UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
JULY 14, 2009
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Date of Report (Date of earliest event reported)
MORGAN CREEK ENERGY CORP.
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(Exact name of registrant as specified in its charter)
Nevada 0-25455 201777817
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
5050 QUORUM DRIVE
SUITE 700
DALLAS, TEXAS 75254
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(Address of principal executive offices) (Zip Code)
(214) 321-0603
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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 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))
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SECTION 1. REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Effective on July 14, 2009, the Board of Directors (the "Board") of Morgan Creek
Energy Corp., a Nevada corporation (the "Company"), pursuant to unanimous vote
at a special meeting of the Board, authorized the execution of a letter
agreement dated July 9, 2009 (the "Option Agreement") with Formcap Corporation
("Formcap"), to purchase a 50% working interest (40.75% net revenue interest) of
the Company's 81.5% leasehold interest in and to certain leases located in Curry
County, State of New Mexico (the "Frio Draw Prospect Interest").
In accordance with the terms and provisions of the Option Agreement: (i) Formcap
has agreed to pay the Company a $100,000 initial payment (the "Initial Payment")
within five business days from the completion of its due diligence; (ii) the
balance of funds for the initial well will be advanced by FormCap to the Company
within five business days from receipt of a mutually agreed upon approval for
expenditure, which balance of such funds for the initial well are to be received
by the Company no later than September 8, 2009; and (iii) the Initial Payment
will be applied towards the total consideration to be paid by FormCap to the
Company, which will include the cost of drilling and completing two wells at a
total estimated cost of approximately $1,300,000.
In accordance with the further terms and provisions of the Option Agreement: (i)
FormCap will provide to the Company the dry hole and completion costs estimated
at $650, 000 in advance of drilling the first well; (ii) upon drilling and
completion of the first well, the Company will assign to FormCap a 25% working
interest (20.375% net revenue interest) in the Frio Draw Prospect Interest; and
(iii) upon receipt by the Company of the funds from Formcap in advance of
drilling the second well, the Company will assign to FormCap the additional 25%
working interest (20.375% net revenue interest). Costs associated with the
drilling of all subsequent wells will be shares on an equal basis between the
Company and FormCap.
The Company has granted to FormCap the time period between the date of execution
of the Option Agreement and August 15, 2009 to complete its due diligence (the
"Option Period").
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable.
(B) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(C) SHELL COMPANY TRANSACTION.
Not applicable.
(D) EXHIBITS.
10.1 Letter Agreement dated July 9, 2009 between Morgan Creek Energy Corp.
and FormCap Corporation.
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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.
MORGAN CREEK ENERGY CORP.
DATE: July 15, 2009
/s/ PETER WILSON
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Name: Peter Wilson
Title: President/Chief Executive Officer
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