8-K

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): August 9, 2010

Brigham Exploration Company

(Exact name of registrant as specified in its charter)

Delaware	001-34224	75-2692967
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

6300 Bridgepoint Parkway Building Two, Suite 500Austin, Texas	78730
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (512) 427-3300

(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On August 5, 2010, our Board of Directors approved the filing of a Certificate of Elimination of Series A Preferred Stock with the Secretary of State of the State of Delaware. The Certificate of Elimination became effective August 9, 2010.

The Certificate of Elimination of Series A Preferred Stock is attached hereto as Exhibit 3.7 and is incorporated herein by reference. The description of the Certificate of Elimination in this Current Report on Form 8-K is a summary and is qualified in its entirety by the terms of the Certificate of Elimination.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibit 3.7 Certificate of Elimination of Series A Preferred Stock

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 thereunto duly authorized.

BRIGHAM EXPLORATION COMPANY
By:	/s/ Eugene B. Shepherd, Jr.
	Eugene B. Shepherd, Jr.
	Executive Vice President and Chief Financial Officer

Date: August 10, 2010

INDEX TO EXHIBITS

Exhibit 3.7 Certificate of Elimination of Series A Preferred Stock

EX-3.7

Exhibit 3.7

Delaware

The First State

I, JEFFREY W. BULLOCK, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF DESIGNATION OF “BRIGHAM EXPLORATION COMPANY”, FILED IN THIS OFFICE ON THE NINTH DAY OF AUGUST, A.D. 2010, AT 3:48 O’CLOCK P.M.

A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE COUNTY RECORDER OF DEEDS.

		/s/ Jeffrey W. Bullock
		Jeffrey W. Bullock, Secretary of State
2721671 8100		AUTHENTICATION: 8161875
100812712		DATE: 08-09-10

You may verify this certificate online
at corp.delaware.gov/authver.shtml

PAGE 1

State of Delaware

Secretary of State
Division of Corporations

Delivered 03:55 PM 08/09/2010

FILED 03:48 PM 08/09/2010

SRV 100812712 — 2121671 FILE

STATE OF DELAWARE

CERTIFICATE OF ELIMINATION OF
SERIES A PREFERRED STOCK
OF
BRIGHAM EXPLORATION COMPANY

Pursuant to the provisions of Section 151(g) of the General Corporation Law of the State of Delaware, Brigham Exploration Company, a corporation organized and existing under and by virtue of the Delaware General Corporation Law (the “Company”), does hereby certify that:

1. The Certificate of Incorporation of the Company was filed in the Office of the Secretary of State of Delaware on February 25, 1997 and a Certificate Designations of Series A Preferred Stock (the “Certificate of Designations”) was filed in the Office of the Secretary of State on October 31, 2000 and an amendment to the Certificate of Designations was filed on March 2, 2001.

2. At a meeting of the Board of Directors of the Company duly adopted resolutions in accordance with Section 151 of the General Corporation Law of the State of Delaware, as set forth on Exhibit A hereto.

3. Upon the filing of this certificate with the Secretary of State of the State of Delaware, Series A Preferred Stock will be eliminated.

IN WITNESS WHEREOF, the Company has caused this certificate to be signed on this 9^th day of August, 2010.

BRIGHAM EXPLORATION COMPANY
By:	/s/ Kari A. Potts
	Kari A. Potts
	General Counsel and Secretary

EXHIBIT A

Relating to Series A Preferred Stock

WHEREAS, there are no shares of Series A Preferred Stock issued and no shares of Series A Preferred Stock will be issued in the future.

RESOLVED, that the Board of Directors deems it in the best interest of the Company to eliminate the Certificate of Designations of Series A Preferred Stock from the Company’s Certificate of Incorporation pursuant to Section 151(g) of the General Corporation Law of the State of Delaware.

RESOLVED FURTHER, that the President, any Executive Vice President and the Secretary of the Company, and each of them, are hereby authorized to execute a Certificate of Elimination of the Certificate of Designations of Series A Preferred Stock and to file the Certificate of Elimination with the Secretary of State of Delaware.

Relating to Further Authorization

RESOLVED FURTHER, that all other actions of the proper officers of the Company required to be taken in connection with the foregoing resolutions are hereby authorized and directed to take or cause to be taken all such further action as is necessary to accomplish the purpose of the foregoing resolutions.

RESOLVED FURTHER, that all actions heretofore taken by the officers of the Company with respect to the matters covered by the foregoing resolutions are hereby ratified, confirmed and approved in all respects.