HOUSTON, Sept 27 (Reuters) - Financial firm Elliott

Investment Management's conditional offer for shares was

accepted by a U.S. court officer overseeing an auction that will

determine the future ownership of Venezuela-owned oil refiner

Citgo Petroleum, sources said.

Elliott's offer for shares in Citgo parent PDV Holding is

subject to the Delaware court's resolution of claims by a group

of holders of defaulted Venezuela bonds, the sources said.

Their claims are threatening to derail the sales process

that has already been delayed five times. The value of Elliott's

offer could not be immediately learned.

The Delaware court has not disclosed the outcome of its

second-bidding round for the PDV Holding shares.