Battalion Oil (BATL) 10-Q8 May 142014 Q1 Quarterly reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information	3 Months Ended
Document and Entity Information	Mar. 31, 2014	5-May-14
Document and Entity Information	'	'
Entity Registrant Name	'HALCON RESOURCES CORP	'
Entity Central Index Key	'0001282648	'
Document Type	'10-Q	'
Document Period End Date	31-Mar-14	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Entity Current Reporting Status	'Yes	'
Entity Filer Category	'Large Accelerated Filer	'
Entity Common Stock, Shares Outstanding	'	420,476,893
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q1	'

CONDENSED_CONSOLIDATED_STATEME

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)	3 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Oil, natural gas and natural gas liquids sales:	'	'
Oil	$256,029	$180,827
Natural gas	9,409	5,669
Natural gas liquids	8,759	3,828
Total oil, natural gas and natural gas liquids sales	274,197	190,324
Other	952	530
Total operating revenues	275,149	190,854
Production:	'	'
Lease operating	36,638	25,304
Workover and other	2,789	1,624
Taxes other than income	24,160	17,436
Gathering and other	5,073	333
Restructuring	987	671
General and administrative	32,798	31,597
Depletion, depreciation and accretion	119,908	81,858
Full cost ceiling impairment	61,165	'
Total operating expenses	283,518	158,823
Income (loss) from operations	-8,369	32,031
Other income (expenses):	'	'
Net gain (loss) on derivative contracts	-33,656	-18,422
Interest expense and other, net	-30,939	-4,850
Total other income (expenses)	-64,595	-23,272
Income (loss) before income taxes	-72,964	8,759
Income tax benefit (provision)	'	-3,294
Net income (loss)	-72,964	5,465
Series A preferred dividends	-4,959	'
Net income (loss) available to common stockholders	($77,923)	$5,465
Net income (loss) per share of common stock:	'	'
Basic (in dollars per share)	($0.19)	$0.02
Diluted (in dollars per share)	($0.19)	$0.01
Weighted average common shares outstanding:	'	'
Basic (in shares)	413,521	346,139
Diluted (in shares)	413,521	383,565

CONDENSED_CONSOLIDATED_BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Current assets:	'	'
Cash	$366	$2,834
Accounts receivable	309,304	312,518
Receivables from derivative contracts	1,214	2,028
Inventory	4,868	5,148
Prepaids and other	11,436	16,098
Total current assets	327,188	338,626
Oil and natural gas properties (full cost method):	'	'
Evaluated	5,382,235	4,960,467
Unevaluated	2,110,612	2,028,044
Gross oil and natural gas properties	7,492,847	6,988,511
Less - accumulated depletion	-2,367,926	-2,189,515
Net oil and natural gas properties	5,124,921	4,798,996
Other operating property and equipment:	'	'
Gas gathering and other operating assets	137,849	125,837
Less - accumulated depreciation	-10,441	-8,461
Net other operating property and equipment	127,408	117,376
Other noncurrent assets:	'	'
Receivables from derivative contracts	14,243	22,734
Debt issuance costs, net	62,350	64,308
Deferred income taxes	4,505	8,474
Equity in oil and natural gas partnership	5,294	4,463
Funds in escrow and other	10,225	1,514
Total assets	5,676,134	5,356,491
Current liabilities:	'	'
Accounts payable and accrued liabilities	652,203	636,589
Liabilities from derivative contracts	32,890	17,859
Asset retirement obligations	141	71
Current portion of deferred income taxes	4,505	8,474
Current portion of long-term debt	1,389	1,389
Total current liabilities	691,128	664,382
Long -term debt	3,533,193	3,183,823
Other noncurrent liabilities:	'	'
Liabilities from derivative contracts	21,018	19,333
Asset retirement obligations	38,834	39,186
Other	11,157	2,157
Commitments and contingencies (Note 8)	'	'
Stockholders' equity:	'	'
Preferred stock: 1,000,000 shares of $0.0001 par value authorized; 345,000 and none shares of 5.75% Cumulative Perpetual Convertible Series A, issued and outstanding as of March 31, 2014 and December 31, 2013, respectively	'	'
Common stock: 670,000,000 shares of $0.0001 par value authorized; 420,521,463 and 415,729,962 shares issued and outstanding at March 31, 2014 and December 31, 2013, respectively	41	41
Additional paid-in capital	2,964,903	2,953,786
Accumulated deficit	-1,584,140	-1,506,217
Total stockholders' equity	1,380,804	1,447,610
Total liabilities and stockholders' equity	$5,676,134	$5,356,491

CONDENSED_CONSOLIDATED_BALANCE1

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	3 Months Ended	12 Months Ended
	Mar. 31, 2014	Dec. 31, 2013
Stockholders' equity:	'	'
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shares issued	345,000	345,000
Preferred stock, shares outstanding	345,000	345,000
Preferred stock, dividend rate of Cumulative Perpetual Convertible Series A (as a percent)	5.75%	5.75%
Common stock, shares authorized	670,000,000	670,000,000
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shares issued	420,521,463	415,729,962
Common stock, shares outstanding	420,521,463	415,729,962

CONDENSED_CONSOLIDATED_STATEME1

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $)	Total	Preferred Stock	Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Deficit
In Thousands, except Share data, unless otherwise specified	USD ($)	Preferred Stock	USD ($)	USD ($)	USD ($)	USD ($)
Balances at Dec. 31, 2012	'	'	'	'	($9,298)	'
Balances at Dec. 31, 2012	1,397,982	'	26	1,681,717	'	-274,463
Balances (in shares) at Dec. 31, 2012	'	'	'	'	1,650,000	'
Balances (in shares) at Dec. 31, 2012	'	'	259,802,000	'	'	'
Increase (Decrease) in Stockholders' Equity	'	'	'	'	'	'
Net income (loss)	-1,222,662	'	'	'	'	-1,222,662
Dividends on Series A preferred stock	'	'	'	9,092	'	-9,092
Dividends on Series A preferred stock (in shares)	'	'	2,045,000	'	'	'
Preferred stock conversion	695,238	'	11	695,227	'	'
Preferred stock conversion (in shares)	'	'	108,801,000	'	'	'
Sale of Series A preferred stock	345,000	'	'	345,000	'	'
Sale of Series A preferred stock (in shares)	'	345,000	'	'	'	'
Common stock issuance	222,870	'	4	222,866	'	'
Common stock issuance (in shares)	'	'	43,700,000	'	'	'
Offering costs	-17,346	'	'	-17,346	'	'
Long-term incentive plan grants (in shares)	'	'	3,267,000	'	'	'
Long-term incentive plan forfeitures (in shares)	'	'	-205,000	'	'	'
Reduction in shares to cover individuals' tax withholding	-148	'	'	-148	'	'
Reduction in shares to cover individuals' tax withholding (in shares)	'	'	-30,000	'	'	'
Retirement of shares in treasury	'	'	'	-2,492	2,492	'
Retirement of shares in treasury (in shares)	'	'	-442,000	'	-442,000	'
Long-term incentive plan grants issued out of treasury	'	'	'	-6,806	6,806	'
Long-term incentive plan grants issued out of treasury (in shares)	'	'	-1,208,000	'	-1,208,000	'
Share-based compensation	26,676	'	'	26,676	'	'
Balances at Dec. 31, 2013	1,447,610	'	41	2,953,786	'	-1,506,217
Balances (in shares) at Dec. 31, 2013	'	345,000	415,730,000	'	'	'
Increase (Decrease) in Stockholders' Equity	'	'	'	'	'	'
Net income (loss)	-72,964	'	'	'	'	-72,964
Dividends on Series A preferred stock	-4,959	'	'	4,959	'	-4,959
Dividends on Series A preferred stock (in shares)	'	'	1,394,000	'	'	'
Offering costs	45	'	'	45	'	'
Long-term incentive plan grants (in shares)	'	'	3,568,000	'	'	'
Long-term incentive plan forfeitures (in shares)	'	'	-68,000	'	'	'
Reduction in shares to cover individuals' tax withholding	-389	'	'	-389	'	'
Reduction in shares to cover individuals' tax withholding (in shares)	'	'	-103,000	'	'	'
Share-based compensation	6,502	'	'	6,502	'	'
Balances at Mar. 31, 2014	$1,380,804	'	$41	$2,964,903	'	($1,584,140)
Balances (in shares) at Mar. 31, 2014	'	345,000	420,521,000	'	'	'

CONDENSED_CONSOLIDATED_STATEME2

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)	3 Months Ended		12 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013	Dec. 31, 2013
Cash flows from operating activities:	'	'	'
Net income (loss)	($72,964)	$5,465	($1,222,662)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:	'	'	'
Depletion, depreciation and accretion	119,908	81,858	'
Full cost ceiling impairment	61,165	'	'
Deferred income tax provision (benefit)	'	-999	'
Share-based compensation, net	4,332	2,335	'
Unrealized loss (gain) on derivative contracts	26,021	16,071	'
Amortization and write-off of deferred loan costs	842	265	'
Non-cash interest and amortization of discount and premium	554	866	'
Other income (expense)	354	-1,013	'
Change in assets and liabilities, net of acquisitions:	'	'	'
Accounts receivable	12,062	-50,746	'
Inventory	280	-1,033	'
Prepaids and other	4,662	3,924	'
Accounts payable and accrued liabilities	2,284	-11,283	'
Net cash provided by (used in) operating activities	159,500	45,710	'
Cash flows from investing activities:	'	'	'
Oil and natural gas capital expenditures	-432,783	-380,117	'
Acquisition of Williston Basin Assets	'	-29,895	'
Other operating property and equipment capital expenditures	-16,036	-36,340	'
Advance on carried interest	-62,500	'	'
Funds held in escrow and other	1,821	1,328	'
Net cash provided by (used in) investing activities	-509,498	-445,024	'
Cash flows from financing activities:	'	'	'
Proceeds from borrowings	614,000	844,000	'
Repayments of borrowings	-266,000	-434,476	'
Debt issuance costs	-126	-11,483	'
Offering costs and other	-344	-431	'
Net cash provided by (used in) financing activities	347,530	397,610	'
Net increase (decrease) in cash	-2,468	-1,704	'
Cash at beginning of period	2,834	2,506	2,506
Cash at end of period	366	802	2,834
Disclosure of non-cash investing and financing activities:	'	'	'
Accrued capitalized interest	-4,763	9,569	'
Asset retirement obligations	-730	1,512	'
Series A preferred dividends paid in common stock	$4,959	'	'

FINANCIAL_STATEMENT_PRESENTATI

FINANCIAL STATEMENT PRESENTATION	3 Months Ended
FINANCIAL STATEMENT PRESENTATION	Mar. 31, 2014
FINANCIAL STATEMENT PRESENTATION	'
FINANCIAL STATEMENT PRESENTATION	'

	1. FINANCIAL STATEMENT PRESENTATION

	Basis of Presentation and Principles of Consolidation

	Halcón Resources Corporation (Halcón or the Company) is an independent energy company focused on the acquisition, production, exploration and development of onshore liquids-rich assets in the United States. The unaudited condensed consolidated financial statements include the accounts of all majority-owned, controlled subsidiaries and an equity method investment. The Company operates in one segment which focuses on oil and natural gas acquisition, production, exploration and development. The Company's oil and natural gas properties are managed as a whole rather than through discrete operating areas. Operational information is tracked by operating area; however, financial performance is assessed as a whole. Allocation of capital is made across the Company's entire portfolio without regard to operating area. All intercompany accounts and transactions have been eliminated. These unaudited condensed consolidated financial statements reflect, in the opinion of the Company's management, all adjustments, consisting of normal and recurring adjustments, necessary to present fairly the financial position as of, and the results of operations for, the periods presented. During interim periods, Halcón follows the accounting policies disclosed in its 2013 Annual Report on Form 10-K, as filed with the United States Securities and Exchange Commission (SEC). Please refer to the notes in the 2013 Annual Report on Form 10-K when reviewing interim financial results.

	During the year ended 2013, the Company determined that "Net cash provided by operating activities" and "Net cash used in investing activities" for the three month period ended March 31, 2013 were both overstated by $9.6 million as a result of the inclusion of capitalized non-cash interest in the change in "Accounts payable and accrued liabilities" line item in operating cash flows and "Oil and natural gas capital expenditures" and "Other operating property and equipment capital expenditures" in investing cash flows. The Company has corrected the error, which had no impact to the net cash flows for the period, and provided related supplemental non-cash information in the accompanying unaudited condensed consolidated statements of cash flows for the three month period ended March 31, 2013.

	Use of Estimates

	The preparation of the Company's unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, if any, at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. Estimates and assumptions that, in the opinion of management of the Company, are significant include oil and natural gas revenue, capital and operating expense accruals, oil and natural gas reserves, depletion relating to oil and natural gas properties, asset retirement obligations, fair value estimates and income taxes. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company's operating environment changes. Actual results may differ from the estimates and assumptions used in the preparation of the Company's unaudited condensed consolidated financial statements.

	Interim period results are not necessarily indicative of results of operations or cash flows for the full year and accordingly, certain information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States, has been condensed or omitted. The Company has evaluated events or transactions through the date of issuance of these unaudited condensed consolidated financial statements.

	Accounts Receivable and Allowance for Doubtful Accounts

	The Company's accounts receivable are primarily receivables from joint interest owners and oil and natural gas purchasers. Accounts receivable are recorded at the amount due, less an allowance for doubtful accounts, when applicable. The Company establishes provisions for losses on accounts receivable if it determines that collection of all or part of the outstanding balance is doubtful. The Company regularly reviews collectability and establishes or adjusts the allowance for doubtful accounts as necessary using the specific identification method. There were no allowances for doubtful accounts as of March 31, 2014 or December 31, 2013.

	Other Operating Property and Equipment

	Gas gathering systems and equipment are recorded at cost. Depreciation is calculated using the straight-line method over a 30-year estimated useful life. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life or productive capacity of an asset are capitalized and depreciated over the estimated remaining useful life of the asset. The Company capitalized $101.2 million and $92.0 million as of March 31, 2014 and December 31, 2013, respectively, related to the construction of its gas gathering systems.

	Other operating assets are recorded at cost. Depreciation is calculated using the straight-line method over the following estimated useful lives: automobiles and computers, three years; computer software, fixtures, furniture and equipment, five years; trailers, seven years; heavy equipment, ten years; an airplane and buildings, twenty years and leasehold improvements, lease term. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life of an asset are capitalized and depreciated over the estimated remaining useful life of the asset.

	The Company reviews its gas gathering systems and equipment and other operating assets for impairment in accordance with ASC 360, Property, Plant, and Equipment (ASC 360). ASC 360 requires the Company to evaluate gas gathering systems and equipment and other operating assets for impairment as events occur or circumstances change that would more likely than not reduce the fair value below the carrying amount. If the carrying amount is not recoverable from its undiscounted cash flows, then the Company would recognize an impairment loss for the difference between the carrying amount and the current fair value. Further, the Company evaluates the remaining useful lives of its gas gathering systems and other operating assets at each reporting period to determine whether events and circumstances warrant a revision to the remaining depreciation periods.

	Recently Issued Accounting Pronouncements

	In February 2013, the FASB issued ASU No. 2013-04, Obligations Resulting from Joint and Several Liability Arrangements for which the Total Amount of the Obligation is Fixed at the Reporting Date (ASU 2013-04). ASU 2013-04 provides guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements, such as debt arrangements, other contractual obligations and settled litigation and judicial rulings. This pronouncement must be applied retrospectively and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of ASU 2013-04 did not have an impact to the Company's operating results, financial position and disclosures.

	In February 2013, the FASB issued ASU No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (ASU 2013-11). ASU 2013-11 provides explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This pronouncement should be applied prospectively to all unrecognized tax benefits that exist at the effective date and retrospective application is permitted. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this pronouncement did not have an impact to the Company's operating results and financial position.

ACQUISITIONS_AND_DIVESTITURES

ACQUISITIONS AND DIVESTITURES	3 Months Ended
ACQUISITIONS AND DIVESTITURES	Mar. 31, 2014
ACQUISITIONS AND DIVESTITURES	'
ACQUISITIONS AND DIVESTITURES	'

	2. ACQUISITIONS AND DIVESTITURES

	Divestitures

	Non-core Properties

	During the third quarter of 2013, the Company entered into three separate purchase and sale agreements with unrelated parties to divest parcels of non-core properties located in the United States for total consideration of approximately $302.0 million, all of which closed by December 31, 2013. The transactions and consideration are subject to customary closing conditions and adjustments, with an effective date of July 1, 2013. Proceeds from the sales were recorded as a reduction to the carrying value of the Company's full cost pool with no gain or loss recorded.

	Eagle Ford Assets

	On July 19, 2013, the Company completed the sale of its interest in Eagle Ford assets located in Fayette and Gonzales Counties, Texas, previously acquired as part of the merger with GeoResources, Inc. (the Merger), to private buyers for proceeds of approximately $147.9 million, before post-closing adjustments. The transaction had an effective date of January 1, 2013. Proceeds from the sale were recorded as a reduction to the carrying value of the Company's full cost pool with no gain or loss recorded.

OIL_AND_NATURAL_GAS_PROPERTIES

OIL AND NATURAL GAS PROPERTIES	3 Months Ended
OIL AND NATURAL GAS PROPERTIES	Mar. 31, 2014
OIL AND NATURAL GAS PROPERTIES	'
OIL AND NATURAL GAS PROPERTIES	'

	3. OIL AND NATURAL GAS PROPERTIES

	The Company uses the full cost method of accounting for its investment in oil and natural gas properties. Under this method of accounting, all costs of acquisition, exploration and development of oil and natural gas reserves (including such costs as leasehold acquisition costs, geological expenditures, dry hole costs, tangible and intangible development costs and direct internal costs) are capitalized as the cost of oil and natural gas properties when incurred. To the extent capitalized costs of evaluated oil and natural gas properties, net of accumulated depletion, exceed the discounted future net revenues of proved oil and natural gas reserves, net of deferred taxes, such excess capitalized costs are charged to expense.

