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):
January 26, 2007
BASELINE OIL & GAS CORP.
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(Exact Name of Registrant as Specified in its Charter)
Nevada 333-116890 30-0226902
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State of Commission IRS Employer
Incorporation File Number I.D. Number
20022 Creek Farm, San Antonio, Texas 78259
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Address of principal executive offices
Registrant's telephone number: (210) 481-5177
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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 (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))
Item 8.01 Other Events
On January 26, 2007, Barrie Damson our Chairman and Chief Executive
Officer, and Alan Gaines our Vice Chairman and a director, each made a loan of
$50,000 to us, to be utilized for our short-term working capital needs. The
loans are evidenced by the promissory notes attached as Exhibits 99.1 and 99.2
hereto. The notes bear interest at an annual rate of six percent (6%) and mature
on the earlier to occur of (i) the date on which we close a financing
transaction in which we obtain proceeds in excess of five million dollars
($5,000,000) or (ii) July 26, 2007.
Item 9.01 Financial Statements and Exhibits
Exhibits
Exhibit No. Description
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99.1 Promissory Note in favor of Barrie Damson, dated
January 26, 2007.
99.2 Promissory Note in favor of Alan Gaines, dated
January 26, 2007.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: January 29, 2007
BASELINE OIL & GAS CORP.
By: /s/ Barrie M. Damson
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Barrie M. Damson
Chairman & CEO
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Exhibit Index
Exhibit No. Description
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99.1 Promissory Note in favor of Barrie Damson, dated January 26,
2007.
99.2 Promissory Note in favor of Alan Gaines, dated January 26, 2007.
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