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): September 14, 2006
MID-POWER SERVICE CORPORATION
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(Exact name of registrant as specified in its charter)
Nevada 2-85602-D 88-0478633
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
8290 West Sahara Avenue, Suite 186
Las Vegas, NV 89117
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(Address of principal executive offices) (Zip Code)
702-838-0716
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 2.01--COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On September 14, 2006, Mid-Power Service Corporation completed the sale
of its Clear Creek Unit to Marion Energy Limited. Marion had been working in
Mid-Power's Clear Creek Unit under a farm-out agreement since February 2005;
other than the relationship created by the farmout agreement, Marion is an
unrelated third party.
Mid-Power has retained a 12.5% net profits interest in the Clear Creek
Unit. In consideration for the sale of the Clear Creek Unit, Marion paid to
Mid-Power $1.0 million at closing, 13,100,000 shares of Marion's stock, which is
traded on the Australian Stock Exchange, or ASX, and options to purchase an
additional 5,000,000 shares of Marion's stock with an exercise price of AU$0.40
per share. The agreement provides for Mid-Power to receive options to purchase
up to an additional 8,000,000 shares of Marion's stock at AU$0.80 per share in
the event Marion discovers certain threshold levels of proved and probable
hydrocarbon reserves. On the closing date, the closing price for Marion's
ordinary shares on the ASX was AU$0.84 per share.
ITEM 9.01--FINANCIAL STATEMENTS AND EXHIBITS
The following is filed as an exhibit to this report:
Exhibit
Number Title of Document Location
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10 Material Contracts
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10.22 Termination Agreement between Mid-Power Resource To be filed.
Corporation and Marion Energy, Inc.
10.23 Asset Purchase Agreement between and among To be filed.
Mid-Power Resource Corporation and Marion Energy,
Inc. and Marion Energy Limited
SIGNATURES
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 hereunto duly authorized.
MID-POWER SERVICE CORPORATION
Date: September 20, 2006 By /s/ James W. Scott
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James W. Scott
Its President
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