UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13-a16 or 15d-16 under the Securities Exchange Act of 1934
For the month of August 2005
STRATA OIL & GAS INC.
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(Registrant's Name)
918 16th Avenue NW, Suite 408
Calgary, Alberta, Canada, T2M O3K
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(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F: Form 20-F [ X ] Form 40-F [ ]
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7): ____
Indicate by check mark whether by furnishing the information contained in this
Form, the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes [ ] No [ X ]
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
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Increase in Indebtedness
On August 24, 2005, Strata Oil & Gas Inc., a Canadian corporation (the
"Company"), borrowed $1,000,000 from Pacific World Enterprises (the "Lender").
In consideration for such loan, the Company issued to the Lender a Secured
Promissory Note, in the original principal amount of $1,000,000, with interest
accruing at the rate of 8% per annum. The principal and all accrued but unpaid
interest under such Secured Promissory Note is due and payable in full one year
from the date thereof, but may be prepaid at anytime without penalty. As
collateral security for the payment of the amounts owed under such Secured
Promissory Note, the Company granted to the Lender a security interest in
60,000,000 shares of its common stock pursuant to a Stock Pledge Agreement,
dated of even date therewith. Upon repayment, the 60,000,000 common shares
granted to the Lender as security will be returned to the Company and the shares
will be extinguished. Attached hereto as Exhibits 99.4 and 99.5 are,
respectively, the Secured Promissory Note and the Stock Pledge Agreement.
Change in Directors
On August 19, and August 23, 2005 respectively, Trevor Newton and Fred Coombes
resigned from each of their respective positions as directors and officers of
the Company. On August 19 Mr. Manny Dhinsa was appointed Chairman, President,
Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, and
Director of the Company. On August 23, 2005 Mr. Pol Brisset was appointed a
Director of the Company. Set forth below is the age and a brief description of
the background and business experience of each of such newly appointed directors
for the past five years.
Mr. Manny Dhinsa, age 34, is an accomplished petroleum geologist who has been
working in the Alberta oilpatch for more than a decade. His clients have
included world-class oil and gas companies such as Encana, Nexen, Devon and
CNRL. He has been involved in advanced exploration programs throughout Alberta,
Saskatchewan and northeast British Columbia, including heavy oil exploration in
the Lloydminster area (CNRL) and Encana's massive natural gas resource in the
Greater Sierra play. Mr. Dhinsa graduated from the University of Alberta with a
Bachelor of Science degree in geology.
Mr. Pol Brisset, age 31, is a Calgary-based finance and marketing professional.
During his career he has worked for such multi-billion dollar corporations as
Coors and Molson. His knowledge and experience in business operations and team
development is of specific importance to Strata. Mr. Brisset is fluent in
English and French, and received his Business degree from the University of
Quebec at Montreal.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned, hereunto duly authorized.
STRATA OIL & GAS INC.
By: _/s/_____________
Name: Manny Dhinsa
Title: President
Date: September 9, 2005