16(a) of the Securities Exchange Act of 1934 requires the Company's
officers, directors and persons who own more than 10% of the common stock (the
"Common Stock") of the Company to file reports of ownership and changes in
ownership concerning the Common Stock with the Securities and Exchange
Commission and to furnish the Company with copies of all Section 16(a) forms
they file. Based upon the Company's review of the Section 16(a) filings that
have been received by the Company, the Company believes that all filings
required to be made under Section 16(a) during 2001 were timely made.

Item 11. Executive Compensation

Executive Compensation

   The following table sets forth certain information for the years ended
December 31, 2001, 2000 and 1999 with respect to the compensation of the Chief
Executive Officer of the Company and each of its four other most highly
compensated executive officers in 2001 (collectively, the "named executive
officers"). All information presented in this section is restated to reflect
the two-for-one split of the Common Stock effected in September 1999.

                          Summary Compensation Table

<TABLE>
<CAPTION>
                                                       Long-Term
                                                      Compensation
                                                        Awards-
                                                      ------------
                                  Annual Compensation  Securities
                                  -------------------  Underlying     All Other
Name and Principal Position  Year  Salary   Bonus(1)    Options    Compensation(2)
---------------------------  ---- --------  --------  ------------ ---------------
<S>                          <C>  <C>       <C>       <C>          <C>
Roger L. Jarvis............. 2001 $353,438  $450,000    200,000        $11,250
 Chairman of the Board,      2000  285,833   345,100     73,500         11,250
 President and Chief         1999  265,000   134,000    236,529            750
 Executive Officer

William D. Hubbard.......... 2001 $207,867  $200,000     80,000        $11,250
 Vice President--Exploration 2000  182,292   134,138     25,000         11,250
                             1999  175,000    60,000     59,960            750

Robert M. Snell (3)......... 2001 $220,000  $154,000          -        $ 7,350
 Vice President,             2000        -         -    250,000              -
 Chief Financial Officer     1999        -         -          -              -
 and Secretary

L. Scott Broussard.......... 2001 $182,419  $155,000     60,000        $11,250
 Vice President--Drilling    2000  155,250   110,228     25,000         10,065
 and Production              1999  137,700    62,100     23,798            750

Kelly M. Barnes............. 2001 $149,049  $130,000     60,000        $ 9,693
 Vice President--Land        2000  125,375    90,064     25,000          8,273
                             1999  118,000    41,300     63,593            750
</TABLE>
--------
(1) Represents annual bonus earned for the fiscal year noted, even if such
    bonus was paid in the following year.
(2) The All Other Compensation column includes amounts contributed or accrued
    by the Company under the Spinnaker Exploration Company 401(k) Retirement
    Savings Plan ("401(k) Plan") and the dollar value of insurance premiums
    paid by the Company with respect to term life insurance for the benefit of
    the named executive officer.
(3) Mr. Snell was appointed Vice President, Chief Financial Officer and
    Secretary of Spinnaker effective December 26, 2000.

                                      3

<PAGE>

Stock Options Granted in 2001

   The following table contains information concerning stock option grants in
2001.

<TABLE>
<CAPTION>
                               Individual Grants
                   -----------------------------------------
                              % of Total                     Potential Realizable Value at
                   Number of   Options                          Assumed Annual Rates of
                   Securities  Granted   Exercise            Stock Price Appreciation for
                   Underlying     to      Price                     Option Terms(3)
                    Options   Employees    Per    Expiration -----------------------------
       Name        Granted(1) In 2001(2)  Share      Date          5%            10%
       ----        ---------- ---------- -------- ----------   ----------    -----------
<S>                <C>        <C>        <C>      <C>        <C>            <C>
Roger L. Jarvis...  200,000      16.1%    $37.55   05/08/11  $4,722,999     $11,969,006
William D. Hubbard   32,800       2.6%     38.56   01/11/11     795,406       2,015,714
                     47,200       3.8%     37.55   05/08/11   1,114,628       2,824,685
Robert M. Snell...        -         -          -          -           -               -
L. Scott Broussard   24,600       2.0%     38.56   01/11/11     596,554       1,511,786
                     35,400       2.8%     37.55   05/08/11     835,971       2,118,514
Kelly M. Barnes...   24,600       2.0%     38.56   01/11/11     596,554       1,511,786
                     35,400       2.8%     37.55   05/08/11     835,971       2,118,514
</TABLE>
--------
(1) The options expire ten years from the date of grant and vest 20 percent on
    the grant date and 20 percent on each anniversary of the grant date.
(2) The Board of Directors granted options to purchase 1,242,800 shares of
    Common Stock in 2001.
(3) Calculated based upon the indicated rates of appreciation, compounded
    annually, from the date of grant to the end of each option term. Actual
    gains, if any, on stock option exercises and Common Stock holdings are
    dependent upon the future performance of the Common Stock and overall
    market conditions. There can be no assurance that the amounts reflected in
    this table will be achieved. The calculation does not take into account the
    effects, if any, of provisions of the Company's option plans governing
    termination of options upon employment termination, transferability or
    vesting.