	The Company assesses all properties classified as unevaluated property on a quarterly basis for possible impairment or reduction in value. The Company assesses properties on an individual basis or as a group, if properties are individually insignificant. The assessment includes consideration of the following factors, among others: intent to drill; remaining lease term; geological and geophysical evaluations; drilling results and activity; the assignment of proved reserves; and the economic viability of development if proved reserves are assigned. During any period in which these factors indicate impairment, the cumulative drilling costs incurred to date for such property and all or a portion of the associated leasehold costs are transferred to the full cost pool and are then subject to depletion and the full cost ceiling test limitation.

	Investments in unevaluated oil and natural gas properties and exploration and development projects for which depletion expense is not currently recognized, and for which exploration or development activities are in progress, qualify for interest capitalization. The capitalized interest is determined by multiplying the Company's weighted-average borrowing cost on debt by the average amount of qualifying costs incurred that are excluded from the full cost pool; however, the amount of capitalized interest cannot exceed the amount of gross interest expense incurred in any given period. The capitalized interest amounts are recorded as additions to unevaluated oil and natural gas properties on the unaudited condensed consolidated balance sheets. As the costs excluded are transferred to the full cost pool, the associated capitalized interest is also transferred to the full cost pool. For the three months ended March 31, 2014 and 2013, the Company capitalized interest costs of $46.6 million and $52.2 million, respectively.

	At March 31, 2014, the ceiling test value of the Company's reserves was calculated based on the first-day-of-the-month average for the 12-months ended March 31, 2014 of the West Texas Intermediate (WTI) spot price of $98.46 per barrel, adjusted by lease or field for quality, transportation fees, and regional price differentials, and the first-day-of-the-month average for the 12-months ended March 31, 2014 of the Henry Hub price of $3.99 per million British thermal units (MMBtu), adjusted by lease or field for energy content, transportation fees, and regional price differentials. Using these prices, the Company's net book value of oil and natural gas properties at March 31, 2014 exceeded the ceiling amount by $61.2 million ($39.0 million after taxes) which resulted in a ceiling test impairment of that amount for the quarter. The Company recorded the full cost ceiling test impairment in "Full cost ceiling impairment" in the Company's unaudited condensed consolidated statements of operations and in "Accumulated depletion" in the Company's unaudited condensed consolidated balance sheets. Changes in production rates, levels of reserves, future development costs, transfers of unevaluated properties, and other factors will determine the Company's ceiling test calculations and impairment analyses in future periods.

	At March 31, 2013, the ceiling test value of the Company's reserves was calculated based on the first day average of the 12-months ended March 31, 2013 of the WTI spot price of $92.63 per barrel, adjusted by lease or field for quality, transportation fees, and regional price differentials, and the first day average of the 12-months ended March 31, 2013 of the Henry Hub price of $2.95 per MMBtu, adjusted by lease or field for energy content, transportation fees, and regional price differentials. Using these prices, the Company's net book value of oil and natural gas properties at March 31, 2013 did not exceed the ceiling amount.

LONGTERM_DEBT

LONG-TERM DEBT	3 Months Ended
	Mar. 31, 2014
LONG-TERM DEBT.	'
LONG-TERM DEBT	'

	4. LONG-TERM DEBT

	Long-term debt as of March 31, 2014 and December 31, 2013 consisted of the following:


		March 31,		December 31,
		2014⁽¹⁾		2013⁽¹⁾
		(In thousands)
	Senior revolving credit facility	$	348,000	$	—
	9.25% senior notes due 2022		400,000		400,000
	8.875% senior notes due 2021⁽²⁾		1,371,791		1,372,355
	9.75% senior notes due 2020⁽³⁾		1,152,029		1,152,099
	8.0% convertible note due 2017⁽⁴⁾		261,373		259,369


		$	3,533,193	$	3,183,823






	-1
	Table excludes $1.4 million of deferred premiums on derivative contracts which were classified as current at March 31, 2014 and December 31, 2013.

	-2
	Amounts are net of a $5.0 million and a $5.1 million unamortized discount at March 31, 2014 and December 31, 2013, respectively, related to the issuance of the original 2021 Notes. The unamortized premium related to the additional 2021 Notes was approximately $26.8 million and $27.5 million at March 31, 2014 and December 31, 2013, respectively. See "8.875% Senior Notes" below for more details.

	-3
	Amounts are net of a $8.6 million and a $8.9 million unamortized discount at March 31, 2014 and December 31, 2013, respectively, related to the issuance of the original 2020 Notes. On December 19, 2013, the Company completed the issuance of an additional $400 million principal amount of these notes. The unamortized premium related to these additional 2020 Notes was approximately $10.6 million and $11.0 million at March 31, 2014 and December 31, 2013, respectively. See "9.75% Senior Notes" below for more details.

	-4
	Amount is net of a $28.3 million and a $30.3 million unamortized discount at March 31, 2014 and December 31, 2013, respectively. See "8.0% Convertible Note" below for more details.

	Senior Revolving Credit Facility

	On February 8, 2012, the Company entered into a senior secured revolving credit agreement (the Senior Credit Agreement) with JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto. The Senior Credit Agreement provides for a $1.5 billion facility with a current borrowing base of $800.0 million. Amounts borrowed under the Senior Credit Agreement will mature on February 8, 2017. The borrowing base will be redetermined semi-annually, with the lenders and the Company each having the right to one interim unscheduled redetermination between any two consecutive semi-annual redeterminations. The borrowing base takes into account the Company's oil and natural gas properties, proved reserves, total indebtedness, and other relevant factors consistent with customary oil and natural gas lending criteria. The borrowing base is subject to a reduction equal to the product of 0.25 multiplied by the stated principal amount (without regard to any initial issue discount) of any future notes or other long-term debt securities that the Company may issue. Funds advanced under the Senior Credit Agreement may be paid down and re-borrowed during the five-year term of the facility. Amounts outstanding under the Senior Credit Agreement bear interest at specified margins over the base rate of 0.50% to 1.50% for ABR-based loans or at specified margins over LIBOR of 1.50% to 2.50% for Eurodollar-based loans. These margins fluctuate based on the Company's utilization of the facility. Advances under the Senior Credit Agreement are secured by liens on substantially all of the Company's properties and assets. The Senior Credit Agreement contains customary representations, warranties and covenants including, among others, restrictions on the payment of dividends on the Company's capital stock and financial covenants, including minimum working capital levels (the ratio of current assets plus the unused commitment under the Senior Credit Agreement to current liabilities) of not less than 1.0 to 1.0 and minimum coverage of interest expenses of i) not less than 2.0 to 1.0 through December 31, 2014 (pursuant to the Seventh Amendment, discussed below) and ii) not less than 2.5 to 1.0 for subsequent periods.

	At March 31, 2014, under the borrowing base of $800.0 million, the Company had $348.0 million of indebtedness outstanding, $1.2 million of letters of credit outstanding and $450.8 million of borrowing capacity available under the Senior Credit Agreement, of which approximately $332 million was available under the indebtedness limitation in the Company's indentures.

	On October 31, 2013, the Company entered into the Sixth Amendment to the Senior Credit Agreement , which, amount other things, provides for EBITDA (as defined in the Senior Credit Agreement) to be annualized for the next three fiscal quarters for purposes of measuring compliance with the interest coverage test. Specifically, (i) for the fiscal quarter ended December 31, 2013, the Interest Coverage Ratio shall be calculated by utilizing EBITDA for the three month period then ended multiplied by 4; (ii) for the fiscal quarter ended March 31, 2014, the Interest Coverage Ratio shall be calculated by utilizing EBITDA for the six month period then ended multiplied by 2; and (iii) for the fiscal quarter ended June 30, 2014, the Interest Coverage Ratio shall be calculated by utilizing EBITDA for the nine month period then ended multiplied by 1.333.

	On March 21, 2014, the Company entered into the Seventh Amendment to its Senior Credit Agreement (the Seventh Amendment). The Seventh Amendment increased the borrowing base to $800.0 million in connection with the Company's annual spring redetermination and also provided the Company additional flexibility under the interest coverage test by modifying the minimum Interest Coverage Ratio to be 2.0 to 1.0 for any fiscal quarter ending on or before December 31, 2014.

	At March 31, 2014, the Company was in compliance with the financial covenants under the Senior Credit Agreement.

	9.25% Senior Notes

	On August 13, 2013, the Company issued at par $400.0 million aggregate principal amount of 9.25% senior notes due 2022 (the 2022 Notes). The net proceeds from the offering of approximately $392.1 million (after deducting commissions and offering expenses) were used to repay a portion of the then outstanding borrowings under the Company's Senior Credit Agreement.

	The 2022 Notes bear interest at a rate of 9.25% per annum, payable semi-annually on February 15 and August 15 of each year, beginning on February 15, 2014. The 2022 Notes will mature on February 15, 2022. The 2022 Notes are senior unsecured obligations of the Company, rank equally with all of its current and future senior indebtedness and are jointly and severally, fully and unconditionally guaranteed on a senior unsecured basis by the Company's existing 100% owned subsidiaries, except for one minor subsidiary. Halcón, the issuer of the 2022 Notes, has no material independent assets or operations apart from the assets and operations of its subsidiaries.

	In connection with the sales of the 2022 Notes, the Company entered into registration rights agreements, pursuant to which the Company agreed to conduct a registered exchange offer for the 2022 Notes or cause to become effective a shelf registration statement providing for the resale of the 2022 Notes. In connection with the exchange offer, the Company is required to (a) file an exchange offer registration statement and use its reasonable best efforts to cause such registration statement for the 2022 Notes to become effective, (b) promptly following the effectiveness of such registration statement, offer to exchange new registered notes having terms substantially identical to the 2022 Notes for outstanding 2022 Notes, and (c) keep the registered exchange offer open for not less than 20 business days after the date notice of the exchange offer is mailed to the holders of the 2022 Notes. If the exchange offer is not consummated within 365 days after August 13, 2013, or upon the occurrence of certain other contingencies, the Company has agreed to file a shelf registration statement to cover resales of the 2022 Notes by holders who satisfy certain conditions relating to the provision of information in connection with the shelf registration statement. If the Company fails to comply with certain obligations under the registration rights agreements it will be required to pay liquidated damages in the form of additional cash interest to the holders of the 2022 Notes. On March 14, 2014, the Company filed a registration statement on Form S-4 with the SEC relating to the offer to exchange registered 9.25% senior notes due 2022 for any and all of its 2022 Notes and, on April 18, 2014, the Company commenced such offer to exchange.

	On or before August 15, 2016, the Company may redeem up to 35% of the aggregate principal amount of the 2022 Notes with the net cash proceeds of certain equity offerings at a redemption price of 109.250% of the principal amount plus accrued and unpaid interest to the redemption date provided that: at least 65% in aggregate principal amount of the 2022 Notes originally issued remains outstanding immediately after the redemption and the redemption occurs within 180 days of the related equity offering. In addition, at any time prior to August 15, 2017, the Company may redeem some or all of the 2022 Notes for the principal amount thereof, plus accrued and unpaid interest plus a make whole premium equal to the excess, if any of (a) the present value at such time of (i) the redemption price of such note at August 15, 2017, plus (ii) any required interest payments due on the notes through August 15, 2017 (excluding currently accrued and unpaid interest) computed using a discount rate equal to the Treasury Rate plus 50 basis points, discounted to the redemption date on a semi-annual basis, over (b) the principal amount of such note.

	The indenture governing the 2022 Notes contains affirmative and negative covenants that, among other things, limit the ability of the Company and its subsidiaries that guarantee notes to incur indebtedness; purchase or redeem stock or subordinated indebtedness; make investments; create liens; enter into transactions with affiliates; sell assets; refinance certain indebtedness; merge with or into other companies or transfer substantially all of their assets; and, in certain circumstances, to pay dividends or make other distributions on stock. With respect to indebtedness, the indenture limits the Company's ability to incur additional indebtedness, including borrowings under its Senior Credit Agreement, unless the Company meets one of two tests: the fixed charge coverage ratio test, which requires that after giving effect to the incurrence of additional debt the ratio of the Company's adjusted consolidated EBITDA (as defined in the indenture) to its adjusted consolidated interest expense over the trailing four fiscal quarters will be at least 2.0 to 1.0; or, in the alternative, the Company may incur additional debt under Credit Facilities (as defined in the indenture) if the amount of such additional indebtedness is not more than the greater of a fixed sum of $750 million or 30% of the Company's adjusted consolidated net tangible assets (as defined in the indenture), which is determined primarily by the value of discounted future net revenues from proved oil and natural gas reserves as of the date of such determination.

	8.875% Senior Notes

	On November 6, 2012, the Company issued $750.0 million aggregate principal amount of its 8.875% senior notes due 2021 (the 2021 Notes), at a price to the initial purchasers of 99.247% of par. The net proceeds from the offering of approximately $725.6 million (after deducting the initial purchasers' discounts, commissions and offering expenses) were used to fund a portion of the cash consideration paid in the acquisition of two wholly-owned subsidiaries of Petro-Hunt Holdings, LLC and Pillar Holdings, LLC, which owned acreage prospective for the Bakken / Three Forks formations located in North Dakota, in Williams, Mountrail, McKenzie and Dunn Counties.

On January 14, 2013, the Company issued an additional $600.0 million aggregate principal amount of the 2021 Notes at a price to the initial purchasers of 105% of par. The net proceeds from the sale of the additional 2021 Notes of approximately $619.5 million (after the initial purchasers' premiums, commissions and offering expenses) were used to repay all of the then outstanding borrowings under the Senior Credit Agreement and for general corporate purposes, including funding a portion of the Company's 2013 capital expenditures program. These notes were issued as "additional notes" under the indenture governing the 2021 Notes and under the indenture are treated as a single series with substantially identical terms as the 2021 Notes previously issued.

The 2021 Notes bear interest at a rate of 8.875% per annum, payable semi-annually on May 15 and November 15 of each year, beginning on May 15, 2013. The Notes will mature on May 15, 2021. The 2021 Notes are senior unsecured obligations of the Company and rank equally with all of its current and future senior indebtedness. The 2021 Notes are jointly and severally, fully and unconditionally guaranteed on a senior unsecured basis by the Company's existing 100% owned subsidiaries, except for one minor subsidiary. Halcón, the issuer of the 2021 Notes, has no material independent assets or operations apart from the assets and operations of its subsidiaries.

On June 4, 2013, the Company completed a registered exchange offer of outstanding 2021 Notes for new registered notes having terms substantially identical to the 2021 Notes.

On or before November 15, 2015, the Company may redeem up to 35% of the aggregate principal amount of the 2021 Notes with the net cash proceeds of certain equity offerings at a redemption price of 108.875% of the principal amount plus accrued and unpaid interest to the redemption date provided that: at least 65% in aggregate principal amount of the 2021 Notes originally issued remains outstanding immediately after the redemption and the redemption occurs within 180 days of the date of closing of the related equity offering. In addition, at any time prior to November 15, 2016, the Company may redeem some or all of the 2021 Notes for the principal amount thereof, plus accrued and unpaid interest plus a make whole premium equal to the excess, if any of (a) the present value at such time of (i) the redemption price of such note at November 15, 2016, plus (ii) any required interest payments due on the notes through November 15, 2016 (excluding currently accrued and unpaid interest) computed using a discount rate equal to the Treasury Rate plus 50 basis points, discounted to the redemption date on a semi-annual basis, over (b) the principal amount of such note.

In conjunction with the issuance of the 2021 Notes, the Company recorded a discount of approximately $5.7 million to be amortized over the remaining life of the 2021 Notes using the effective interest method. The remaining unamortized discount was $5.0 million at March 31, 2014. In conjunction with the issuance of the additional 2021 Notes, the Company recorded a premium of approximately $30.0 million to be amortized over the remaining life of the additional 2021 Notes using the effective interest method. The remaining unamortized premium was $26.8 million at March 31, 2014.

The indenture governing the 2021 Notes contains affirmative and negative covenants that, among other things, limit the ability of the Company and its subsidiaries that guarantee notes to incur indebtedness; purchase or redeem stock or subordinated indebtedness; make investments; create liens; enter into transactions with affiliates; sell assets; refinance certain indebtedness; merge with or into other companies or transfer substantially all of their assets; and, in certain circumstances, to pay dividends or make other distributions on stock. With respect to indebtedness, the indenture limits the Company's ability to incur additional indebtedness, including borrowings under its Senior Credit Agreement, unless the Company meets one of two tests: the fixed charge coverage ratio test, which requires that after giving effect to the incurrence of additional debt the ratio of the Company's adjusted consolidated EBITDA (as defined in the indenture) to its adjusted consolidated interest expense over the trailing four fiscal quarters will be at least 2.0 to 1.0; or, in the alternative, the Company may incur additional debt under Credit Facilities (as defined in the indenture) if the amount of such additional indebtedness is not more than the greater of a fixed sum of $750 million or 30% of the Company's adjusted consolidated net tangible assets (as defined in the indenture), which is determined primarily by the value of discounted future net revenues from proved oil and natural gas reserves as of the date of such determination.

9.75% Senior Notes

On July 16, 2012, the Company issued $750.0 million aggregate principal amount of 9.75% senior notes due 2020 issued at 98.646% of par (the 2020 Notes). The net proceeds from the offering were approximately $723.1 million after deducting the initial purchasers' discounts, commissions and offering expenses and were used to fund a portion of the cash consideration paid in the Merger and the acquisition of certain oil and gas leaseholds located in East Texas.

