8-K 1 be4905.txt FORM 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): February 21, 2006 BRIGHAM EXPLORATION COMPANY (Exact name of registrant as specified in its charter) Delaware 000-22433 75-2692967 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 6300 Bridgepoint Parkway Building Two, Suite 500 Austin, Texas 78730 (Address, including zip code, of principal executive offices) 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: [ ] 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 240.13a-4(c)) ================================================================================ ITEM 2.02 RESULTS OF OPERATION AND FINANCIAL CONDITION. Registrant is furnishing its press release dated February 21, 2006, which announces its financial results for the quarter and year ended December 31, 2005 and its proved reserve volumes at December 31, 2005. It also includes our forecast for full year 2006 production volumes and our forecast for the first quarter 2006. The text of that press release is attached to this Report as Exhibit 99.1 and is incorporated by reference herein. With the filing of this report on Form 8-K and the issuance of the attached press release, we are also updating our corporate presentation, which can be found on our website at www.bexp3d.com. We caution you that the information provided in our corporate presentation is given as of February 21, 2006 based on currently available information, and that we are not undertaking any obligation to update our estimates as conditions change or other information becomes available. ITEM 7.01 REGULATION FD DISCLOSURE. Registrant is furnishing its press release dated February 21, 2006, which announces the Registrant's financial results for the quarter ended December 31, 2005 and the twelve month period ended December 31, 2005 and provides its full year and first quarter 2006 forecast. The text of the press release is furnished as attached hereto as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibit 99.1 Press release dated February 21, 2006. 2 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 Date: February 22, 2006 By: /s/ Eugene B. Shepherd, Jr. --------------------------- Eugene B. Shepherd, Jr. Executive Vice President & Chief Financial Officer 3 INDEX TO EXHIBITS Item Number Exhibit ----------- -------------------------------------- 99.1* Press Release dated February 21, 2006. 4