Stock Option Exercises and Fiscal Year-End Values

   The following table contains certain information concerning stock options
exercised during 2001 and the value of unexercised options at December 31, 2001.

<TABLE>
<CAPTION>
                                          Number of Securities
                                         Underlying Unexercised   Value of Unexercised In-the-
                    Shares                     Options at               Money Options at
                   Acquired                 December 31, 2001         December 31, 2001(2)
                      On       Value    ------------------------- ----------------------------
       Name        Exercise Realized(1) Exercisable Unexercisable  Exercisable   Unexercisable
       ----        -------- ----------- ----------- ------------- -----------    -------------
<S>                <C>      <C>         <C>         <C>           <C>            <C>
Roger L. Jarvis... 300,000  $10,575,000   903,317      298,712    $25,606,656     $4,203,999
William D. Hubbard  60,000    2,143,710   229,976      102,984      6,315,468      1,219,410
Robert M. Snell...       -            -   100,000      150,000      1,428,500      2,142,750
L. Scott Broussard   2,000       68,703    71,518       83,080      1,783,443      1,123,082
Kelly M. Barnes...  33,000    1,288,408   128,755       88,438      3,307,227      1,193,556
</TABLE>
--------
(1) The value realized upon exercise of a stock option is equal to the
    difference between the price of the Common Stock as reported by the New
    York Stock Exchange on the date of exercise and the exercise price of the
    stock option multiplied by the number of shares acquired.
(2) The value of each unexercised in-the-money stock option is equal to the
    difference between the closing price of the Common Stock as reported by the
    New York Stock Exchange on December 31, 2001 of $41.16 per share and the
    exercise price of the stock option.

                                      4

<PAGE>

Compensation of Directors

   Prior to 2001, non-employee directors unaffiliated with Warburg, Pincus
Ventures, L.P. were granted options pursuant to the Company's equity plans to
purchase 16,000 shares of Common Stock at fair market value, as defined, upon
appointment to the Board of Directors, with 20 percent vesting on the date of
grant and 20 percent vesting on each anniversary of the grant date. These
directors were also awarded a variable number of options to purchase Common
Stock at fair market value, as defined, annually on the date of previously-held
annual meetings of stockholders, with 100 percent vesting on the date of grant.

   In May 2001, the Board of Directors adopted and approved the Director
Compensation Plan, which includes the following provisions:

  .  Upon appointment or election to the Board of Directors, each outside
     director of the Company shall receive options to purchase 20,000 shares of
     Common Stock under the terms of one of the Company's equity incentive
     plans then in effect with an exercise price equal to the fair market value
     of the Common Stock on the date of the grant. Each non-employee director
     of the Company unaffiliated with Warburg, Pincus Ventures, L.P.
     ("Warburg") who received options to purchase shares of Common Stock prior
     to the adoption of the Director Compensation Plan received options to
     purchase an additional 4,000 shares of Common Stock. Such additional
     options to purchase 4,000 shares of Common Stock vested 20 percent on the
     date of the grant and will vest 20 percent on each anniversary of the date
     of the grant.

  .  Each non-employee director of the Company unaffiliated with Warburg may
     select to receive either (i) annual director fees of $24,000 payable in
     quarterly installments of $6,000 or (ii) an option to purchase shares of
     Common Stock, granted on or about the date of each annual meeting of
     stockholders of the Company, equivalent to a payment of $24,000 using the
     Black-Scholes option pricing model as of the date of the grant. Such
     options will be awarded under the terms of one of the Company's equity
     plans then in effect with an exercise price equal to the fair market value
     of the Common Stock on the date of the grant. Such options to purchase
     shares of Common Stock shall vest 100 percent on the date of the grant.

  .  Warburg has requested one allocation of each option grant under the
     Director Compensation Plan to be divided equally between Messrs. Harris
     and Newman for the ultimate benefit of Warburg.