On December 19, 2013, the Company issued an additional $400.0 million aggregate principal amount of the 2020 Notes at a price to the initial purchasers of 102.750% of par. The net proceeds from the sale of the additional 2020 Notes of approximately $406.1 million (after the initial purchasers' fees, commissions and offering expenses) were used to repay a portion of the then outstanding borrowings under the Senior Credit Agreement. These notes were issued as "additional notes" under the indenture governing the 2020 Notes and under the indenture are treated as a single series with substantially identical terms as the 2020 Notes previously issued.

The 2020 Notes bear interest at a rate of 9.75% per annum, payable semi-annually on January 15 and July 15 of each year, beginning on January 15, 2013. The 2020 Notes will mature on July 15, 2020. The 2020 Notes are senior unsecured obligations of the Company and rank equally with all of its current and future senior indebtedness. The 2020 Notes are jointly and severally, fully and unconditionally guaranteed on a senior unsecured basis by the Company's existing 100% owned subsidiaries, except for one minor subsidiary. Halcón, the issuer of the 2020 Notes, has no material independent assets or operations apart from the assets and operations of its subsidiaries.

On June 4, 2013, the Company completed a registered exchange offer of the outstanding 2020 Notes originally issued, for new registered notes having terms substantially identical to the original 2020 Notes. In connection with the sales of the additional 2020 Notes, the Company entered into registration rights agreements, pursuant to which the Company agreed to conduct a registered exchange offer for the 2020 Notes or cause to become effective a shelf registration statement providing for the resale of the 2020 Notes. In connection with the exchange offer, the Company is required to (a) file an exchange offer registration statement and use its reasonable best efforts to cause such registration statement for the 2020 Notes to become effective, (b) promptly following the effectiveness of such registration statement, offer to exchange new registered notes having terms substantially identical to the 2020 Notes for outstanding 2020 Notes, and (c) keep the registered exchange offer open for not less than 20 business days after the date notice of the exchange offer is mailed to the holders of the 2020 Notes. If the exchange offer is not consummated within 180 days after December 19, 2013, or upon the occurrence of certain other contingencies, the Company has agreed to file a shelf registration statement to cover resales of the 2020 Notes by holders who satisfy certain conditions relating to the provision of information in connection with the shelf registration statement. If the Company fails to comply with certain obligations under the registration rights agreements it will be required to pay liquidated damages in the form of additional cash interest to the holders of the 2020 Notes. On March 14, 2014, the Company filed a registration statement on Form S-4 with the SEC relating to the offer to exchange registered 9.75% senior notes due 2020 for any and all of its 2020 Notes and, on April 18, 2014, the Company commenced such offer to exchange.

On or before July 15, 2015, the Company may redeem up to 35% of the aggregate principal amount of the 2020 Notes with the net cash proceeds of certain equity offerings at a redemption price of 109.750% of the principal amount plus accrued and unpaid interest to the redemption date provided that: at least 65% in aggregate principal amount of the 2020 Notes originally issued remains outstanding immediately after the redemption and the redemption occurs within 180 days of the equity offering. In addition, at any time prior to July 15, 2016, the Company may redeem some or all of the 2020 Notes for the principal amount thereof, plus accrued and unpaid interest plus a make whole premium equal to the excess , if any of (a) the present value at such time of (i) the redemption price of such note at July 15, 2016, plus (ii) any required interest payments due on the notes through July 15, 2016 (excluding currently accrued and unpaid interest) computed using a discount rate equal to the Treasury Rate plus 50 basis points, discounted to the redemption date on a semi-annual basis, over (b) the principal amount of such note.

In conjunction with the issuance of the 2020 Notes, the Company recorded a discount of approximately $10.2 million to be amortized over the remaining life of the 2020 Notes using the effective interest method. The remaining unamortized discount was $8.6 million at March 31, 2014. In conjunction with the issuance of the additional 2020 Notes, the Company recorded a premium of approximately $11.0 million to be amortized over the remaining life of the additional 2020 Notes using the effective interest method. The remaining unamortized premium was approximately $10.6 million at March 31, 2014.

The indenture governing the 2020 Notes contains affirmative and negative covenants that, among other things, limit the ability of the Company and its subsidiaries that guarantee notes to incur indebtedness; purchase or redeem stock or subordinated indebtedness; make investments; create liens; enter into transactions with affiliates; sell assets; refinance certain indebtedness; merge with or into other companies or transfer substantially all of their assets; and, in certain circumstances, to pay dividends or make other distributions on stock. With respect to indebtedness, the indenture limits the Company's ability to incur additional indebtedness, including borrowings under its Senior Credit Agreement, unless the Company meets one of two tests: the fixed charge coverage ratio test, which requires that after giving effect to the incurrence of additional debt the ratio of the Company's adjusted consolidated EBITDA (as defined in the indenture) to its adjusted consolidated interest expense over the trailing four fiscal quarters will be at least 2.0 to 1.0; or, in the alternative, the Company may incur additional debt under Credit Facilities (as defined in the indenture) if the amount of such additional indebtedness is not more than the greater of a fixed sum of $750 million or 30% of the Company's adjusted consolidated net tangible assets (as defined in the indenture), which is determined primarily by the value of discounted future net revenues from proved oil and natural gas reserves as of the date of such determination.

8.0% Convertible Note

On February 8, 2012, the Company issued the 2017 Note in the principal amount of $275.0 million together with five year warrants (February 2012 Warrants) for an aggregate purchase price of $275.0 million. The 2017 Note bears interest at a rate of 8% per annum, payable quarterly on March 31, June 30, September 30 and December 31 of each year and matures on February 8, 2017. Through the March 31, 2014 interest payment date, the Company was permitted to elect to pay the interest in kind, by adding to the principal of the 2017 Note, all or any portion of the interest due on the 2017 Note. The Company elected to pay the interest in kind on March 31, June 30 and September 30, 2012, and added $3.2 million, $5.7 million and $5.8 million of interest incurred during the first, second and third quarters of 2012, respectively, into the 2017 Note, increasing the principal amount to $289.7 million. The Company did not elect to pay-in-kind interest for the quarterly payments due subsequent to September 30, 2012. As of February 8, 2014, holders of the 2017 Note became entitled to convert at their election each $4.50 of principal and accrued but unpaid interest into one share of the Company's common stock. The 2017 Note is a senior unsecured obligation of the Company.

The Company allocated the proceeds received for the 2017 Note and February 2012 Warrants on a relative fair value basis. Consequently, the Company recorded a discount of $43.6 million to be amortized over the remaining life of the 2017 Note utilizing the effective interest rate method. The remaining unamortized discount was $28.3 million at March 31, 2014.

Promissory Notes

On December 28, 2012, the Company completed the acquisition of certain oil and natural gas properties in Brazos County, Texas for approximately $83.7 million, before and subject to, customary closing adjustments, consisting of approximately $8.4 million in cash and approximately $75.3 million in promissory notes. During the three months ended March 31, 2013, the Company completed its review of the properties and paid approximately $62.4 million during the period for properties deemed to have clear title and no defects. In addition, notice was given to the sellers of the Company's assertion of title and environmental defects amounting to $12.9 million for the remaining properties. During the three months ended September 30, 2013, the title and environmental defects were cured by the sellers and the Company paid the remaining portion of the purchase price.

In conjunction with the issuance of the promissory notes in December 2012, the Company recorded a discount of approximately $0.6 million to be amortized over the remaining life of the promissory notes using the effective interest method. The Company expensed the discount during the first quarter of 2013.

Debt Issuance Costs

The Company capitalizes certain direct costs associated with the issuance of long-term debt and amortizes such costs over the lives of the respective debt. During the first three months of 2014, the Company capitalized approximately $0.1 million in costs associated with the issuance of the additional 2020 Notes. At March 31, 2014 and December 31, 2013, the Company had approximately $62.4 million and $64.3 million, respectively, of unamortized debt issuance costs.

FAIR_VALUE_MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
FAIR VALUE MEASUREMENTS	Mar. 31, 2014
FAIR VALUE MEASUREMENTS	'
FAIR VALUE MEASUREMENTS	'

	5. FAIR VALUE MEASUREMENTS

	Pursuant to ASC 820, the Company's determination of fair value incorporates not only the credit standing of the counterparties involved in transactions with the Company resulting in receivables on the Company's unaudited condensed consolidated balance sheets, but also the impact of the Company's nonperformance risk on its own liabilities. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy assigns the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Level 2 measurements are inputs that are observable for assets or liabilities, either directly or indirectly, other than quoted prices included within Level 1. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs.

	The following tables set forth by level within the fair value hierarchy the Company's financial assets and liabilities that were accounted for at fair value as of March 31, 2014 and December 31, 2013. As required by ASC 820, a financial instrument's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair value assets and liabilities and their placement within the fair value hierarchy levels. There were no transfers between fair value hierarchy levels for the three months ended March 31, 2014.


			March 31, 2014
			Level 1			Level 2			Level 3			Total
			(In thousands)
	Assets
	Receivables from derivative contracts		$	—		$	15,457		$	—		$	15,457




	Liabilities
	Liabilities from derivative contracts		$	—		$	51,124		$	2,784		$	53,908









			December 31, 2013
			Level 1			Level 2			Level 3			Total
			(In thousands)
	Assets
	Receivables from derivative contracts		$	—		$	24,762		$	—		$	24,762




	Liabilities
	Liabilities from derivative contracts		$	—		$	34,376		$	2,816		$	37,192





	Derivative contracts listed above as Level 2 include collars, swaps and put options that are carried at fair value. The Company records the net change in the fair value of these positions in "Net gain (loss) on derivative contracts" in the Company's unaudited condensed consolidated statements of operations. The Company is able to value the assets and liabilities based on observable market data for similar instruments, which resulted in the Company reporting its derivatives as Level 2. This observable data includes the forward curves for commodity prices based on quoted markets prices and implied volatility factors related to changes in the forward curves. See Note 6, "Derivative and Hedging Activities" for additional discussion of derivatives.

	Derivative contracts listed above as Level 3 include extendable collars that are carried at fair value. The significant unobservable inputs for these Level 3 contracts include unpublished forward strip prices and market volatilities. The following table sets forth a reconciliation of changes in the fair value of the Company's extendable collar contracts classified as Level 3 in the fair value hierarchy (in thousands):


			Significant Unobservable
			Inputs (Level 3)
			March 31,			December 31,
			2014			2013
	Beginning Balance		$	(2,816	)	$	—
	Net gain (loss) on derivative contracts			32			(2,816	)
	Settlements			—			—
	Purchase of derivative contracts			—			—
	Buy out of derivative contracts			—			—


	Ending Balance		$	(2,784	)	$	(2,816	)




Change in unrealized gains (losses) included in earnings related to derivatives still held at March 31, 2014 and December 31, 2013		$	32		$	(2,816	)





As of March 31, 2014 and December 31, 2013, the Company's derivative contracts were with major financial institutions with investment grade credit ratings which are believed to have a minimal credit risk. As such, the Company is exposed to credit risk to the extent of nonperformance by the counterparties in the derivative contracts; however, the Company does not anticipate such nonperformance. Each of the counterparties to the Company's current derivative contracts is a lender or an affiliate of a lender in the Company's Senior Credit Agreement. The Company did not post collateral under any of these contracts as they are secured under the Senior Credit Agreement.

The following disclosure of the estimated fair value of financial instruments is made in accordance with the requirements of ASC 825, Financial Instruments. The estimated fair value amounts have been determined at discrete points in time based on relevant market information. These estimates involve uncertainties and cannot be determined with precision. The estimated fair value of cash, accounts receivable and accounts payable approximates their carrying value due to their short-term nature. The estimated fair value of the Company's Senior Credit Agreement approximates carrying value because the interest rates approximate current market rates. The following table presents the estimated fair values of the Company's fixed interest rate, long-term debt instruments as of March 31, 2014 and December 31, 2013 (excluding discounts, premiums and deferred premiums on derivative contracts):


		March 31, 2014						December 31, 2013
		Carrying			Estimated			Carrying			Estimated
		Amount			Fair Value			Amount			Fair Value
		(In thousands)
9.25% $400 million senior notes		$	400,000		$	416,924		$	400,000		$	407,432
8.875% $1.35 billion senior notes			1,350,000			1,401,975			1,350,000			1,390,500
9.75% $1.15 billion senior notes			1,150,000			1,242,000			1,150,000			1,197,438
8.0% $289.7 million convertible note			289,669			393,423			289,669			368,418


		$	3,189,669		$	3,454,322		$	3,189,669		$	3,363,788





The fair value of the Company's fixed interest debt instruments was calculated using Level 2 criteria at March 31, 2014 and December 31, 2013. The fair value of the Company's senior notes is based on quoted market prices from trades of such debt. The fair value of the Company's convertible note is based on published market prices and risk-free rates.

The Company follows the provisions of ASC 820, for nonfinancial assets and liabilities measured at fair value on a non-recurring basis. These provisions apply to the Company's initial recognition of asset retirement obligations for which fair value is used. The asset retirement obligation estimates are derived from historical costs and management's expectation of future cost environments; and therefore, the Company has designated these liabilities as Level 3. See Note 7, "Asset Retirement Obligations," for a reconciliation of the beginning and ending balances of the liability for the Company's asset retirement obligations.

DERIVATIVE_AND_HEDGING_ACTIVIT

DERIVATIVE AND HEDGING ACTIVITIES	3 Months Ended
DERIVATIVE AND HEDGING ACTIVITIES	Mar. 31, 2014
DERIVATIVE AND HEDGING ACTIVITIES	'
DERIVATIVE AND HEDGING ACTIVITIES	'

	6. DERIVATIVE AND HEDGING ACTIVITIES

	The Company is exposed to certain risks relating to its ongoing business operations, such as commodity price risk and interest rate risk. Derivative contracts are utilized to economically hedge the Company's exposure to price fluctuations and reduce the variability in the Company's cash flows associated with anticipated sales of future oil and natural gas production. The Company generally hedges a substantial, but varying, portion of anticipated oil and natural gas production for future periods. Derivatives are carried at fair value on the unaudited condensed consolidated balance sheets as assets or liabilities, with the changes in the fair value included in the unaudited condensed consolidated statements of operations for the period in which the change occurs. Historically, the Company has also entered into interest rate swaps to mitigate exposure to market rate fluctuations. The Company does not enter into derivative contracts for speculative trading purposes.

	It is the Company's policy to enter into derivative contracts, including interest rate derivatives, only with counterparties that are creditworthy financial institutions deemed by management as competent and competitive market makers. Each of the counterparties to the Company's current derivative contracts is a lender or an affiliate of a lender in its Senior Credit Agreement. The Company did not post collateral under any of these contracts as they are secured under the Company's Senior Credit Agreement.

	At March 31, 2014 and December 31, 2013, the Company's crude oil and natural gas derivative positions consisted of swaps, swaptions, costless put/call "collars," extendable costless collars and put options. Swaps are designed so that the Company receives or makes payments based on a differential between fixed and variable prices for crude oil and natural gas. A costless collar consists of a sold call, which establishes a maximum price the Company will receive for the volumes under contract and a purchased put that establishes a minimum price. Extendable collars are costless put/call contracts that may be extended annually at the option of the counterparty on a designated date. A sold put option limits the exposure of the counterparty's risk should the price fall below the strike price. Sold put options limit the effectiveness of purchased put options at the low end of the put/call collars to market prices in excess of the strike price of the put option sold. Swaptions are swap contracts that may be extended annually at the option of the counterparty on a designated date. The Company has elected to not designate any of its derivative contracts for hedge accounting. Accordingly, the Company records the net change in the mark-to-market valuation of these derivative contracts, as well as all payments and receipts on settled derivative contracts, in "Net gain (loss) on derivative contracts" on the unaudited condensed consolidated statements of operations.

	At March 31, 2014, the Company had 90 open commodity derivative contracts summarized in the following tables: 11 natural gas collar arrangements, 58 crude oil collar arrangements, two crude oil three-way collars, one crude oil put option, and eight crude oil swaps, eight crude oil swaptions and two crude oil extendable collars.

	At December 31, 2013, the Company had 86 open commodity derivative contracts summarized in the following tables: 10 natural gas collar arrangements, 52 crude oil collar arrangements, five crude oil three-way collars, one crude oil put option, eight crude oil swaps, eight crude oil swaptions and two crude oil extendable collars.

