UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
AMENDMENT NO. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Amendment (Date of Original Report)
FEBRUARY 7, 2011 (DECEMBER 1, 2010)
HIGH PLAINS GAS, INC.
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(Exact name of registrant as specified in its charter)
Nevada 333-125068 26-3633813
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
3601 Southern Drive, Gillette, Wyoming 82718
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (307) 686-5030
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))
Page 1 of 1
EXPLANATORY NOTE
High Plains Gas, Inc. ("the Company") is filing this Amendment No. 1 to Form 8-K
to amend its Current Report on Form 8-K filed on December 1, 2010 to include the
audited revenue and direct operating expenses for the North and South Fairway
Acquisition Properties for the years ending December 31, 2008 and 2009 and the
unaudited pro forma condensed combined financial statements of the Company for
the year ended December 31, 2009 and the nine months ended September 30, 2010.
ITEM 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
As previously reported by the Company in its Current Report on Form 8-K filed
with the Securities and Exchange Commission on December 1, 2010, on November 19,
2010 the Company's subsidiary CEP Purchase-M LLC ("CEP") completed the
acquisition of the North and South Fairway Acquisition Properties.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of business acquired
The following financial statements of North and South Fairway Acquisition
Properties are filed hereto as exhibit 99.1:
- - Audited statements of revenues and direct operating expenses for the years
ended December 31, 2008 and 2009
- - Unaudited statements of revenues and direct operating expenses for the nine
months ended September 30, 2009 and 2010.
- - Notes to the Statements of Revenues and Direct Operating Expenses
(b) Pro forma financial statements
Unaudited pro forma condensed financial statements of the Company for the year
ended December 31, 2009 and the nine months ended September 30, 2010.
Exhibit No. Identification of Exhibits
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99.1 Statements of revenues and direct operating expenses of the North and South
Fairway Acquisition Properties for the years ended December 31, 2008 and
2009, and for the nine months ended September 30, 2009 and 2010.
99.2 Unaudited pro forma condensed financial statements of the Company for the
year ended December 31, 2009 and the nine months ended September 30, 2010.
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 hereunto duly authorized.
Dated this 7th day of February, 2011
HIGH PLAINS GAS, INC.
BY: \s\ Mark D. Hettinger
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Mark D. Hettinger, Chief Executive Officer,
Principal Executive Officer and a Member of
the Board of Directors.