  .  Each non-employee director of the Company unaffiliated with Warburg will
     receive a meeting fee of $500.00. In addition, each non-employee director
     who also serves as a Committee Chairman will receive an additional $500.00
     for each Committee meeting held outside a regular meeting of the Board of
     Directors. Warburg has requested that one allocation of meeting fees be
     paid to Mr. Harris for the ultimate benefit of Warburg. No compensation
     will be paid for executing a unanimous consent of directors.

   In 2001, the Compensation Committee granted options to directors under the
Director Compensation Plan to purchase 74,000 shares of Common Stock as follows:

  .  4,000, 10,000, 4,000, 20,000, 10,000 and 20,000 options to purchase shares
     of Common Stock to Messrs. Erikson, Harris, McMahon, Morris, Newman and
     Wiley, respectively, with 20 percent vesting on the date of grant and 20
     percent vesting on each anniversary of the grant date;

  .  600, 1,200, 1,200, 1,200, 600 and 1,200 options to purchase shares of
     Common Stock, to Messrs. Erikson, Harris, McMahon, Morris, Newman and
     Wiley, respectively, with 100 percent vesting on the date of grant.

   Non-employee directors are also reimbursed for out-of-pocket expenses
incurred to attend board and committee meetings.

                                      5

<PAGE>

Employment Agreements

   Mr. Jarvis entered into an employment agreement with Spinnaker effective
December 20, 1996. The agreement provides that Mr. Jarvis will receive a
minimum annual base salary equal to $250,000 or such amount as the Board of
Directors may, in its sole discretion, determine from time to time. Under the
agreement, Mr. Jarvis also may receive bonuses, at the discretion of the Board
of Directors, and will be allowed to participate in all benefit plans offered
by Spinnaker to similarly situated employees. Either the Board of Directors or
Mr. Jarvis can terminate the employment agreement at any time. The initial term
of the employment agreement ended on December 31, 2000. Under the terms of the
agreement, it automatically became a year-to-year employment agreement. As a
result, if his employment is not terminated before December 15, 2002, or on
each year thereafter, the term of the agreement will automatically be extended
for one additional year. In addition, if any payment or distribution by
Spinnaker or its affiliates to Mr. Jarvis is subject to Section 4999 of the
Internal Revenue Code of 1986, as amended (the "Code"), Spinnaker is required
to compensate him for the amount of any excise tax imposed on any payments or
distributions pursuant to Section 4999 of the Code and for any taxes imposed on
that additional payment. Section 4999 of the Code addresses additional taxes
payable in the event of a change in control of Spinnaker.

   Mr. Hubbard entered into an employment agreement with Spinnaker effective
December 20, 1996. The agreement provides that Mr. Hubbard will receive a
minimum annual base salary equal to $165,000 or such amount as the Board of
Directors may, in its sole discretion, determine from time to time. Under the
agreement, Mr. Hubbard also may receive bonuses, at the discretion of the Board
of Directors, and will be allowed to participate in all benefit plans offered
by Spinnaker to similarly situated employees. Either the Board of Directors or
Mr. Hubbard can terminate the employment agreement at any time. The initial
term of the employment agreement ended on December 31, 1998. Under the terms of
the agreement, it automatically became a year-to-year employment agreement. As
a result, if his employment is not terminated before December 15, 2002, or on
each year thereafter, the term of the agreement will automatically be extended
for one additional year.

   Mr. Barnes entered into an employment agreement with Spinnaker effective
December 20, 1996. The agreement provides that Mr. Barnes will receive a
minimum annual base salary equal to $110,000 or such amount as the Board of
Directors may, in its sole discretion, determine from time to time. Under the
agreement, Mr. Barnes also may receive bonuses, at the discretion of the Board
of Directors, and will be allowed to participate in all benefit plans offered
by Spinnaker to similarly situated employees. Either the Board of Directors or
Mr. Barnes can terminate the employment agreement at any time. The initial term
of the employment agreement ended on December 31, 1998. Under the terms of the
agreement, it automatically became a year-to-year employment agreement. As a
result, if his employment is not terminated before December 15, 2002, or on
each year thereafter, the term of the agreement will automatically be extended
for one additional year.

