================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _______________ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 _______________ Date of Report (Date of earliest event reported): JULY 19, 2004 BRIGHAM EXPLORATION COMPANY (Exact name of registrant as specified in its charter) DELAWARE 000-22433 75-2692967 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 6300 BRIDGEPOINT PARKWAY BUILDING TWO, SUITE 500 AUSTIN, TEXAS 78730 (Address, including zip code, of principal executive offices) Registrant's telephone number, including area code: (512) 427-3300 ================================================================================ ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. Registrant issued a press release dated July 19, 2004, which provides an operational update for the Registrant. The text of the press release is attached hereto as Exhibit 99.4. As of July 19, 2004, Registrant had $36.7 million in borrowings outstanding under its senior credit facility. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Exhibit 99.1 Third Amendment to Registration Rights Agreement Exhibit 99.2 Certificate of Elimination of Certificate of Designations of Series B Preferred Stock of Brigham Exploration Company Exhibit 99.3 Second Amendment to Amended and Restated Subordinated Credit Agreement Exhibit 99.4 Press release dated July 19, 2004 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. BRIGHAM EXPLORATION COMPANY Date: July 19, 2004 BY: /s/ Eugene B. Shepherd, Jr -------------------------------- Eugene B. Shepherd, Jr. -------------------------------- Executive Vice President & Chief Financial Officer 2 INDEX TO EXHIBITS Item Number Exhibit ------------ ------- Exhibit 99.1 Third Amendment to Registration Rights Agreement Exhibit 99.2 Certificate of Elimination of Certificate of Designations of Series B Preferred Stock of Brigham Exploration Company Exhibit 99.3 Second Amendment to Amended and Restated Subordinated Credit Agreement Exhibit 99.4 Press release dated July 19, 2004