	All derivative contracts are recorded at fair market value in accordance with ASC 815 and ASC 820 and included in the unaudited condensed consolidated balance sheets as assets or liabilities. The following table summarizes the location and fair value amounts of all derivative contracts in the unaudited condensed consolidated balance sheets as of March 31, 2014 and December 31, 2013:


					Asset derivative								Liability derivative
					contracts								contracts
	Derivatives not		Balance sheet location		March 31,			December 31,			Balance sheet location		March 31,			December 31,
	designated as hedging				2014			2013					2014			2013
	contracts under ASC 815
					(In thousands)								(In thousands)
	Commodity contracts		Current assets—receivables from derivative contracts		$	1,214		$	2,028		Current liabilities—liabilities from derivative contracts		$	(32,890	)	$	(17,859	)
	Commodity contracts		Other noncurrent assets—receivables from derivative contracts			14,243			22,734		Other noncurrent liabilities—liabilities from derivative contracts			(21,018	)		(19,333	)


	Total derivatives not designated as hedging contracts under ASC 815				$	15,457		$	24,762				$	(53,908	)	$	(37,192	)





	The following table summarizes the location and amounts of the Company's realized and unrealized gains and losses on derivative contracts in the Company's unaudited condensed consolidated statements of operations:


					Amount of gain or
					(loss) recognized in
					income on derivative
					contracts for the
					Three Months Ended
			Location of gain or (loss) recognized in income		March 31,
	Derivatives not designated as hedging contracts		on derivative contracts		2014			2013
	under ASC 815				2014			2013
					(In thousands)
	Commodity contracts:
	Unrealized gain (loss) oncommodity contracts		Other income (expenses)—net gain (loss) on derivative contracts		$	(26,916	)	$	(16,799	)
	Realized gain (loss) on commodity contracts		Other income (expenses)—net gain (loss) on derivative contracts			(6,740	)		(1,623	)


	Total net gain (loss) on derivative contracts		Other income (expenses)—net gain (loss) on derivative contracts		$	(33,656	)	$	(18,422	)





	At March 31, 2014 and December 31, 2013, the Company had the following open crude oil and natural gas derivative contracts:


							March 31, 2014
										Floors						Ceilings					Put Options Sold
	Period		Instrument		Commodity		Volume in			Price /			Weighted			Price /			Weighted		Price /		Weighted
							Mmbtu's/			Price Range			Average			Price Range			Average		Price Range		Average
							Bbl's						Price						Price				Price
April 2014 - June 2014		Three-Way Collars		Crude Oil			136,500		$	95		$	95		$	98.20 - 101.00		$	99.13	$	70	$	70
April 2014 - June 2014		Collars		Crude Oil			364,000			90			90			96.50 - 99.50			98
April 2014 - December 2014		Collars		Crude Oil			5,706,250			85.00 - 95.00			88.67			93.60 - 108.45			96.27
April 2014 - December 2014		Collars		Natural Gas			8,937,500			3.75 - 4.00			3.85			4.26 - 4.55			4.35
July 2014 - December 2014		Collars		Crude Oil			920,000			87.50 - 90.00			89.5			92.50 - 100.25			97.87
July 2014 - December 2014		Collars		Natural Gas			920,000			4			4			4.42			4.42
July 2014 - December 2014		Put		Crude Oil			184,000														90		90
January 2015 - June 2015		Collars		Crude Oil			1,583,750			85.00 - 90.00			86.29			91.00 - 98.50			93.14
January 2015 - December 2015⁽¹⁾		Collars		Crude Oil			5,475,000			82.50 - 90.00			86			90.00 - 100.25			94.34
January 2015 - December 2015		Collars		Natural Gas			6,387,500			4			4			4.55 - 4.85			4.68
January 2015 - December 2015⁽²⁾		Swaps		Crude Oil			1,095,000			91.00 - 91.25			91.17
July 2015 - December 2015		Collars		Crude Oil			644,000			85			85			90.00 - 90.50			90.16
January 2016 - December 2016		Collars		Natural Gas			732,000			4			4			4.22			4.22
January 2016 - December 2016⁽³⁾		Swaps		Crude Oil			2,196,000			88.00 - 88.87			88.3


-1
Includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.20 per Bbl for a total of 732,000 Bbls for the year ended December 31, 2016. Also includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.00 per Bbl for a total of 366,000 Bbls for the year ended December 31, 2016.

-2
Includes an outstanding crude oil swap of which may be extended at a price of $91.25 per Bbl for 732,000 Bbls for the year ended December 31, 2016. Also includes certain outstanding crude oil swaps which may be extended at a price of $91.00 per Bbl totaling 366,000 Bbls for the year ended December 31, 2016.

-3
Includes an outstanding crude oil swap which may be extended at a price of $88.25 per Bbl for a total of 730,000 Bbls for the year ended December 31, 2017. Also includes certain outstanding crude oil swaps which may be extended at a price of $88.00 per Bbl totaling 912,500 Bbls for the year ended December 31, 2017. Includes an outstanding crude oil swap which may be extended at a price of $88.87 per Bbl totaling 547,500 Bbls for the year ended December 31, 2017.


						December 31, 2013
									Floors						Ceilings					Put Options Sold
Period		Instrument		Commodity		Volume in			Price /			Weighted			Price /			Weighted		Price /		Weighted
						Mmbtu's/			Price Range			Average			Price Range			Average		Price Range		Average
						Bbl's						Price						Price				Price
January 2014 - March 2014		Three-Way Collars		Crude Oil			144,000		$	95		$	95		$	98.60 - 109.50		$	100.03	$	70	$	70
January 2014 - June 2014		Collars		Crude Oil			724,000			90			90			96.50 - 99.50			98
January 2014 - December 2014		Collars		Crude Oil			7,573,750			85.00 - 95.00			88.67			93.60 - 108.45			96.22
January 2014 - December 2014		Collars		Natural Gas			11,862,500			3.75 - 4.00			3.85			4.26 - 4.55			4.35
April 2014 - June 2014		Three-Way Collars		Crude Oil			136,500			95			95			98.20 - 101.00			99.13		70		70
July 2014 - December 2014		Collars		Crude Oil			920,000			87.50 - 90.00			89.5			92.50 - 100.25			97.87
July 2014 - December 2014		Collars		Natural Gas			920,000			4			4			4.42			4.42
July 2014 - December 2014		Put		Crude Oil			184,000														90		90
January 2015 - June 2015		Collars		Crude Oil			1,583,750			85.00 - 90.00			86.29			91.00 - 98.50			93.14
January 2015 - December 2015⁽¹⁾		Collars		Crude Oil			5,110,000			82.50 - 90.00			86.07			90.00 - 100.25			94.65
January 2015 - December 2015		Collars		Natural Gas			6,387,500			4			4			4.55 - 4.85			4.68
January 2015 - December 2015⁽²⁾		Swaps		Crude Oil			1,095,000			91.00 - 91.25			91.17
January 2016 - December 2016⁽³⁾		Swaps		Crude Oil			2,190,000			88.00 - 88.87			88.3


-1
Includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.20 per Bbl for a total of 730,000 Bbls for the year ended December 31, 2016. Also includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.00 per Bbl for a total of 365,000 Bbls for the year ended December 31, 2016.

-2
Includes an outstanding crude oil swap which may be extended at a price of $91.25 per Bbl for 730,000 Bbls for the year ended December 31, 2016. Also includes certain outstanding crude oil swaps which may be extended at a price of $91.00 per Bbl totaling 365,000 Bbls for the year ended December 31, 2016.

-3
Includes an outstanding crude oil swap which may be extended at a price of $88.25 per Bbl for a total of 730,000 Bbls for the year ended December 31, 2017. Also includes certain outstanding crude oil swaps which may be extended at a price of $88.00 per Bbl totaling 912,500 Bbls for the year ended December 31, 2017. Includes an outstanding crude oil swap which may be extended at a price of $88.87 per Bbl totaling 547,500 Bbls for the year ended December 31, 2017.

The Company presents the fair value of its derivative contracts at the gross amounts in the unaudited condensed consolidated balance sheets. The following table shows the potential effects of master netting arrangements on the fair value of the Company's derivative contracts at March 31, 2014 and December 31, 2013 in accordance with ASU 2011-11 and ASU 2013-01:


		Derivative Assets						Derivative Liabilities
Offsetting of Derivative Assets and Liabilities		March 31,			December 31,			March 31,			December 31,
Offsetting of Derivative Assets and Liabilities		2014			2013			2014			2013
		(In thousands)						(In thousands)
Gross Amounts Presented in the Consolidated Balance Sheet		$	15,457		$	24,762		$	(53,908	)	$	(37,192	)
Amounts Not Offset in the Consolidated Balance Sheet			(14,625	)		(20,036	)		14,235			19,507


Net Amount		$	832		$	4,726		$	(39,673	)	$	(17,685	)





The Company enters into an International Swap Dealers Association Master Agreement (ISDA) with each counterparty prior to a derivative contract with such counterparty. The ISDA is a standard contract that governs all derivative contracts entered into between the Company and the respective counterparty. The ISDA allows for offsetting of amounts payable or receivable between the Company and the counterparty, at the election of both parties, for transactions that occur on the same date and in the same currency.

ASSET_RETIREMENT_OBLIGATIONS

ASSET RETIREMENT OBLIGATIONS	3 Months Ended
ASSET RETIREMENT OBLIGATIONS	Mar. 31, 2014
ASSET RETIREMENT OBLIGATIONS	'
ASSET RETIREMENT OBLIGATIONS	'

	7. ASSET RETIREMENT OBLIGATIONS

	The Company records an asset retirement obligation (ARO) when it can reasonably estimate the fair value of an obligation to perform site reclamation, dismantle facilities or plug and abandon costs. For gas gathering systems and equipment, the Company records an ARO when the system is placed in service and it can reasonably estimate the fair value of an obligation to perform site reclamation and other necessary work when it is required. The Company records the ARO liability on the unaudited condensed consolidated balance sheets and capitalizes a portion of the cost in "Oil and natural gas properties" or "Other operating property and equipment" during the period in which the obligation is incurred. The Company records the accretion of its ARO liabilities in "Depletion, depreciation and accretion" expense in the unaudited condensed consolidated statements of operations. The additional capitalized costs are depreciated on a unit-of-production basis or straight-line basis.

	The Company recorded the following activity related to its ARO liability for the three months ended March 31, 2014 (in thousands, inclusive of the current portion):


	Liability for asset retirement obligations as of December 31, 2013	$	39,257
	Liabilities settled and divested		(2,019	)
	Additions		1,104
	Accretion expense		479
	Revisions in estimated cash flows		154


	Liability for asset retirement obligations as of March 31, 2014	$	38,975

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
COMMITMENTS AND CONTINGENCIES	Mar. 31, 2014
COMMITMENTS AND CONTINGENCIES	'
COMMITMENTS AND CONTINGENCIES	'

	8. COMMITMENTS AND CONTINGENCIES

	Commitments

	The Company leases corporate office space in Houston, Texas; Tulsa, Oklahoma; and Denver, Colorado as well as a number of other field office locations. Rent expense was approximately $1.9 million and $2.5 million for the three months ended March 31, 2014 and 2013, respectively. In addition, the Company has commitments for certain equipment under long-term operating lease agreements, namely drilling rigs as well as pipeline and well equipment, with various expiration dates through 2017. Early termination of the drilling rig commitments would result in termination penalties approximating $42.3 million, which would be in lieu of the remaining $79.7 million of drilling rig commitments as of March 31, 2014. As of March 31, 2014, the amount of commitments under office and equipment lease agreements is consistent with the levels at December 31, 2013, as disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2013, approximating $66.6 million in the aggregate, and containing various expiration dates through 2024.

	The Company has entered into various long-term gathering, transportation and sales contracts in its Bakken / Three Forks formations in North Dakota. As of March 31, 2014, the Company had in place nine long-term crude oil contracts and two long-term natural gas contracts in this area. Under the terms of these contracts, the Company has committed a substantial portion of its Bakken / Three Forks production for periods ranging from five to ten years from the date of first production. The sales prices under these contracts are based on posted market rates. The Company believes that there are sufficient available reserves and supplies in the Bakken / Three Forks formations to meet its commitments.

	Additionally, as of March 31, 2014, the Company had one long-term natural gas transportation contract and one long-term natural gas gathering contract in the Woodbine formation in East Texas. The rate under the transportation contract was negotiated based on market rates and the contract term is five years from the date of first production. Under the gathering contract, the Company has committed substantially all of its natural gas production from specific wells in the area, until a contracted volume amount is reached, in exchange for the construction of a gathering system. The contract term is five years from the date of first production.

	Historically, the Company has been able to meet its delivery commitments.

	On December 20, 2013, the Company entered into a carry and earning agreement, as amended (the Agreement), with an independent third party (the Seller) associated with the acquisition of certain properties prospective for the Tuscaloosa Marine Shale, primarily in Wilkinson County, Mississippi and in West Feliciana and East Feliciana Parishes, Louisiana. The Agreement requires the Company to fund up to $189.4 million (the Carry Amount) in exchange for approximately 117,870 net acres. The Company paid $62.5 million of the Carry Amount at closing on February 28, 2014. The Carry Amount is to be used by the Seller to fund wells prospective for the Tuscaloosa Marine Shale to be drilled by the Seller (the Carry Wells) on the Seller's retained acreage. As part of the transaction, the Company will also receive a 5% working interest in the Carry Wells. The commitment period is from January 1, 2014 through August 31, 2017, and is capped at $120.0 million through December 31, 2014 and up to the full $189.4 million through August 31, 2017. Any amount of the commitment not spent or subject to an approval for expenditure by the Seller on or before August 31, 2017 shall be forfeited.

	Contingencies

	From time to time, the Company may be a plaintiff or defendant in a pending or threatened legal proceeding arising in the normal course of its business. While the outcome and impact of currently pending legal proceedings cannot be determined, the Company's management and legal counsel believe that the resolution of these proceedings through settlement or adverse judgment will not have a material effect on the Company's unaudited condensed consolidated operating results, financial position or cash flows.

STOCKHOLDERS_EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
STOCKHOLDERS' EQUITY	Mar. 31, 2014
STOCKHOLDERS' EQUITY	'
STOCKHOLDERS' EQUITY	'

	9. STOCKHOLDERS' EQUITY

	5.75% Series A Convertible Perpetual Preferred Stock

	On June 18, 2013, the Company completed its offering of 345,000 shares of its 5.75% Series A Convertible Perpetual Preferred Stock (the Series A Preferred Stock) at a public offering price of $1,000 per share (the Liquidation Preference). The net proceeds to the Company from the offering of the Series A Preferred Stock were approximately $335.5 million, after deducting the underwriting discount and offering expenses. The Company used the net proceeds from the offering to repay a portion of the outstanding borrowings under its Senior Credit Agreement.

	Holders of the Series A Preferred Stock are entitled to receive, when, as and if declared by the Company's Board of Directors, cumulative dividends at the rate of 5.75% per annum (the dividend rate) on the Liquidation Preference per share of the Series A Preferred Stock, payable quarterly in arrears on each dividend payment date. Dividends may be paid in cash or, where freely transferable by any non-affiliate recipient thereof, in common stock of the Company or a combination thereof, and are payable on March 1, June 1, September 1 and December 1 of each year. On March 3, 2014, the Company paid cumulative, declared dividends of $5.0 million by issuing approximately 1.4 million shares of common stock reflected as a non-cash dividend. As of March 31, 2014, cumulative, undeclared dividends on the Series A Preferred Stock amounted to approximately $1.7 million.

	The Series A Preferred Stock has no maturity date, is not redeemable by the Company at any time, and will remain outstanding unless converted by the holders or mandatorily converted by the Company as described below.

	Each share of Series A Preferred Stock is convertible, at the holder's option at any time, initially into approximately 162.4431 shares of common stock of the Company (which is equivalent to an initial conversion price of approximately $6.16 per share), subject to specified adjustments as set forth in the Series A Designation. Based on the initial conversion rate, approximately 56.0 million shares of common stock of the Company would be issuable upon conversion of all the shares of Series A Preferred Stock.

	On or after June 6, 2018, the Company may, at its option, give notice of its election to cause all outstanding shares of the Series A Preferred Stock to be automatically converted into shares of common stock of the Company at the conversion rate (as defined in the Series A Designation), if the closing sale price of the Company's common stock equals or exceeds 150% of the conversion price for at least 20 trading days in a period of 30 consecutive trading days.

	If the Company undergoes a fundamental change (as defined in the Series A Designation) and a holder converts its shares of the Series A Preferred Stock at any time beginning at the opening of business on the trading day immediately following the effective date of such fundamental change and ending at the close of business on the 30th trading day immediately following such effective date, the holder will receive, for each share of the Series A Preferred Stock surrendered for conversion, a number of shares of common stock of the Company equal to the greater of: (1) the sum of (i) the conversion rate and (ii) the make-whole premium, if any, as described in the Series A Designation; and (2) the conversion rate which will be increased to equal (i) the sum of the $1,000 liquidation preference plus all accumulated and unpaid dividends to, but excluding, the settlement date for such conversion, divided by (ii) the average of the closing sale prices of the Company's common stock for the five consecutive trading days ending on the third business day prior to such settlement date; provided that the prevailing conversion rate as adjusted pursuant to this will not exceed 292.3977 shares of common stock of the Company per share of the Series A Preferred Stock (subject to adjustment in the same manner as the conversion rate).

	Except as required by Delaware law, holders of the Series A Preferred Stock will have no voting rights unless dividends are in arrears and unpaid for six or more quarterly periods. Until such arrearage is paid in full, the holders (voting as a single class with the holders of any other preferred shares having similar voting rights) will be entitled to elect two additional directors and the number of directors on the Company's Board of Directors will increase by that same number.

	Common Stock

	On August 13, 2013, the Company completed the issuance and sale of 43.7 million shares of its common stock in an underwritten public offering. The shares of common stock sold have been registered under the Securities Act pursuant to a Registration Statement on Form S-3 (No. 333-188640), which was filed with the SEC and became automatically effective on May 16, 2013. The net proceeds to the Company from the offering of common stock were approximately $215.2 million, after deducting the underwriting discount and estimated offering expenses. The Company used the net proceeds from the offering to repay a portion of the then outstanding borrowings under its Senior Credit Agreement.

	On January 17, 2013, with stockholder approval, the Company filed a Certificate of Amendment of the Amended and Restated Certificate of Incorporation with the Delaware Secretary of State to increase its authorized common stock by approximately 333.3 million shares for a total of 670.0 million authorized shares of common stock.

	Warrants

	In February 2012, in conjunction with the issuance of the 2017 Notes, the Company issued warrants to purchase 36.7 million shares of the Company's common stock at an exercise price of $4.50 per share of common stock, which the Company refers to as the February 2012 Warrants. The Company allocated $43.6 million to the February 2012 Warrants which is reflected in additional paid-in capital in stockholders' equity, net of $0.6 million in issuance costs. The February 2012 Warrants entitle the holders to exercise the warrants in whole or in part at any time prior to the expiration date of February 8, 2017.

	In August 2012, as part of the Company's acquisition of GeoResources by merger, the Company assumed outstanding GeoResources common stock warrants. At the date of the merger 0.6 million GeoResources warrants were outstanding and were converted to 1.2 million Halcón warrants (the August 2012 Warrants). Each GeoResources warrant was converted into an August 2012 Warrant to acquire one share of Halcón common stock (Share Portion) at an exercise price of $8.40 per share of common stock and the right to receive $20 in cash per equivalent assumed share (Cash Portion) at an exercise price of $0.82 per $1.00 received. The August 2012 Warrants contained substantially the same terms of the original GeoResources warrants with adjustments to the exercise price and addition of the Cash Portion to reflect the impact of the consideration per share in the merger. The August 2012 Warrants expired on June 9, 2013. The August 2012 Warrants were reflected as a current liability in the unaudited condensed consolidated balance sheets at March 31, 2013 and were recorded at fair value. Changes in fair value were recognized in "Interest expense and other, net" in the unaudited condensed consolidated statements of operations.

