UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
AMENDMENT NO. 1
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
October 29, 2013 (August 20, 2013)
Date of report (Date of earliest event reported)
CHANCELLOR GROUP, INC.
(Exact Name of Registrant as Specified in its Charter)
NEVADA 000-30219 87-0438647
(State or other jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
500 Taylor Street, Plaza Two - Suite 200
Amarillo, Texas 79101
(Address of Principal executive offices, including Zip Code)
(806) 322-2731
(Registrant's telephone number, including area code)
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 (see General Instruction A.2. below):
[ ] 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)
EXPLANATORY NOTE
On August 20, 2013, Chancellor Group, Inc., a Nevada corporation
("Chancellor"), filed a Current Report on Form 8-K disclosing that Chancellor
had entered into a binding term sheet with The Fuelist, LLC, a California
limited liability company ("Fuelist"), and its founders, pursuant to which
Chancellor acquired a 51% ownership interest in Fuelist. The purpose of this
Amendment No. 1 to the Current Report Form 8-K is to file the required
historical financial statements of Fuelist and the pro-forma financial
information required by Item 9.01 of Form 8-K.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired.
Attached hereto as Exhibit 99.1 and incorporated herein by reference are
the audited financial statements and related notes of The Fuelist, LLC (a
Development Stage Enterprise) as of August 31, 2013 and for the period May 3,
2013 (Inception) to August 31, 2013.
(b) Pro forma financial information.
The unaudited pro-forma financial information of the Company and Fuelist,
including the notes thereto, are included in the financial statements which are
being filed herewith as Exhibit 99.2.
(d) Exhibits.
Exhibit No. Description
----------- -----------
10.1* Binding Term Sheet for investment in The Fuelist, LLC, dated
August 15, 2013
99.1 Audited consolidated financial statements and related notes of
The Fuelist, LLC as of August 31, 2013 and for the period May 3,
2013 (Inception) to August 31, 2013
99.2 Unaudited pro-forma financial information of the Company and
Fuelist
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* Previously filed with Current Report on Form 8-K filed on August 20, 2013.
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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.
October 29, 2013
CHANCELLOR GROUP, INC.
By: /s/ Maxwell Grant
-----------------------------------
Maxwell Grant
Chief Executive Officer
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EXHIBIT INDEX
Exhibit No. Description
----------- -----------
10.1* Binding Term Sheet for investment in The Fuelist, LLC, dated
August 15, 2013
99.1 Audited consolidated financial statements and related notes of
The Fuelist, LLC as of August 31, 2013 and for the period May 3,
2013 (Inception) to August 31, 2013
99.2 Unaudited pro-forma financial information of the Company and
Fuelist
----------
* Previously filed with Current Report on Form 8-K filed on August 20, 2013.