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): March 30, 2007

Brigham Exploration Company

(Exact name of registrant as specified in its charter)

Delaware	000-22433	75-2692967
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer 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

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.):

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 (7 CFR 240.13e-4(c))

Item 7.01.  Regulation FD Disclosure

On March 30, 2007, the Registrant issued a press release announcing the pricing of $35 million private placement add-on to its 9 5/8% senior notes due 2014. The notes were priced at 99.50% of their face value to yield 9.721%, and will be issued pursuant to an indenture dated April 20, 2006. The notes will be fully and unconditionally guaranteed by certain of Brigham’s subsidiaries.  Brigham intends to use the net proceeds from the offering to repay amounts outstanding under its existing senior credit agreement and for general corporate purposes.  Brigham does not anticipate expanding its previously announced capital expenditure budget. 

The notes have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act. The Company plans to offer and issue the notes only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S.

The information contained herein is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

Registrant is furnishing its press release dated March 30, 2007, which announces the pricing of $35 million private placement add-on to its 9 5/8% senior notes due 2014. 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 March 30, 2007.

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:  March 30, 2007	By:	/s/ Eugene B. Shepherd, Jr.
		Executive Vice President &
		Chief Financial Officer

INDEX TO EXHIBITS

Item Number	Exhibit
99.1*	Press Release dated March 30, 2007.

EX-99.1

Exhibit 99.1

NEWS RELEASE
FOR IMMEDIATE RELEASE

BRIGHAM EXPLORATION ANNOUNCES PRICING OF $35 MILLION PRIVATE PLACEMENT ADD-ON TO ITS SENIOR NOTES DUE 2014

Austin, TX – March 30, 2007 -- Brigham Exploration Company (NASDAQ:BEXP) announced today that it has priced a $35 million private placement add-on to its 9 5/8% senior notes due 2014. The notes were priced at 99.50% of their face value to yield 9.721%, and will be issued pursuant to an indenture dated April 20, 2006. The notes will be fully and unconditionally guaranteed by certain of Brigham’s subsidiaries.  Brigham intends to use the net proceeds from the offering to repay amounts outstanding under its existing senior credit agreement and for general corporate purposes.  Brigham does not anticipate expanding its previously announced capital expenditure budget.

          The notes have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements of the Securities Act.  The Company plans to offer and issue the notes only to qualified institutional buyers pursuant to Rule 144A under the Securities Act and to persons outside the United States pursuant to Regulation S.

          This press release is neither an offer to sell nor a solicitation of an offer to buy any of these securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

About Brigham Exploration

          Brigham Exploration Company is a leading independent exploration and production company that applies 3-D seismic imaging and other advanced technologies to systematically explore and develop onshore domestic natural gas and oil provinces. For more information about Brigham Exploration, please visit our website at www.bexp3d.com or contact Investor Relations at 512-427-3444.

Forward Looking Statement Disclosure

          Except for the historical information contained herein, the matters discussed in this news release are forward looking statements within the meaning of the federal securities laws.  Important factors could cause our actual results to differ materially from those contained in the forward looking statements including our growth strategies, our ability to successfully and economically explore for and develop oil and gas resources, anticipated trends in our business‚ our liquidity and ability to finance our exploration and development activities‚ market conditions in the oil and gas industry‚ our ability to make and integrate acquisitions, the impact of governmental regulation and other risks more fully described in the company’s filings with the Securities and Exchange Commission.  Forward-looking statements are typically identified by use of terms such as “may,” “will,” “expect,” “anticipate,” “estimate” and similar words, although some forward-looking statements may be expressed differently.  All forward looking statements contained in this release, including any forecasts and estimates, are based on management’s outlook only as of the date of this release, and we undertake no obligation to update or revise these forward looking statements, whether as a result of subsequent developments or otherwise.

Contact:	Rob Roosa, Finance Manager
	(512) 427-3300