	Incentive Plan

	On May 8, 2006, the Company's stockholders first approved its 2006 Long-Term Incentive Plan (the Plan). On May 23, 2013, shareholders last approved an increase in authorized shares under the Plan from 11.5 million to 41.5 million. As of March 31, 2014 and December 31, 2013, a maximum of 13.2 million and 25.7 million shares of common stock, respectively, remained reserved for issuance under the Plan.

	The Company accounts for share-based payment accruals under authoritative guidance on stock compensation, as set forth in ASC Topic 718. The guidance requires all share-based payments to employees and directors, including grants of performance units, stock options, and restricted stock, to be recognized in the financial statements based on their fair values.

	For the three months ended March 31, 2014 and 2013, the Company recognized $4.3 million and $2.3 million, respectively, of share-based compensation expense as a component of "General and administrative" on the unaudited condensed consolidated statements of operations.

	Performance Share Units

	During the three months ended March 31, 2014, the Company granted performance share units (PSU) under the Plan covering 1.6 million shares of common stock to senior management of the Company. The PSU provide that the number of shares of common stock received upon vesting will vary if the market price of the Company's common stock exceeds certain pre-established target thresholds as measured by the average of the adjusted closing price of a share of the Company's common stock during the sixty trading days preceding the third anniversary of issuance, or the measurement date. The PSU utilize $4.00 as the floor price, below which the PSU will not vest and will expire. If the average market price at the measurement date is equal to $4.00, the PSU will vest and represent the right to receive 50% of the number of shares of common stock underlying the PSU. At $7.00, the PSU will vest and represent the right to receive the full number of shares of common stock underlying the PSU; and at $10.00, the PSU will vest and represent the right to receive 200% of the number of shares of common stock underlying the PSU. All stock price targets are subject to customary adjustments based upon changes in the Company's capital structure. In the event the average market price falls between targeted price thresholds, the PSU will vest and represent the right to receive a proportionate number of shares, e.g., 75% of the number of shares of common stock underlying the PSU if the average market price at such time is $5.50, 150% of the number of shares of common stock underlying the PSU if the average market price at such time is $8.50, and so forth. The Company has reserved for issuance under the Plan the maximum right to receive upon vest of the PSU, or 3.2 million shares of common stock. At March 31, 2014, the Company had $4.8 million of unrecognized compensation expense related to non-vested PSU to be recognized over a weighted-average period of 2.9 years.

	Stock Options

	During the three months ended March 31, 2014, the Company granted stock options under the Plan covering 6.1 million shares of common stock to employees of the Company. The stock options have exercise prices ranging from $3.67 to $4.33 with a weighted average exercise price of $3.67. These awards typically vest over a three year period at a rate of one-third on the annual anniversary date of the grant and expire ten years from the grant date. At March 31, 2014, the Company had $20.4 million of unrecognized compensation expense related to non-vested stock options to be recognized over a weighted-average period of 1.6 years.

	During the three months ended March 31, 2013, the Company granted stock options under the Plan covering 1.5 million shares of common stock to employees of the Company. The stock options have exercise prices ranging from $6.36 to $8.23 with a weighted average exercise price of $7.20. These awards typically vest over a three year period at a rate of one-third on the annual anniversary date of the grant and expire ten years from the grant date. At March 31, 2013, the unrecognized compensation expense related to stock options totaled $14.4 million and will be recognized on the graded-vesting method over the requisite service periods.

	During the three months ended March 31, 2013, the Company's Board of Directors approved an increase in authorized shares under the Plan from 11.5 million to 41.5 million, subject to stockholder approval. As a result, stock options granted to executive officers and certain other participants covering 4.4 million shares during the three months ended March 31, 2013 were pending stockholder approval on May 23, 2013 because these grants would have caused the Company to exceed the limit of shares available under the Plan. These awards were subject to forfeiture in the event that stockholder approval was not obtained and therefore the Company did not record any expense associated with the amortization of these awards in the unaudited condensed consolidated statements of operations for the three months ended March 31, 2013.

	Restricted Stock

	During the three months ended March 31, 2014, the Company granted 3.6 million shares of restricted stock under the Plan to directors and employees of the Company. These restricted shares were granted at prices ranging from $3.67 to $4.33 with a weighted average price of $3.67. Employee shares vest over a three year period at a rate of one-third on the annual anniversary date of the grant, and the non-employee directors' shares vest six-months from the date of grant. At March 31, 2014, the Company had $19.7 million of unrecognized compensation expense related to non-vested restricted stock awards to be recognized over a weighted-average period of 1.7 years.

	During the three months ended March 31, 2013, the Company granted 2.8 million shares of restricted stock under the Plan to directors and employees of the Company. These restricted shares were granted at prices ranging from $6.36 to $7.26 with a weighted average price of $7.10. These awards typically vest over a three year period at a rate of one-third on the annual anniversary date of the grant. At March 31, 2013, the Company had $20.1 million of unrecognized compensation expense related to non-vested restricted stock awards to be recognized over a weighted-average period of 1.8 years.

	Treasury Stock

	During the three months ended March 31, 2013, the Company granted 2.8 million shares of restricted stock under the Plan to directors and employees of the Company of which 1.2 million shares were issued out of treasury stock. In addition, the Company retired 0.4 million shares from treasury stock representing shares that were repurchased for taxes tendered upon vesting of stock based compensation awards in prior years. As of March 31, 2013, the Company had no issued shares held in treasury.

INCOME_TAXES

INCOME TAXES	3 Months Ended
INCOME TAXES	Mar. 31, 2014
INCOME TAXES	'
INCOME TAXES	'

	10. INCOME TAXES

	Under guidance contained in Topic 740 of the ASC, deferred taxes are determined by applying the provisions of enacted tax laws and rates for the jurisdictions in which the Company operates to the estimated future tax effects of the differences between the tax basis of assets and liabilities and their reported amounts in the Company's financial statements. A valuation allowance is established to reduce deferred tax assets if it is more likely than not that the related tax benefits will not be realized.

	In assessing the need for a valuation allowance on our deferred tax assets, the Company considers possible sources of taxable income that may be available to realize the benefit of deferred tax assets, including projected future taxable income, the reversal of existing temporary differences, taxable income in carryback years and available tax planning strategies. The Company considers all available evidence (both positive and negative) in determining whether a valuation allowance is required. A significant item of objective negative evidence considered was the cumulative three-year book loss driven primarily by ceiling test write-downs in 2013. Based upon the evaluation of the available evidence the Company continued to record a full valuation allowance against its net deferred tax assets as of March 31, 2014.

	The Company recorded no income tax expense or benefit on a pre-tax loss of $73.0 million for the three months ended March 31, 2014 due to the valuation allowance. For the three months ended March 31, 2013, the Company recorded a tax provision of $3.3 million on pre-tax income of $8.8 million. The effective tax rate for the three months ended March 31, 2014 was 0.0% compared to 37.6% for the three months ended March 31, 2013. The significant difference in the effective tax rate is due to the full valuation allowance that was established during the fourth quarter of 2013.

	During the first quarter of 2014, the Internal Revenue Service commenced an audit of GeoResources, Inc.'s tax returns for the tax years ending December 31, 2010 through August 1, 2012. The audit is ongoing as of the date of this filing.

EARNINGS_PER_COMMON_SHARE

EARNINGS PER COMMON SHARE	3 Months Ended
EARNINGS PER COMMON SHARE	Mar. 31, 2014
EARNINGS PER COMMON SHARE	'
EARNINGS PER COMMON SHARE	'

	11. EARNINGS PER COMMON SHARE

	The following represents the calculation of earnings (loss) per share (in thousands, except per share amounts):


		Three Months Ended March 31,
		2014			2013
		(In thousands, except per share amounts)
	Basic:
	Net income (loss) available to common stockholders	$	(77,923	)	$	5,465




	Weighted average basic number of common shares outstanding		413,521			346,139


	Basic net income (loss) per share of common stock	$	(0.19	)	$	0.02




	Diluted:
	Net income (loss) available to common stockholders	$	(77,923	)	$	5,465




	Weighted average basic number of common shares outstanding		413,521			346,139
	Common stock equivalent shares representing shares issuable upon:
	Exercise of stock options		Anti-dilutive			Anti-dilutive
	Exercise of February 2012 Warrants		Anti-dilutive			14,411
	Exercise of August 2012 Warrants		—			Anti-dilutive
	Vesting of restricted shares		Anti-dilutive			1,255
	Vesting of performance share units		—			—
	Conversion of 2017 Notes		Anti-dilutive			Anti-dilutive
	Conversion of preferred stock		—			21,760
	Conversion of Series A Preferred Stock		Anti-dilutive			—


	Weighted average diluted number of common shares outstanding		413,521			383,565


	Diluted net income (loss) per share of common stock	$	(0.19	)	$	0.01





	Common stock equivalents, including stock options, warrants, restricted shares, convertible debt, and preferred stock, totaling 173.2 million shares for the three months ended March 31, 2014 were not included in the computation of diluted earnings per share of common stock because the effect would have been anti-dilutive due to the net loss. Common stock equivalents, including stock options, warrants, and convertible debt, totaling 70.6 million shares were not included in the computation of diluted earnings per share of common stock because the effect would have been anti-dilutive for the three months ended March 31, 2013.

ADDITIONAL_FINANCIAL_STATEMENT

ADDITIONAL FINANCIAL STATEMENT INFORMATION	3 Months Ended
ADDITIONAL FINANCIAL STATEMENT INFORMATION	Mar. 31, 2014
ADDITIONAL FINANCIAL STATEMENT INFORMATION	'
ADDITIONAL FINANCIAL STATEMENT INFORMATION	'

	12. ADDITIONAL FINANCIAL STATEMENT INFORMATION

	Certain balance sheet amounts are comprised of the following:


		March 31,		December 31,
		2014		2013
		(In thousands)
	Accounts receivable:
	Oil, natural gas and natural gas liquids revenues	$	169,640	$	129,355
	Joint interest accounts		137,957		170,907
	Affiliated partnership		302		500
	Other		1,405		11,756


		$	309,304	$	312,518




	Prepaids and other:
	Prepaids	$	5,974	$	5,636
	Income tax receivable		5,404		10,404
	Other		58		58


		$	11,436	$	16,098




	Accounts payable and accrued liabilities:
	Trade payables	$	86,708	$	87,661
	Accrued oil and natural gas capital costs		314,094		292,472
	Revenues and royalties payable		128,598		124,222
	Accrued interest expense		75,177		82,570
	Accrued employee compensation		4,960		2,272
	Accrued lease operating expenses		24,980		21,469
	Drilling advances from partners		16,314		24,882
	Accounts payable to affiliated partnership		939		679
	Other		433		362


		$	652,203	$	636,589

FINANCIAL_STATEMENT_PRESENTATI1

FINANCIAL STATEMENT PRESENTATION (Policies)	3 Months Ended
FINANCIAL STATEMENT PRESENTATION (Policies)	Mar. 31, 2014
FINANCIAL STATEMENT PRESENTATION	'
Basis of Presentation and Principles of Consolidation	'

	Basis of Presentation and Principles of Consolidation

	Halcón Resources Corporation (Halcón or the Company) is an independent energy company focused on the acquisition, production, exploration and development of onshore liquids-rich assets in the United States. The unaudited condensed consolidated financial statements include the accounts of all majority-owned, controlled subsidiaries and an equity method investment. The Company operates in one segment which focuses on oil and natural gas acquisition, production, exploration and development. The Company's oil and natural gas properties are managed as a whole rather than through discrete operating areas. Operational information is tracked by operating area; however, financial performance is assessed as a whole. Allocation of capital is made across the Company's entire portfolio without regard to operating area. All intercompany accounts and transactions have been eliminated. These unaudited condensed consolidated financial statements reflect, in the opinion of the Company's management, all adjustments, consisting of normal and recurring adjustments, necessary to present fairly the financial position as of, and the results of operations for, the periods presented. During interim periods, Halcón follows the accounting policies disclosed in its 2013 Annual Report on Form 10-K, as filed with the United States Securities and Exchange Commission (SEC). Please refer to the notes in the 2013 Annual Report on Form 10-K when reviewing interim financial results.

	During the year ended 2013, the Company determined that "Net cash provided by operating activities" and "Net cash used in investing activities" for the three month period ended March 31, 2013 were both overstated by $9.6 million as a result of the inclusion of capitalized non-cash interest in the change in "Accounts payable and accrued liabilities" line item in operating cash flows and "Oil and natural gas capital expenditures" and "Other operating property and equipment capital expenditures" in investing cash flows. The Company has corrected the error, which had no impact to the net cash flows for the period, and provided related supplemental non-cash information in the accompanying unaudited condensed consolidated statements of cash flows for the three month period ended March 31, 2013.

Use of Estimates	'

	Use of Estimates

	The preparation of the Company's unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires the Company's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, if any, at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. Estimates and assumptions that, in the opinion of management of the Company, are significant include oil and natural gas revenue, capital and operating expense accruals, oil and natural gas reserves, depletion relating to oil and natural gas properties, asset retirement obligations, fair value estimates and income taxes. The Company bases its estimates and judgments on historical experience and on various other assumptions and information that are believed to be reasonable under the circumstances. Estimates and assumptions about future events and their effects cannot be perceived with certainty and, accordingly, these estimates may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company's operating environment changes. Actual results may differ from the estimates and assumptions used in the preparation of the Company's unaudited condensed consolidated financial statements.

	Interim period results are not necessarily indicative of results of operations or cash flows for the full year and accordingly, certain information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States, has been condensed or omitted. The Company has evaluated events or transactions through the date of issuance of these unaudited condensed consolidated financial statements.

Accounts Receivable and Allowance for Doubtful Accounts	'

	Accounts Receivable and Allowance for Doubtful Accounts

	The Company's accounts receivable are primarily receivables from joint interest owners and oil and natural gas purchasers. Accounts receivable are recorded at the amount due, less an allowance for doubtful accounts, when applicable. The Company establishes provisions for losses on accounts receivable if it determines that collection of all or part of the outstanding balance is doubtful. The Company regularly reviews collectability and establishes or adjusts the allowance for doubtful accounts as necessary using the specific identification method. There were no allowances for doubtful accounts as of March 31, 2014 or December 31, 2013.

Other Operating Property and Equipment	'

	Other Operating Property and Equipment

	Gas gathering systems and equipment are recorded at cost. Depreciation is calculated using the straight-line method over a 30-year estimated useful life. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life or productive capacity of an asset are capitalized and depreciated over the estimated remaining useful life of the asset. The Company capitalized $101.2 million and $92.0 million as of March 31, 2014 and December 31, 2013, respectively, related to the construction of its gas gathering systems.

	Other operating assets are recorded at cost. Depreciation is calculated using the straight-line method over the following estimated useful lives: automobiles and computers, three years; computer software, fixtures, furniture and equipment, five years; trailers, seven years; heavy equipment, ten years; an airplane and buildings, twenty years and leasehold improvements, lease term. Upon disposition, the cost and accumulated depreciation are removed and any gains or losses are reflected in current operations. Maintenance and repair costs are charged to operating expense as incurred. Material expenditures which increase the life of an asset are capitalized and depreciated over the estimated remaining useful life of the asset.

	The Company reviews its gas gathering systems and equipment and other operating assets for impairment in accordance with ASC 360, Property, Plant, and Equipment (ASC 360). ASC 360 requires the Company to evaluate gas gathering systems and equipment and other operating assets for impairment as events occur or circumstances change that would more likely than not reduce the fair value below the carrying amount. If the carrying amount is not recoverable from its undiscounted cash flows, then the Company would recognize an impairment loss for the difference between the carrying amount and the current fair value. Further, the Company evaluates the remaining useful lives of its gas gathering systems and other operating assets at each reporting period to determine whether events and circumstances warrant a revision to the remaining depreciation periods.

Recently Issued Accounting Pronouncements	'

	Recently Issued Accounting Pronouncements

	In February 2013, the FASB issued ASU No. 2013-04, Obligations Resulting from Joint and Several Liability Arrangements for which the Total Amount of the Obligation is Fixed at the Reporting Date (ASU 2013-04). ASU 2013-04 provides guidance for the recognition, measurement, and disclosure of obligations resulting from joint and several liability arrangements, such as debt arrangements, other contractual obligations and settled litigation and judicial rulings. This pronouncement must be applied retrospectively and is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of ASU 2013-04 did not have an impact to the Company's operating results, financial position and disclosures.

	In February 2013, the FASB issued ASU No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (ASU 2013-11). ASU 2013-11 provides explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This pronouncement should be applied prospectively to all unrecognized tax benefits that exist at the effective date and retrospective application is permitted. ASU 2013-11 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this pronouncement did not have an impact to the Company's operating results and financial position.

LONGTERM_DEBT_Tables

LONG-TERM DEBT (Tables)	3 Months Ended
LONG-TERM DEBT (Tables)	Mar. 31, 2014
LONG-TERM DEBT.	'
Schedule of long-term debt	'

		March 31,		December 31,
		2014⁽¹⁾		2013⁽¹⁾
		(In thousands)
	Senior revolving credit facility	$	348,000	$	—
	9.25% senior notes due 2022		400,000		400,000
	8.875% senior notes due 2021⁽²⁾		1,371,791		1,372,355
	9.75% senior notes due 2020⁽³⁾		1,152,029		1,152,099
	8.0% convertible note due 2017⁽⁴⁾		261,373		259,369


		$	3,533,193	$	3,183,823






	-1
	Table excludes $1.4 million of deferred premiums on derivative contracts which were classified as current at March 31, 2014 and December 31, 2013.