Compensation Committee Interlocks and Insider Participation

   The Compensation Committee of the Board of Directors in 2001 consisted of
Messrs. Harris, Erikson and Wiley. None of the members of the Compensation
Committee served as an officer or employee of the Company, and none were
formerly an officer of the Company or any of its subsidiaries. None of the
Company's executive officers serves as a member of the board of directors or
compensation committee of any entity that has one or more of its executive
officers serving as a member of the Board of Directors or Compensation
Committee.

   The Company paid $17.4 million in 2001 to affiliates of Baker Hughes
Incorporated ("Baker Hughes"), an oilfield services company. Mr. Michael E.
Wiley, a director of Spinnaker, serves as Chairman of the Board, Chief
Executive Officer and President of Baker Hughes. The Company paid $83,000 in
2001 to Cooper Cameron Corp. ("Cooper Cameron"), an oilfield services company.
Mr. Sheldon R. Erikson, a director of Spinnaker, serves as Chairman of the
Board, Chief Executive Officer and President of Cooper Cameron. The Company
purchases oilfield goods, equipment and services from Baker Hughes, Cooper
Cameron and other companies in the ordinary course of business. Spinnaker
believes that these transactions are at arms-length and the charges and

                                      6

<PAGE>

fees that it pays for such goods, equipment and services are competitive with
the charges and fees of other companies providing oilfield goods, equipment and
services to the oil and gas exploration and production industry.

Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters.

   The following table sets forth certain information, unless otherwise
indicated, as of March 15, 2002, regarding beneficial ownership of Common Stock
by (i) each person known by the Company to own beneficially five percent or
more of its outstanding Common Stock, (ii) the Company's Chief Executive
Officer and each of the Company's other four most highly compensated executive
officers, (iii) each director and (iv) all executive officers and directors as
a group.

<TABLE>
<CAPTION>
                                                                           Beneficial Ownership (4)
                                                                           -----------------------
Name of Beneficial Owner                                                      Shares        Percent
------------------------                                                     ---------      -------
<S>                                                                        <C>              <C>
Warburg, Pincus Ventures, L.P. (1) (2).................................... 6,800,585         24.8%
FMR Corp. (3)............................................................. 1,614,540          5.9
Roger L. Jarvis........................................................... 1,057,093          3.7
William D. Hubbard........................................................   245,297            *
Robert M. Snell...........................................................   104,223            *
L. Scott Broussard........................................................    96,034            *
Kelly M. Barnes...........................................................   166,387            *
Sheldon R. Erikson........................................................    14,500            *
Jeffrey A. Harris (2)..................................................... 6,805,185         24.8
Michael E. McMahon........................................................    33,430            *
Michael G. Morris.........................................................     9,200            *
Howard H. Newman (2)...................................................... 6,805,185         24.8
Michael E. Wiley..........................................................     9,200            *
Executive officers and directors as a group (consisting of 13 persons) (2) 8,642,293         29.7
</TABLE>
--------
 * Represents beneficial ownership of less than one percent.
(1) The stockholder is Warburg, Pincus Ventures, L.P. Warburg Pincus & Co.
    ("WP") is the sole general partner of Warburg. Warburg is managed by E.M.
    Warburg Pincus & Co., LLC ("EMWP"). Lionel I. Pincus is the managing
    partner of WP and the managing member of EMWP and may be deemed to control
    both entities. The address of the Warburg Pincus entities is 466 Lexington
    Avenue, New York, New York 10017.
(2) Messrs. Harris and Newman, directors of the Company, are general partners
    of WP and managing directors and members of EMWP. Of the total shares
    indicated as owned by Messrs. Harris and Newman, 6,800,585 shares are
    included because of their affiliation with the Warburg Pincus entities.
    Messrs. Harris and Newman disclaim beneficial ownership of all shares owned
    by the Warburg Pincus entities.
(3) The stockholder is FMR Corp. The address of FMR Corp. is 82 Devonshire
    Street, Boston, Massachusetts 02109. According to Schedule 13G, dated
    February 14, 2002, filed with the Securities and Exchange Commission
    jointly by FMR Corp., Edward C. Johnson 3d and Abigail P. Johnson, Mr.
    Johnson is Chairman and Ms. Johnson is a director of FMR Corp. and may be
    deemed to be members of a controlling group with respect to FMR Corp. The
    Schedule 13G indicates that at December 31, 2001, (i) Fidelity Management &
    Research Company ("Fidelity"), a wholly-owned subsidiary of FMR Corp., was
    the beneficial owner of 1,196,340 shares of Common Stock in its capacity as
    investment adviser to various registered investment companies (the
    "Fidelity Funds") (the power to vote such shares resides solely with the
    boards of trustees of the Fidelity Funds, while the power to dispose of
    such shares resides with Mr. Johnson, FMR Corp. (through its control of
    Fidelity) and the Fidelity Funds); (ii) Fidelity Management Trust Company
    ("Fidelity Management"), a bank that is wholly-owned by FMR Corp., was the
    beneficial owner of 318,200 shares of Common Stock (the power to vote and
    dispose of 318,200 of such shares resides with Mr. Johnson and FMR Corp.
    (through its control of Fidelity Management)); and (iii) Fidelity

