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):
March 23, 2010
EMPIRE PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-20193 73-1238709
(State or other jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
8801 S. Yale, Suite 120 74137-3575
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code (918-488-8068)
Not Applicable
(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 7.01 Regulation FD Disclosure.
On March 23, 2010, the registrant sent a letter to its shareholders to
bring them up-to-date on the registrant's current activities. A copy of the
letter is attached to this report as Exhibit 99.1 and is being furnished
pursuant to Regulation FD.
This Current Report on Form 8-K includes certain statements that may be
deemed "forward-looking statements" within the meaning of federal securities
laws. All statements, other than statements of historical facts, that address
activities, events or developments that the registrant expects, believes or
anticipates will or may occur in the future, including future sources of
financing and other possible business developments, are forward-looking
statements. Such statements are subject to a number of assumptions, risks and
uncertainties and could be affected by a number of different factors,
including the registrant's failure to secure the short and long-term financing
necessary to sustain and grow its operations, increased competition, changes
in the markets in which the registrant participates and the technology
utilized by the registrant and new legislation regarding environmental
matters. These risks and other risks that could affect the registrant's
business are more fully described in reports it files with the Securities
and Exchange Commission, including its Form 10-K for the fiscal year ended
December 31, 2008. Actual results may vary materially from the
forward-looking statements. The regristrant undertakes no duty to update any
of the forward-looking statements in this Current Report on Form 8-K or any
exhibits hereto.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Letter to the shareholders of Empire Petroleum Corporation
dated March 17, 2010
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 officer.
Date: March 23, 2010
Empire Petroleum Corporation
BY: /s/Albert E. Whitehead
President and Chief Executive Officer
EXHIBIT 99.1
EMPIRE PETROLEUM CORPORATION
8801 S. YALE, SUITE 120
TULSA, OKLAHOMA 74137-3575
March 17, 2010
Dear Shareholder:
We feel it is timely to bring you up-to-date on our current activities,
which are as follows:
GABBS VALLEY PROSPECT, NEVADA
Since our last report to you we made the decision to finance our 57%
interest in the Gabbs Valley Prospect, Nevada through a 22,000,000 share
offering. We are pleased to report this offering was successful, netting
the Company $1,500,216. These funds will finance our 57% interest in the
Makoil Paradise Unit 2-12 test well, which we now anticipate will commence
drilling in late March or early April. Makoil, who is the operator in
drilling this well, is one of the more experienced and active operators in
Nevada. It is acquiring an interest in the 2-12 well and prospect acreage
itself through a farmin from Cortez Exploration, LLC, et al, current
leasehold co-owners.
During this past year our 57% lease ownership was increased in this
prospect by 7,680 acres to 92,825 acres. We have also applied for a new
drilling unit, which will be known as the Paradise Drilling Unit and will
contain 40,073 of our most promising acres of our existing leasehold
position. Drilling units are created to hold oil and gas leases beyond
their expiration dates. They remain in force so long as certain drilling
commitments are carried out or oil and gas continues to be produced from
leases contained in the unit.
After considerable study of the drilling results of our previous well,
the Empire Cobble Cuesta 1-12, we feel the key to drilling a new well is to
drill with a mud system with minimal water loss into potential oil bearing
strata and having well testers on location from about 2,000 ft. to total
depth. This will allow us to test immediately upon encountering an oil
show.
SOUTH OKIE PROSPECT
Empire acquired and has exercised its Option to purchase a 2,630 acre
lease block on the South Okie Prospect which is located on the Casper Arch
about 40 miles west of Casper, Wyoming. This is a shallow (3,500 feet) oil
prospect with excellent potential for finding oil in the Tensleep Formation,
which is one of the most prolific formations in the State of Wyoming. The
Company has carried out both a geophysical and sub-surface geological study
and based on the results exercised its option on February 10, 2010. At this
time we plan to drill a test well in June.
CHEYENNE RIVER PROSPECT
The Company elected to sell its interest in this prospect for $170,000.
COMPANY 10-Q & 10-K REPORTS
The Company promptly files its 10-Q and 10-K reports with the S.E.C.
You can access these reports through the internet.
Yours very truly,
A. E. Whitehead
President
AEW/gs