	-2
	Amounts are net of a $5.0 million and a $5.1 million unamortized discount at March 31, 2014 and December 31, 2013, respectively, related to the issuance of the original 2021 Notes. The unamortized premium related to the additional 2021 Notes was approximately $26.8 million and $27.5 million at March 31, 2014 and December 31, 2013, respectively. See "8.875% Senior Notes" below for more details.

	-3
	Amounts are net of a $8.6 million and a $8.9 million unamortized discount at March 31, 2014 and December 31, 2013, respectively, related to the issuance of the original 2020 Notes. On December 19, 2013, the Company completed the issuance of an additional $400 million principal amount of these notes. The unamortized premium related to these additional 2020 Notes was approximately $10.6 million and $11.0 million at March 31, 2014 and December 31, 2013, respectively. See "9.75% Senior Notes" below for more details.

	-4
	Amount is net of a $28.3 million and a $30.3 million unamortized discount at March 31, 2014 and December 31, 2013, respectively. See "8.0% Convertible Note" below for more details.

FAIR_VALUE_MEASUREMENTS_Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
FAIR VALUE MEASUREMENTS (Tables)	Mar. 31, 2014
FAIR VALUE MEASUREMENTS	'
Schedule of fair value of the Company's financial assets and liabilities	'
		March 31, 2014
		Level 1			Level 2			Level 3		Total
		(In thousands)
	Assets
	Receivables from derivative contracts	$	—		$	15,457		$	—	$	15,457




	Liabilities
	Liabilities from derivative contracts	$	—		$	51,124		$	2,784	$	53,908








		December 31, 2013
		Level 1			Level 2			Level 3		Total
		(In thousands)
	Assets
	Receivables from derivative contracts	$	—		$	24,762		$	—	$	24,762




	Liabilities
	Liabilities from derivative contracts	$	—		$	34,376		$	2,816	$	37,192




Schedule of reconciliation of changes in the fair value of the Company's oil derivative instruments classified as Level 3 in the fair value hierarchy	'

	The following table sets forth a reconciliation of changes in the fair value of the Company's extendable collar contracts classified as Level 3 in the fair value hierarchy (in thousands):


		Significant Unobservable
		Inputs (Level 3)
		March 31,			December 31,
		2014			2013
	Beginning Balance	$	(2,816	)	$	—
	Net gain (loss) on derivative contracts		32			(2,816	)
	Settlements		—			—
	Purchase of derivative contracts		—			—
	Buy out of derivative contracts		—			—


	Ending Balance	$	(2,784	)	$	(2,816	)




	Change in unrealized gains (losses) included in earnings related to derivatives still held at March 31, 2014 and December 31, 2013	$	32		$	(2,816	)




Schedule of the estimated fair values of the Company's fixed interest rate, long-term debt instruments	'

		March 31, 2014						December 31, 2013
		Carrying			Estimated			Carrying		Estimated
		Amount			Fair Value			Amount		Fair Value
		(In thousands)
	9.25% $400 million senior notes	$	400,000		$	416,924		$	400,000	$	407,432
	8.875% $1.35 billion senior notes		1,350,000			1,401,975			1,350,000		1,390,500
	9.75% $1.15 billion senior notes		1,150,000			1,242,000			1,150,000		1,197,438
	8.0% $289.7 million convertible note		289,669			393,423			289,669		368,418


		$	3,189,669		$	3,454,322		$	3,189,669	$	3,363,788

DERIVATIVE_AND_HEDGING_ACTIVIT1

DERIVATIVE AND HEDGING ACTIVITIES (Tables)	3 Months Ended
DERIVATIVE AND HEDGING ACTIVITIES (Tables)	Mar. 31, 2014
DERIVATIVE AND HEDGING ACTIVITIES	'
Summary of location and fair value of derivative contracts	'

				Asset derivative								Liability derivative
				contracts								contracts
	Derivatives not	Balance sheet location		March 31,			December 31,			Balance sheet location		March 31,			December 31,
	designated as hedging			2014			2013					2014			2013
	contracts under ASC 815
				(In thousands)								(In thousands)
	Commodity contracts	Current assets—receivables from derivative contracts		$	1,214		$	2,028		Current liabilities—liabilities from derivative contracts		$	(32,890	)	$	(17,859	)
	Commodity contracts	Other noncurrent assets—receivables from derivative contracts			14,243			22,734		Other noncurrent liabilities—liabilities from derivative contracts			(21,018	)		(19,333	)


	Total derivatives not designated as hedging contracts under ASC 815			$	15,457		$	24,762				$	(53,908	)	$	(37,192	)




Summary of the location and amounts of the Company's realized and unrealized gains and losses on derivative contracts	'

				Amount of gain or
				(loss) recognized in
				income on derivative
				contracts for the
				Three Months Ended
		Location of gain or (loss) recognized in income		March 31,
	Derivatives not designated as hedging contracts	on derivative contracts		2014			2013
	under ASC 815			2014			2013
				(In thousands)
	Commodity contracts:
	Unrealized gain (loss) oncommodity contracts	Other income (expenses)—net gain (loss) on derivative contracts		$	(26,916	)	$	(16,799	)
	Realized gain (loss) on commodity contracts	Other income (expenses)—net gain (loss) on derivative contracts			(6,740	)		(1,623	)


	Total net gain (loss) on derivative contracts	Other income (expenses)—net gain (loss) on derivative contracts		$	(33,656	)	$	(18,422	)




Schedule of open derivative contracts	'

						March 31, 2014
									Floors						Ceilings					Put Options Sold
	Period	Instrument		Commodity		Volume in			Price /			Weighted			Price /			Weighted		Price /		Weighted
						Mmbtu's/			Price Range			Average			Price Range			Average		Price Range		Average
						Bbl's						Price						Price				Price
	April 2014 - June 2014	Three-Way Collars		Crude Oil			136,500		$	95		$	95		$	98.20 - 101.00		$	99.13	$	70	$	70
	April 2014 - June 2014	Collars		Crude Oil			364,000			90			90			96.50 - 99.50			98
	April 2014 - December 2014	Collars		Crude Oil			5,706,250			85.00 - 95.00			88.67			93.60 - 108.45			96.27
	April 2014 - December 2014	Collars		Natural Gas			8,937,500			3.75 - 4.00			3.85			4.26 - 4.55			4.35
	July 2014 - December 2014	Collars		Crude Oil			920,000			87.50 - 90.00			89.5			92.50 - 100.25			97.87
	July 2014 - December 2014	Collars		Natural Gas			920,000			4			4			4.42			4.42
	July 2014 - December 2014	Put		Crude Oil			184,000														90		90
	January 2015 - June 2015	Collars		Crude Oil			1,583,750			85.00 - 90.00			86.29			91.00 - 98.50			93.14
	January 2015 - December 2015⁽¹⁾	Collars		Crude Oil			5,475,000			82.50 - 90.00			86			90.00 - 100.25			94.34
	January 2015 - December 2015	Collars		Natural Gas			6,387,500			4			4			4.55 - 4.85			4.68
	January 2015 - December 2015⁽²⁾	Swaps		Crude Oil			1,095,000			91.00 - 91.25			91.17
	July 2015 - December 2015	Collars		Crude Oil			644,000			85			85			90.00 - 90.50			90.16
	January 2016 - December 2016	Collars		Natural Gas			732,000			4			4			4.22			4.22
	January 2016 - December 2016⁽³⁾	Swaps		Crude Oil			2,196,000			88.00 - 88.87			88.3


	-1
	Includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.20 per Bbl for a total of 732,000 Bbls for the year ended December 31, 2016. Also includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.00 per Bbl for a total of 366,000 Bbls for the year ended December 31, 2016.

	-2
	Includes an outstanding crude oil swap of which may be extended at a price of $91.25 per Bbl for 732,000 Bbls for the year ended December 31, 2016. Also includes certain outstanding crude oil swaps which may be extended at a price of $91.00 per Bbl totaling 366,000 Bbls for the year ended December 31, 2016.

	-3
	Includes an outstanding crude oil swap which may be extended at a price of $88.25 per Bbl for a total of 730,000 Bbls for the year ended December 31, 2017. Also includes certain outstanding crude oil swaps which may be extended at a price of $88.00 per Bbl totaling 912,500 Bbls for the year ended December 31, 2017. Includes an outstanding crude oil swap which may be extended at a price of $88.87 per Bbl totaling 547,500 Bbls for the year ended December 31, 2017.


						December 31, 2013
									Floors						Ceilings					Put Options Sold
	Period	Instrument		Commodity		Volume in			Price /			Weighted			Price /			Weighted		Price /		Weighted
						Mmbtu's/			Price Range			Average			Price Range			Average		Price Range		Average
						Bbl's						Price						Price				Price
	January 2014 - March 2014	Three-Way Collars		Crude Oil			144,000		$	95		$	95		$	98.60 - 109.50		$	100.03	$	70	$	70
	January 2014 - June 2014	Collars		Crude Oil			724,000			90			90			96.50 - 99.50			98
	January 2014 - December 2014	Collars		Crude Oil			7,573,750			85.00 - 95.00			88.67			93.60 - 108.45			96.22
	January 2014 - December 2014	Collars		Natural Gas			11,862,500			3.75 - 4.00			3.85			4.26 - 4.55			4.35
	April 2014 - June 2014	Three-Way Collars		Crude Oil			136,500			95			95			98.20 - 101.00			99.13		70		70
	July 2014 - December 2014	Collars		Crude Oil			920,000			87.50 - 90.00			89.5			92.50 - 100.25			97.87
	July 2014 - December 2014	Collars		Natural Gas			920,000			4			4			4.42			4.42
	July 2014 - December 2014	Put		Crude Oil			184,000														90		90
	January 2015 - June 2015	Collars		Crude Oil			1,583,750			85.00 - 90.00			86.29			91.00 - 98.50			93.14
	January 2015 - December 2015⁽¹⁾	Collars		Crude Oil			5,110,000			82.50 - 90.00			86.07			90.00 - 100.25			94.65
	January 2015 - December 2015	Collars		Natural Gas			6,387,500			4			4			4.55 - 4.85			4.68
	January 2015 - December 2015⁽²⁾	Swaps		Crude Oil			1,095,000			91.00 - 91.25			91.17
	January 2016 - December 2016⁽³⁾	Swaps		Crude Oil			2,190,000			88.00 - 88.87			88.3


	-1
	Includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.20 per Bbl for a total of 730,000 Bbls for the year ended December 31, 2016. Also includes an outstanding crude oil collar which may be extended at a floor of $85.00 per Bbl and a ceiling of $96.00 per Bbl for a total of 365,000 Bbls for the year ended December 31, 2016.

	-2
	Includes an outstanding crude oil swap which may be extended at a price of $91.25 per Bbl for 730,000 Bbls for the year ended December 31, 2016. Also includes certain outstanding crude oil swaps which may be extended at a price of $91.00 per Bbl totaling 365,000 Bbls for the year ended December 31, 2016.

	-3
	Includes an outstanding crude oil swap which may be extended at a price of $88.25 per Bbl for a total of 730,000 Bbls for the year ended December 31, 2017. Also includes certain outstanding crude oil swaps which may be extended at a price of $88.00 per Bbl totaling 912,500 Bbls for the year ended December 31, 2017. Includes an outstanding crude oil swap which may be extended at a price of $88.87 per Bbl totaling 547,500 Bbls for the year ended December 31, 2017.

Schedule of potential effects of master netting arrangements on the fair value of derivative contracts	'
		Derivative Assets						Derivative Liabilities
	Offsetting of Derivative Assets and Liabilities	March 31,			December 31,			March 31,			December 31,
	Offsetting of Derivative Assets and Liabilities	2014			2013			2014			2013
		(In thousands)						(In thousands)
	Gross Amounts Presented in the Consolidated Balance Sheet	$	15,457		$	24,762		$	(53,908	)	$	(37,192	)
	Amounts Not Offset in the Consolidated Balance Sheet		(14,625	)		(20,036	)		14,235			19,507


	Net Amount	$	832		$	4,726		$	(39,673	)	$	(17,685	)

ASSET_RETIREMENT_OBLIGATIONS_T

ASSET RETIREMENT OBLIGATIONS (Tables)	3 Months Ended
ASSET RETIREMENT OBLIGATIONS (Tables)	Mar. 31, 2014
ASSET RETIREMENT OBLIGATIONS	'
Schedule of activity related to ARO liability	'

	The Company recorded the following activity related to its ARO liability for the three months ended March 31, 2014 (in thousands, inclusive of the current portion):


	Liability for asset retirement obligations as of December 31, 2013	$	39,257
	Liabilities settled and divested		(2,019	)
	Additions		1,104
	Accretion expense		479
	Revisions in estimated cash flows		154


	Liability for asset retirement obligations as of March 31, 2014	$	38,975

EARNINGS_PER_COMMON_SHARE_Tabl

EARNINGS PER COMMON SHARE (Tables)	3 Months Ended
EARNINGS PER COMMON SHARE (Tables)	Mar. 31, 2014
EARNINGS PER COMMON SHARE	'
Schedule of calculation of earnings (loss) per share	'

	The following represents the calculation of earnings (loss) per share (in thousands, except per share amounts):


		Three Months Ended March 31,
		2014			2013
		(In thousands, except per share amounts)
	Basic:
	Net income (loss) available to common stockholders	$	(77,923	)	$	5,465




	Weighted average basic number of common shares outstanding		413,521			346,139


	Basic net income (loss) per share of common stock	$	(0.19	)	$	0.02




	Diluted:
	Net income (loss) available to common stockholders	$	(77,923	)	$	5,465




	Weighted average basic number of common shares outstanding		413,521			346,139
	Common stock equivalent shares representing shares issuable upon:
	Exercise of stock options		Anti-dilutive			Anti-dilutive
	Exercise of February 2012 Warrants		Anti-dilutive			14,411
	Exercise of August 2012 Warrants		—			Anti-dilutive
	Vesting of restricted shares		Anti-dilutive			1,255
	Vesting of performance share units		—			—
	Conversion of 2017 Notes		Anti-dilutive			Anti-dilutive
	Conversion of preferred stock		—			21,760
	Conversion of Series A Preferred Stock		Anti-dilutive			—


	Weighted average diluted number of common shares outstanding		413,521			383,565


	Diluted net income (loss) per share of common stock	$	(0.19	)	$	0.01

ADDITIONAL_FINANCIAL_STATEMENT1

ADDITIONAL FINANCIAL STATEMENT INFORMATION (Tables)	3 Months Ended
ADDITIONAL FINANCIAL STATEMENT INFORMATION (Tables)	Mar. 31, 2014
ADDITIONAL FINANCIAL STATEMENT INFORMATION	'
Schedule of additional financial statement information, balance sheet	'
		March 31,		December 31,
		2014		2013
		(In thousands)
	Accounts receivable:
	Oil, natural gas and natural gas liquids revenues	$	169,640	$	129,355
	Joint interest accounts		137,957		170,907
	Affiliated partnership		302		500
	Other		1,405		11,756


		$	309,304	$	312,518




	Prepaids and other:
	Prepaids	$	5,974	$	5,636
	Income tax receivable		5,404		10,404
	Other		58		58


		$	11,436	$	16,098




	Accounts payable and accrued liabilities:
	Trade payables	$	86,708	$	87,661
	Accrued oil and natural gas capital costs		314,094		292,472
	Revenues and royalties payable		128,598		124,222
	Accrued interest expense		75,177		82,570
	Accrued employee compensation		4,960		2,272
	Accrued lease operating expenses		24,980		21,469
	Drilling advances from partners		16,314		24,882
	Accounts payable to affiliated partnership		939		679
	Other		433		362


		$	652,203	$	636,589

FINANCIAL_STATEMENT_PRESENTATI2

FINANCIAL STATEMENT PRESENTATION (Details) (USD $)	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013
	item	Mar. 31, 2013
Basis of Presentation and Principles of Consolidation	'	'
Number of operating segments	1	'
Allowance for doubtful accounts receivable	$0	'
Corrections of errors	'	'
Net cash provided by operating activities	-159,500,000	-45,710,000
Net cash used in investing activities	-509,498,000	-445,024,000
Correction of errors related to capitalized non-cash interest	'	'
Corrections of errors	'	'
Net cash provided by operating activities	'	-9,600,000
Net cash used in investing activities	'	$9,600,000

FINANCIAL_STATEMENT_PRESENTATI3

FINANCIAL STATEMENT PRESENTATION (Details 2) (USD $)	3 Months Ended	12 Months Ended
In Millions, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Gas gathering systems and equipment	'	'
Other operating property and equipment	'	'
Estimated useful life	'30 years	'
Cost capitalized	$101.20	$92
Automobiles	'	'
Other operating property and equipment	'	'
Estimated useful life	'3 years	'
Computers	'	'
Other operating property and equipment	'	'
Estimated useful life	'3 years	'
Computer software \| Maximum	'	'
Other operating property and equipment	'	'
Estimated useful life	'5 years	'
Fixtures, furniture and equipment \| Maximum	'	'
Other operating property and equipment	'	'
Estimated useful life	'5 years	'
Trailers	'	'
Other operating property and equipment	'	'
Estimated useful life	'7 years	'
Heavy equipment	'	'
Other operating property and equipment	'	'
Estimated useful life	'10 years	'
Airplane and buildings	'	'
Other operating property and equipment	'	'
Estimated useful life	'20 years	'

ACQUISITIONS_AND_DIVESTITURES_

ACQUISITIONS AND DIVESTITURES (Details) (USD $)	3 Months Ended	9 Months Ended	0 Months Ended
In Millions, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2013	Jul. 19, 2013
	Non-core Divestitures	Non-core Divestitures	Eagle Ford Assets
	item
Divestitures	'	'	'
Number of separate purchase and sale agreements	3	'	'
Total consideration from non-core properties	$302	'	'
Gain (loss) from sale of interests	'	0	0
Proceeds from sale of interests, before post-closing adjustments	'	'	$147.90