                                      7

<PAGE>

   International Limited, an investment adviser to various investment companies
   of which Mr. Johnson is chairman but which is managed independently from FMR
   Corp., was the beneficial owner of 100,000 shares of Common Stock. FMR Corp.
   and Fidelity International Limited each disclaim beneficial ownership of
   Common Stock beneficially owned by the other.
(4) Pursuant to the rules and regulations promulgated under the Securities
    Exchange Act of 1934, shares are deemed to be "beneficially owned" by a
    person if he directly or indirectly has or shares the power to vote or
    dispose of such shares, whether or not he has any pecuniary interest in
    such shares, or if he has the right to acquire the power to vote or dispose
    of such shares within 60 days, including any right to acquire such power
    through the exercise of any option, warrant or right. The shares
    beneficially owned by Messrs. Jarvis, Hubbard, Barnes, Broussard, Snell,
    Erikson, Harris, McMahon, Morris, Newman and Wiley include 958,017,
    222,176, 155,756, 94,079, 104,000, 14,500, 4,600, 15,100, 9,200, 4,600 and
    9,200 shares, respectively, that may be acquired by such persons within 60
    days through the exercise of stock options. The shares owned by the
    executive officers and directors as a group include 1,683,899 shares that
    may be acquired by such persons within 60 days through the exercise of
    stock options.

Item 13. Certain Relationships and Related Transactions.

   The Company paid $17.4 million in 2001 to affiliates of Baker Hughes. Mr.
Michael E. Wiley, a director of Spinnaker, serves as Chairman of the Board,
Chief Executive Officer and President of Baker Hughes. The Company paid $83,000
in 2001 to Cooper Cameron. Mr. Sheldon R. Erikson, a director of Spinnaker,
serves as Chairman of the Board, Chief Executive Officer and President of
Cooper Cameron. The Company purchases oilfield goods, equipment and services in
the ordinary course of business. Spinnaker believes that these transactions are
at arms-length and the charges and fees that it pays for such goods, equipment
and services are competitive with the charges and fees of other companies
providing oilfield goods, equipment and services to the oil and gas exploration
and production industry.

                                      8

<PAGE>

                                  SIGNATURES

   Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

March 21, 2002
                                          SPINNAKER EXPLORATION COMPANY

                                                  /s/  ROGER L. JARVIS
                                          By: _________________________________
                                                     Roger L. Jarvis
                                          Chairman, President, Chief Executive
                                                   Officer and Director

   Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant in the capacities and on the dates indicated.

          Signature                       Title                  Date
          ---------                       -----                  ----

    /s/  ROGER L. JARVIS      Chairman, President, Chief    March 21, 2002
-----------------------------   Executive Officer and
       Roger L. Jarvis          Director

    /s/  ROBERT M. SNELL      Vice President, Chief         March 21, 2002
-----------------------------   Financial Officer and
       Robert M. Snell          Secretary (Principal
                                Financial Officer)

   /s/  JEFFREY C. ZARUBA     Vice President, Treasurer and March 21, 2002
-----------------------------   Assistant Secretary
      Jeffrey C. Zaruba         (Principal Accounting
                                Officer)

   /s/  SHELDON R. ERIKSON    Director                      March 21, 2002
-----------------------------
     Sheldon R. Erikson

   /s/  JEFFREY A. HARRIS     Director                      March 21, 2002
-----------------------------
      Jeffrey A. Harris

   /s/  MICHAEL E. MCMAHON    Director                      March 21, 2002
-----------------------------
     Michael E. McMahon

   /s/  MICHAEL G. MORRIS     Director                      March 21, 2002
-----------------------------
      Michael G. Morris

    /s/  HOWARD H. NEWMAN     Director                      March 21, 2002
-----------------------------
      Howard H. Newman

    /s/  MICHAEL E. WILEY     Director                      March 21, 2002
-----------------------------
      Michael E. Wiley

                                      9