OIL_AND_NATURAL_GAS_PROPERTIES1

OIL AND NATURAL GAS PROPERTIES (Details) (USD $)	3 Months Ended	12 Months Ended		3 Months Ended
	Mar. 31, 2014	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2013
	Mar. 31, 2014	Mar. 31, 2014	Mar. 31, 2013	Unevaluated Oil and Gas Leaseholds	Unevaluated Oil and Gas Leaseholds
Oil and Natural Gas Properties	'	'	'	'	'
Interest costs capitalized	'	'	'	$46,600,000	$52,200,000
Ceiling Limitation Disclosures	'	'	'	'	'
First day average of the West Texas Intermediate (WTI) spot price (in dollars per barrel)	'	98.46	92.63	'	'
First day average of the Henry Hub price (in dollars per Mmbtu)	'	3.99	2.95	'	'
Full cost ceiling impairment	61,165,000	'	'	'	'
Full cost ceiling impairment, after tax	$39,000,000	'	'	'	'

LONGTERM_DEBT_Details

LONG-TERM DEBT (Details) (USD $)

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Aug. 13, 2013

Mar. 31, 2014

Dec. 31, 2013

Jan. 14, 2013

Nov. 06, 2012

Dec. 19, 2013

Mar. 31, 2014

Dec. 31, 2013

Jul. 16, 2012

Mar. 31, 2014

Dec. 31, 2013

Feb. 08, 2012

Senior revolving credit facility

9.25% Senior Notes

8.875% Senior Notes

9.75% Senior Notes

8% convertible Note

Long-term debt

$3,533,193,000

$3,183,823,000

$348,000,000

$400,000,000

$1,371,791,000

$1,372,355,000

$1,152,029,000

$1,152,099,000

$261,373,000

$259,369,000

Interest rate (as a percent)

9.25%

8.88%

9.75%

8.00%

Deferred premiums on derivative contracts, current

1,400,000

Unamortized discount

5,000,000

5,100,000

5,700,000

8,600,000

8,900,000

10,200,000

28,300,000

30,300,000

43,600,000

Principal amount of debt issued

400,000,000

Unamortized premium related to debt issued

$26,800,000

$27,500,000

$30,000,000

$11,000,000

$10,600,000

$11,000,000

LONGTERM_DEBT_Details_2

LONG-TERM DEBT (Details 2) (Senior revolving credit facility, USD $)

0 Months Ended

Oct. 31, 2013

Feb. 08, 2012

Mar. 31, 2014

Mar. 21, 2014

Feb. 08, 2012

Oct. 31, 2013

Feb. 08, 2012

item

Minimum

Fiscal quarter ended December 31, 2013

Fiscal quarter ended March 31, 2014

Fiscal quarter ended June 30, 2014

ABR-based

Euro-dollar based

Minimum

Maximum

Minimum

Maximum

Long-term debt

Maximum borrowing capacity

$1,500,000,000

Current borrowing capacity

800,000,000

Number of fiscal quarters for EBITDA utilized for calculation of Interest Coverage Ratio

Number of interim unscheduled redeterminations of borrowing base to which the company and lender each have the right

Number of consecutive semi-annual redeterminations between which the company and the lenders each have the right to one interim unscheduled redetermination of borrowing base

Multiple applied to stated principal amount of any future notes or other long-term debt securities that the company may issue to calculate reduction in borrowing base

0.25

Credit facility term

'5 years

Variable rate base

'Base rate

'LIBOR

Applicable margin (as a percent)

0.50%

1.50%

2.50%

Working capital levels

Interest coverage ratio

Interest coverage ratio after December 31, 2014

2.5

Amount outstanding

348,000,000

Borrowing capacity available before indebtedness limitation in indentures

800,000,000

Letters of credit outstanding

1,200,000

Borrowing capacity available

450,800,000

Amount available under the indebtedness limitation

$332,000,000

EBITDA period utilized for calculation of Interest Coverage Ratio

'3 months

'6 months

'9 months

EBITDA multiplier utilized for calculation of Interest Coverage Ratio

1.333

LONGTERM_DEBT_Details_3

LONG-TERM DEBT (Details 3) (USD $)

0 Months Ended

3 Months Ended

0 Months Ended

3 Months Ended

0 Months Ended

3 Months Ended

0 Months Ended

3 Months Ended

0 Months Ended

3 Months Ended

In Millions, unless otherwise specified

Aug. 13, 2013

Mar. 31, 2014

Dec. 31, 2013

Aug. 13, 2013

Mar. 31, 2014

Jan. 14, 2013

Nov. 06, 2012

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 19, 2013

Jul. 16, 2012

Mar. 31, 2014

Dec. 31, 2013

Jun. 04, 2013

Mar. 31, 2014

9.25% Senior Notes

8.875% Senior Notes

9.75% Senior Notes

item

Maximum

Minimum

On or before August 15, 2016

item

On or before November 15, 2015

On or before November 15, 2016

item

Maximum

Minimum

On or before July 15, 2015

On or before July 15, 2016

Maximum

Minimum

Maximum

Minimum

Maximum

Minimum

Long-term debt

Principal amount

$400

$600

$750

$1,350

$750

$1,150

Interest rate (as a percent)

9.25%

8.88%

9.75%

Issue price as a percentage of par value

105.00%

99.25%

102.75%

98.65%

Net proceeds from issuance

392.1

619.5

725.6

406.1

723.1

Ownership percentage in subsidiaries

100.00%

Number of minor subsidiaries that do not have guaranteed notes

Period to keep registered offer open after the date notice of the exchange offer is mailed to holders

'20 days

Period to file shelf registration statement upon consummation of the exchange offer

'365 days

'180 days

Number of tests to be met for incurring additional indebtedness

Number of trailing fiscal quarters over which the ratio of the Company's adjusted consolidated EBITDA (as defined in the indenture) to its adjusted consolidated interest expense is to be maintained

Adjusted consolidated EBITDA (as defined in the indenture) to adjusted consolidated interest expense ratio

Amount over which additional indebtedness cannot exceed

750

Percentage of adjusted consolidated net tangible assets considered over which additional indebtedness cannot exceed

30.00%

Principal amount of debt issued

400

Independent assets

Independent operations

Percentage of principal amount of debt instrument which the entity may redeem

35.00%

Redemption price of debt instrument, if redeemed with the proceeds of certain equity offerings (as a percent)

109.25%

108.88%

109.75%

Percentage of principal amount of debt instrument, which must remain outstanding after the entity has redeemed a portion of debt instrument with proceeds from certain equity offerings

65.00%

Redemption period for the entity to redeem debt instrument following the receipt of cash proceeds from certain equity offerings

'180 days

Applicable margin (as a percent)

0.50%

Unamortized discount

5.7

5.1

10.2

8.6

8.9

Unamortized premium

$30

$26.80

$27.50

$11

$10.60

$11

LONGTERM_DEBT_Details_4

LONG-TERM DEBT (Details 4) (USD $)	3 Months Ended
In Millions, except Per Share data, unless otherwise specified	Mar. 31, 2014	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Mar. 31, 2014	Feb. 08, 2014	Dec. 31, 2013	Feb. 08, 2012
	February 2012 Warrants	8.0% Convertible Note	8.0% Convertible Note	8.0% Convertible Note	8.0% Convertible Note	8.0% Convertible Note	8.0% Convertible Note	8.0% Convertible Note
Long-term debt	'	'	'	'	'	'	'	'
Principal amount	'	'	'	'	$289.70	'	$289.70	$275
Term	'5 years	'	'	'	'	'	'	'
Interest rate (as a percent)	'	'	'	'	8.00%	'	8.00%	8.00%
Interest in kind	'	5.8	5.7	3.2	'	'	'	'
Principal outstanding	'	'	'	'	289.7	'	'	'
Amount of principal and accrued interest that is convertible into one share of the entity's common stock (in dollars per share)	'	'	'	'	'	$4.50	'	'
Unamortized discount	'	'	'	'	$28.30	'	$30.30	$43.60

LONGTERM_DEBT_Details_5

LONG-TERM DEBT (Details 5) (USD $)	0 Months Ended	3 Months Ended
LONG-TERM DEBT (Details 5) (USD $)	Dec. 28, 2012	Mar. 31, 2013
Long-term debt	'	'
Cash consideration	'	$29,895,000
Acquisition of certain oil and natural gas properties in Brazos Country, Texas	'	'
Long-term debt	'	'
Purchase price	83,700,000	'
Cash consideration	8,400,000	'
Notice given to sellers for assertion of title and environmental defects for remaining properties	'	12,900,000
Promissory Notes \| Acquisition of certain oil and natural gas properties in Brazos Country, Texas	'	'
Long-term debt	'	'
Promissory notes as consideration for acquisition	75,300,000	'
Amount paid to relieve a portion of the outstanding promissory notes	'	62,400,000
Unamortized discount	$600,000	'

LONGTERM_DEBT_Details_6

LONG-TERM DEBT (Details 6) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013	Dec. 31, 2013
Debt Issuance Costs	'	'	'
Costs associated with the issuance of debt capitalized	$126	$11,483	'
Debt issuance costs, net of amortization	$62,350	'	$64,308

FAIR_VALUE_MEASUREMENTS_Detail

FAIR VALUE MEASUREMENTS (Details) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2014	Dec. 31, 2013	Mar. 31, 2014	Dec. 31, 2013	Mar. 31, 2014	Dec. 31, 2013
		Recurring	Recurring	Recurring	Recurring	Recurring	Recurring
		Level 2	Level 2	Level 3	Level 3	Total	Total
FAIR VALUE MEASUREMENTS	'	'	'	'	'	'	'
Asset transfers between levels	$0	'	'	'	'	'	'
Liability transfers between levels	0	'	'	'	'	'	'
Assets	'	'	'	'	'	'	'
Receivables from derivative contracts	'	15,457	24,762	'	'	15,457	24,762
Liabilities	'	'	'	'	'	'	'
Liabilities from derivative contracts	'	$51,124	$34,376	$2,784	$2,816	$53,908	$37,192

FAIR_VALUE_MEASUREMENTS_Detail1

FAIR VALUE MEASUREMENTS (Details 2) (Recurring, USD $)	3 Months Ended	12 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Recurring	'	'
Reconciliation of changes in the fair value of the Company's oil derivative instruments classified as Level 3 in the fair value hierarchy	'	'
Beginning Balance	($2,816)	'
Net gain (loss) on derivative contracts	32	-2,816
Ending Balance	-2,784	-2,816
Change in unrealized gains (losses) included in earnings related to derivatives still held at the end of the period	$32	($2,816)

FAIR_VALUE_MEASUREMENTS_Detail2

FAIR VALUE MEASUREMENTS (Details 3) (USD $)

Mar. 31, 2014

Dec. 31, 2013

Aug. 13, 2013

Mar. 31, 2014

Dec. 31, 2013

Jan. 14, 2013

Nov. 06, 2012

Mar. 31, 2014

Dec. 31, 2013

Dec. 19, 2013

Jul. 16, 2012

Mar. 31, 2014

Dec. 31, 2013

Feb. 08, 2012

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

9.25% senior notes

8.875% senior notes

9.75% senior notes

8% convertible note

Carrying Amount

Estimated Fair Value

9.25% senior notes

8.875% senior notes

9.75% senior notes

8% convertible note

9.25% senior notes

8.875% senior notes

9.75% senior notes

8% convertible note

Fair value measurements

Interest rate (as a percent)

9.25%

8.88%

9.75%

8.00%

Principal amount

$400,000,000

$1,350,000,000

$600,000,000

$750,000,000

$1,150,000,000

$750,000,000

$289,700,000

$275,000,000

Estimated fair value of debt

$3,189,669,000

$400,000,000

$1,350,000,000

$1,150,000,000

$289,669,000

$3,454,322,000

$3,363,788,000

$416,924,000

$407,432,000

$1,401,975,000

$1,390,500,000

$1,242,000,000

$1,197,438,000

$393,423,000

$368,418,000

DERIVATIVE_AND_HEDGING_ACTIVIT2

DERIVATIVE AND HEDGING ACTIVITIES (Details) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Derivative and hedging activities	'	'
Asset derivative contracts	$15,457	$24,762
Liability derivative contracts	-53,908	-37,192
Derivatives not designated as hedging	'	'
Derivative and hedging activities	'	'
Asset derivative contracts	15,457	24,762
Liability derivative contracts	-53,908	-37,192
Derivatives not designated as hedging \| Commodity contracts	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	90	86
Derivatives not designated as hedging \| Commodity contracts \| Current assets - receivables from derivative contracts	'	'
Derivative and hedging activities	'	'
Asset derivative contracts	1,214	2,028
Derivatives not designated as hedging \| Commodity contracts \| Other noncurrent assets - receivables from derivative contracts	'	'
Derivative and hedging activities	'	'
Asset derivative contracts	14,243	22,734
Derivatives not designated as hedging \| Commodity contracts \| Current liabilities - liabilities from derivative contracts	'	'
Derivative and hedging activities	'	'
Liability derivative contracts	-32,890	-17,859
Derivatives not designated as hedging \| Commodity contracts \| Other noncurrent liabilities - liabilities from derivative contracts	'	'
Derivative and hedging activities	'	'
Liability derivative contracts	($21,018)	($19,333)
Derivatives not designated as hedging \| Commodity contracts \| Collars \| Natural gas	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	11	10
Derivatives not designated as hedging \| Commodity contracts \| Collars \| Crude oil	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	58	52
Derivatives not designated as hedging \| Commodity contracts \| Swaps \| Crude oil	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	8	8
Derivatives not designated as hedging \| Commodity contracts \| Three-way collars \| Crude oil	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	2	5
Derivatives not designated as hedging \| Commodity contracts \| Put options \| Crude oil	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	1	1
Derivatives not designated as hedging \| Commodity contracts \| Swaptions \| Crude oil	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	8	8
Derivatives not designated as hedging \| Commodity contracts \| Extendable collars \| Crude oil	'	'
Derivative and hedging activities	'	'
Number of open commodity derivative contracts	2	2

DERIVATIVE_AND_HEDGING_ACTIVIT3

DERIVATIVE AND HEDGING ACTIVITIES (Details 2) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Derivative and hedging activities	'	'
Total net gain (loss) on derivative contracts	($33,656)	($18,422)
Derivatives not designated as hedging contracts \| Commodity contracts \| Other Income Expense	'	'
Derivative and hedging activities	'	'
Unrealized gain (loss)	-26,916	-16,799
Realized gain (loss)	-6,740	-1,623
Total net gain (loss) on derivative contracts	($33,656)	($18,422)

DERIVATIVE_AND_HEDGING_ACTIVIT4

DERIVATIVE AND HEDGING ACTIVITIES (Details 3) (USD $)	Mar. 31, 2014	Dec. 31, 2013
In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Derivative Assets	'	'
Gross amounts presented in the consolidated balance sheets	$15,457	$24,762
Amounts not offset in the consolidated balance sheets	-14,625	-20,036
Net amount	832	4,726
Derivative Liabilities	'	'
Gross amounts presented in the consolidated balance sheet	-53,908	-37,192
Amounts not offset in the consolidated balance sheet	14,235	19,507
Net amount	($39,673)	($17,685)
January 2014 - March 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	144,000
Floors (in dollars per Mmbtu's/Bbl's)	'	95
Put Options Sold (in dollars per Mmbtu's/Bbl's)	'	70
January 2014 - March 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	'	98.6
January 2014 - March 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	'	109.5
January 2014 - March 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	95
Ceilings (in dollars per Mmbtu's/Bbl's)	'	100.03
Put Options Sold (in dollars per Mmbtu's/Bbl's)	'	70
January 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	724,000
Floors (in dollars per Mmbtu's/Bbl's)	'	90
January 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	'	96.5
January 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	'	99.5
January 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	90
Ceilings (in dollars per Mmbtu's/Bbl's)	'	98
January 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	7,573,750
January 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	85
Ceilings (in dollars per Mmbtu's/Bbl's)	'	93.6
January 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	95
Ceilings (in dollars per Mmbtu's/Bbl's)	'	108.45
January 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	88.67
Ceilings (in dollars per Mmbtu's/Bbl's)	'	96.22
January 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	11,862,500
January 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	3.75
Ceilings (in dollars per Mmbtu's/Bbl's)	'	4.26
January 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	4
Ceilings (in dollars per Mmbtu's/Bbl's)	'	4.55
January 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	'	3.85
Ceilings (in dollars per Mmbtu's/Bbl's)	'	4.35
April 2014 - June 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	136,500	136,500
Floors (in dollars per Mmbtu's/Bbl's)	95	95
Put Options Sold (in dollars per Mmbtu's/Bbl's)	70	70
April 2014 - June 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	98.2	98.2
April 2014 - June 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	101	101
April 2014 - June 2014 \| Three- Way Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	95	95
Ceilings (in dollars per Mmbtu's/Bbl's)	99.13	99.13
Put Options Sold (in dollars per Mmbtu's/Bbl's)	70	70
April 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	364,000	'
Floors (in dollars per Mmbtu's/Bbl's)	90	'
April 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	96.5	'
April 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	99.5	'
April 2014 - June 2014 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	90	'
Ceilings (in dollars per Mmbtu's/Bbl's)	98	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	5,706,250	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	85	'
Ceilings (in dollars per Mmbtu's/Bbl's)	93.6	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	95	'
Ceilings (in dollars per Mmbtu's/Bbl's)	108.45	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	88.67	'
Ceilings (in dollars per Mmbtu's/Bbl's)	96.27	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	8,937,500	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	3.75	'
Ceilings (in dollars per Mmbtu's/Bbl's)	4.26	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	4	'
Ceilings (in dollars per Mmbtu's/Bbl's)	4.55	'
April 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	3.85	'
Ceilings (in dollars per Mmbtu's/Bbl's)	4.35	'
July 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	920,000	920,000
July 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	87.5	87.5
Ceilings (in dollars per Mmbtu's/Bbl's)	92.5	92.5
July 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	90	90
Ceilings (in dollars per Mmbtu's/Bbl's)	100.25	100.25
July 2014 - December 2014 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	89.5	89.5
Ceilings (in dollars per Mmbtu's/Bbl's)	97.87	97.87
July 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	920,000	920,000
Floors (in dollars per Mmbtu's/Bbl's)	4	4
Ceilings (in dollars per Mmbtu's/Bbl's)	4.42	4.42
July 2014 - December 2014 \| Collars \| Commodity contracts \| Natural Gas \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	4	4
Ceilings (in dollars per Mmbtu's/Bbl's)	4.42	4.42
July 2014 - December 2014 \| Put options \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	184,000	184,000
Put Options Sold (in dollars per Mmbtu's/Bbl's)	90	90
July 2014 - December 2014 \| Put options \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Put Options Sold (in dollars per Mmbtu's/Bbl's)	90	90
January 2015 - June 2015 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	1,583,750	1,583,750
January 2015 - June 2015 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	85	85
Ceilings (in dollars per Mmbtu's/Bbl's)	91	91
January 2015 - June 2015 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	90	90
Ceilings (in dollars per Mmbtu's/Bbl's)	98.5	98.5
January 2015 - June 2015 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	86.29	86.29
Ceilings (in dollars per Mmbtu's/Bbl's)	93.14	93.14
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	5,475,000	5,110,000
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| 730,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	730,000
Floors (in dollars per Mmbtu's/Bbl's)	'	85
Ceilings (in dollars per Mmbtu's/Bbl's)	'	96.2
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| 365,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	365,000
Floors (in dollars per Mmbtu's/Bbl's)	'	85
Ceilings (in dollars per Mmbtu's/Bbl's)	'	96
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| 732,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	732,000	'
Floors (in dollars per Mmbtu's/Bbl's)	85	'
Ceilings (in dollars per Mmbtu's/Bbl's)	96.2	'
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| 366,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	366,000	'
Floors (in dollars per Mmbtu's/Bbl's)	85	'
Ceilings (in dollars per Mmbtu's/Bbl's)	96	'
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	82.5	82.5
Ceilings (in dollars per Mmbtu's/Bbl's)	90	90
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	90	90
Ceilings (in dollars per Mmbtu's/Bbl's)	100.25	100.25
January 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	86	86.07
Ceilings (in dollars per Mmbtu's/Bbl's)	94.34	94.65
January 2015 - December 2015 \| Collars \| Commodity contracts \| Natural Gas	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	6,387,500	6,387,500
Floors (in dollars per Mmbtu's/Bbl's)	4	4
January 2015 - December 2015 \| Collars \| Commodity contracts \| Natural Gas \| Minimum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	4.55	4.55
January 2015 - December 2015 \| Collars \| Commodity contracts \| Natural Gas \| Maximum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	4.85	4.85
January 2015 - December 2015 \| Collars \| Commodity contracts \| Natural Gas \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	4	4
Ceilings (in dollars per Mmbtu's/Bbl's)	4.68	4.68
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	1,095,000	1,095,000
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil \| 730,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	730,000
Floors (in dollars per Mmbtu's/Bbl's)	'	91.25
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil \| 365,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	'	365,000
Floors (in dollars per Mmbtu's/Bbl's)	'	91
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil \| 732,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	732,000	'
Floors (in dollars per Mmbtu's/Bbl's)	91.25	'
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil \| 366,000 Bbls \| Extendable period through December 31, 2016	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	366,000	'
Floors (in dollars per Mmbtu's/Bbl's)	91	'
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	91	91
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	91.25	91.25
January 2015 - December 2015 \| Swaps \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	91.17	91.17
July 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	644,000	'
Floors (in dollars per Mmbtu's/Bbl's)	85	'
July 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	90	'
July 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Ceilings (in dollars per Mmbtu's/Bbl's)	90.5	'
July 2015 - December 2015 \| Collars \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	85	'
Ceilings (in dollars per Mmbtu's/Bbl's)	90.16	'
January 2016 - December 2016 \| Collars \| Commodity contracts \| Natural Gas	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	732,000	'
Floors (in dollars per Mmbtu's/Bbl's)	4	'
Ceilings (in dollars per Mmbtu's/Bbl's)	4.22	'
January 2016 - December 2016 \| Collars \| Commodity contracts \| Natural Gas \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	4	'
Ceilings (in dollars per Mmbtu's/Bbl's)	4.22	'
January 2016 - December 2016 \| Swaps \| Commodity contracts \| Crude Oil	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	2,196,000	2,190,000
January 2016 - December 2016 \| Swaps \| Commodity contracts \| Crude Oil \| 730,000 Bbls \| Extendable period through December 31, 2017	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	730,000	730,000
Floors (in dollars per Mmbtu's/Bbl's)	88.25	88.25
January 2016 - December 2016 \| Swaps \| Commodity contracts \| Crude Oil \| 912,500 Bbls \| Extendable period through December 31, 2017	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	912,500	912,500
Floors (in dollars per Mmbtu's/Bbl's)	88	88
January 2016 - December 2016 \| Swaps \| Commodity contracts \| Crude Oil \| 547,500 Bbls \| Extendable period through December 31, 2017	'	'
Derivative and hedging activities	'	'
Volume in Mmbtu's/Bbl's	547,500	547,500
Floors (in dollars per Mmbtu's/Bbl's)	88.87	88.87
January 2016 - December 2016 \| Swaps \| Commodity contracts \| Crude Oil \| Minimum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	88	88
January 2016 - December 2016 \| Swaps \| Commodity contracts \| Crude Oil \| Maximum	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	88.87	88.87
January 2016 - December 2016 \| Swaps \| Commodity contracts \| Crude Oil \| Weighted Average	'	'
Derivative and hedging activities	'	'
Floors (in dollars per Mmbtu's/Bbl's)	88.3	88.3

ASSET_RETIREMENT_OBLIGATIONS_D

ASSET RETIREMENT OBLIGATIONS (Details) (USD $)	3 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014
Activity related to ARO liability	'
Liability for asset retirement obligations at the beginning of the period	$39,257
Liabilities settled and divested	-2,019
Additions	1,104
Accretion expense	479
Revisions in estimated cash flows	154
Liability for asset retirement obligations at the end of the period	$38,975

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Details) (USD $)	3 Months Ended							0 Months Ended	3 Months Ended
	Mar. 31, 2014	Mar. 31, 2013	Mar. 31, 2014	Mar. 31, 2014	Mar. 31, 2014	Mar. 31, 2014	Mar. 31, 2014	Feb. 28, 2014	Mar. 31, 2014	Dec. 20, 2013	Dec. 20, 2013
			Gathering, transportation and sales	Gathering, transportation and sales	Gathering, transportation and sales	Transportation	Gathering	Agreement	Agreement	Agreement	Agreement
			North Dakota	North Dakota	North Dakota	East Texas	East Texas	Seller	Seller	Seller	Seller
			item	Minimum	Maximum	item	item	Tuscaloosa Marine Shale	Tuscaloosa Marine Shale	Tuscaloosa Marine Shale	Tuscaloosa Marine Shale
										acre	Maximum
COMMITMENTS AND CONTINGENCIES	'	'	'	'	'	'	'	'	'	'	'
Rent expense	$1,900,000	$2,500,000	'	'	'	'	'	'	'	'	'
Non-cancelable termination penalties	42,300,000	'	'	'	'	'	'	'	'	'	'
Total Obligation Amount	'	'	'	'	'	'	'	'	'	'	'
Drilling rig commitments	79,700,000	'	'	'	'	'	'	'	'	'	'
Office and equipment lease agreements amount	66,600,000	'	'	'	'	'	'	'	'	'	'
Commitments and contingencies	'	'	'	'	'	'	'	'	'	'	'
Number of long-term crude oil sales contracts to which the entity is committed	'	'	9	'	'	'	'	'	'	'	'
Number of long-term natural gas sales contracts to which the entity is committed	'	'	2	'	'	1	1	'	'	'	'
Period of commitment for production from the date of first production	'	'	'	'5 years	'10 years	'5 years	'5 years	'	'	'	'
Amount to be funded	'	'	'	'	'	'	'	'	'	'	189,400,000
Net acres exchanged for funding by entity	'	'	'	'	'	'	'	'	'	117,870	'
Carry Amount paid	62,500,000	'	'	'	'	'	'	62,500,000	'	'	'
Percentage of working interest in the Carry Wells to be received	'	'	'	'	'	'	'	'	5.00%	'	'
Commitment capped through December 31, 2014	'	'	'	'	'	'	'	'	$120,000,000	'	'

STOCKHOLDERS_EQUITY_Details

STOCKHOLDERS' EQUITY (Details) (USD $)	3 Months Ended	12 Months Ended	1 Months Ended			0 Months Ended		0 Months Ended		3 Months Ended
	Mar. 31, 2014	Dec. 31, 2013	Feb. 29, 2012	Aug. 30, 2012	Aug. 30, 2012	Aug. 13, 2013	Jan. 17, 2013	Mar. 03, 2014	Jun. 18, 2013	Mar. 31, 2014
			February 2012 Warrants	GeoResources Warrants	August 2012 Warrants	Common Stock	Common Stock	5.75% Series A Convertible Perpetual Preferred Stock	5.75% Series A Convertible Perpetual Preferred Stock	5.75% Series A Convertible Perpetual Preferred Stock
				GeoResources	GeoResources					item
Preferred stock and stockholders' equity	'	'	'	'	'	'	'	'	'	'
Shares issued	'	'	'	'	'	43,700,000	'	'	345,000	'
Dividend rate (as a percent)	5.75%	5.75%	'	'	'	'	'	'	'	5.75%
Share price (in dollars per share)	'	'	'	'	'	'	'	'	$1,000	'
Net proceeds received	'	'	'	'	'	'	'	'	$335,500,000	'
Payment of cumulative, declared dividends	'	'	'	'	'	'	'	5,000,000	'	'
Number of shares issued as non-cash dividend	'	'	'	'	'	'	'	1,400,000	'	'
Cumulative, undeclared dividends	'	'	'	'	'	'	'	'	'	1,700,000
Number of shares of common stock to be issued upon conversion	'	'	'	'	'	'	'	'	'	162.4431
Benefit from conversion of stock (in dollars per share)	'	'	'	'	'	'	'	'	'	$6.16
Number of shares of common stock to be issued upon conversion at initial conversion rate	'	'	'	'	'	'	'	'	'	56,000,000
Closing sale price of common stock as minimum percentage of the conversion price to automatically convert preferred stock into common stock	'	'	'	'	'	'	'	'	'	150.00%
Minimum number of trading days within 30 consecutive trading days during which the closing sales price of common stock per share must exceed the conversion price for the preferred stocks to be redeemable	'	'	'	'	'	'	'	'	'	20
Number of consecutive trading day periods within which the closing sale price of common stock price per share must exceed the conversion price for at least 20 trading days for the preferred stocks to be redeemable	'	'	'	'	'	'	'	'	'	'30 days
Liquidation preference per share (in dollars per share)	'	'	'	'	'	'	'	'	'	$1,000
Number of consecutive trading day periods ending on the third business day prior to settlement date	'	'	'	'	'	'	'	'	'	'5 days
Number of shares of common stock to be issued upon conversion on fundamental change	'	'	'	'	'	'	'	'	'	292.3977
Threshold period of dividends in arrears and unpaid which will give holders of the Convertible Preferred Stock voting rights	'	'	'	'	'	'	'	'	'	'18 months
Number of additional directors that can be appointed by holders of the Convertible Preferred Stock until arrearage is paid in full	'	'	'	'	'	'	'	'	'	2
Proceeds from the offering of common stock	'	222,870,000	'	'	'	215,200,000	'	'	'	'
Increase in shares of common stock authorized	'	'	'	'	'	'	333,300,000	'	'	'
Authorized shares of common stock, after amendment of certificate of incorporation	670,000,000	670,000,000	'	'	'	'	670,000,000	'	'	'
Number of shares of common stock that can be purchased from warrants	'	'	36,700,000	'	1	'	'	'	'	'
Exercise price (in dollars per share)	'	'	$4.50	'	$8.40	'	'	'	'	'
Proceeds from issuance of warrants	'	'	43,600,000	'	'	'	'	'	'	'
Payment for capital commitment	'	'	$600,000	'	'	'	'	'	'	'
Warrants outstanding	'	'	'	600,000	1,200,000	'	'	'	'	'
Cash Portion (in dollars per share)	'	'	'	'	$20	'	'	'	'	'
Cash exercise price per $1.00 received	'	'	'	'	$0.82	'	'	'	'	'

STOCKHOLDERS_EQUITY_Details_2

STOCKHOLDERS' EQUITY (Details 2) (USD $)

3 Months Ended

In Millions, except Share data, unless otherwise specified

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Mar. 31, 2013

Mar. 31, 2014

Dec. 31, 2013

23-May-13

17-May-12

General and administrative

Performance share units (PSU)

Stock options

Restricted Stock

2006 Long-Term Incentive Plan

Common Stock

Low end of range

High end of range

Low end of range

High end of range

Directors and employees

Employee

Non-employee director

Low end of range

High end of range

Common Stock

$4.00

$7.00

$10.00

$5.50

$8.50

Senior management

Common Stock

$4.00

Stock-based compensation

Shares issuable under the plan

41,500,000

11,500,000

Maximum number of shares that remained reserved for issuance under the Plan

3,200,000

13,200,000

25,700,000

Compensation expense recorded

$4.30

$2.30

Granted (in shares)

2,800,000

Exercise price (in dollars per share)

$3.67

$6.36

$4.33

$8.23

Weighted average exercise price (in dollars per share)

$3.67

$7.20

Vesting period

'3 years

'6 months

Percentage of awards vesting on the annual anniversary date of the grant

33.33%

Expiration term

'10 years

Unrecognized compensation expense

20.4

14.4

19.7

20.1

Weighted average remaining vesting period

'2 years 10 months 24 days

'1 year 7 months 6 days

'1 year 8 months 12 days

'1 year 9 months 18 days

Grant date price (in dollars per share)

$3.67

$6.36

$4.33

$7.26

Weighted average grant date price (in dollars per share)

$3.67

$7.10

Performance Share Units

Granted (in shares)

1,600,000

Number of trading days considered to measure the average of adjusted closing price of common stock

'60 days

Average market price (in dollars per share)

$10

$5.50

$8.50

Entitlement percentage of shares underlining awards, to be received and vested

50.00%

200.00%

75.00%

150.00%

Unrecognized compensation expense

$4.80

Treasury Stock

Restricted stock granted to directors and employees under the Plan

2,800,000

Shares issued out of treasury stock

1,200,000

Shares retired

400,000

Treasury stock, shares

INCOME_TAXES_Details

INCOME TAXES (Details) (USD $)	3 Months Ended
INCOME TAXES (Details) (USD $)	Mar. 31, 2014	Mar. 31, 2013
INCOME TAXES	'	'
Period of cumulative book loss that limits ability to consider other subjective evidence for growth	'3 years	'
Income tax expense or benefit	'	($3,294,000)
Pre-tax income (loss)	($73,000,000)	$8,800,000
Effective income tax rate (as a percent)	0.00%	37.60%

EARNINGS_PER_COMMON_SHARE_Deta

EARNINGS PER COMMON SHARE (Details) (USD $)	3 Months Ended
In Thousands, except Share data, unless otherwise specified	Mar. 31, 2014	Mar. 31, 2013
Basic:	'	'
Net income (loss) available to common stockholders	($77,923)	$5,465
Weighted average basic number of common shares outstanding	413,521,000	346,139,000
Basic net income (loss) per common share (in dollars per share)	($0.19)	$0.02
Diluted:	'	'
Net income (loss) available to common stockholders	($77,923)	$5,465
Weighted average basic number of common shares outstanding	413,521,000	346,139,000
Common stock equivalent shares representing shares issuable upon exercise of February 2012 Warrants	'	14,411,000
Common stock equivalent shares representing shares included upon vesting of restricted shares	'	1,255,000
Common stock equivalent shares representing shares issuable upon conversion of preferred stock	'	21,760,000
Weighted average diluted number of common shares outstanding	413,521,000	383,565,000
Diluted net income (loss) per common share (in dollars per share)	($0.19)	$0.01
Common stock equivalents of stock options, restricted shares, warrants and convertible debt and convertible preferred stock, not included in the computations of diluted earnings per share of common stock as their effect would have been anti-dilutive (in shares)	173,200,000	70,600,000

ADDITIONAL_FINANCIAL_STATEMENT2

ADDITIONAL FINANCIAL STATEMENT INFORMATION (Details) (USD $)	3 Months Ended	12 Months Ended
In Thousands, unless otherwise specified	Mar. 31, 2014	Dec. 31, 2013
Accounts receivable:	'	'
Oil, natural gas and natural gas liquids revenues	$169,640	$129,355
Joint interest accounts	137,957	170,907
Affiliated partnership	302	500
Other	1,405	11,756
Total	309,304	312,518
Prepaids and other:	'	'
Prepaids	5,974	5,636
Income tax receivable	5,404	10,404
Other	58	58
Total	11,436	16,098
Accounts payable and accrued liabilities:	'	'
Trade payables	86,708	87,661
Accrued oil and natural gas capital costs	314,094	292,472
Revenues and royalties payable	128,598	124,222
Accrued interest expense	75,177	82,570
Accrued employee compensation	4,960	2,272
Accrued lease operating expense	24,980	21,469
Drilling advances from partners	16,314	24,882
Accounts payable to affiliated partnerships	939	679
Other	433	362
Total	$652,203	$636,589