Form 8-K

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FOGFPCazE4S0rBYkDs0dCNETlEb1+DSATXE+rcsL9QDL/NuvVBfrnZ95hYe7pDp/ yhKGJy+5q/nVvIBqEdR7BA== 0001193125-07-075001.txt : 20070405 0001193125-07-075001.hdr.sgml : 20070405 20070405090930 ACCESSION NUMBER: 0001193125-07-075001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070404 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events FILED AS OF DATE: 20070405 DATE AS OF CHANGE: 20070405 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEARTLAND OIL & GAS CORP CENTRAL INDEX KEY: 0001075636 STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221] IRS NUMBER: 911918326 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32669 FILM NUMBER: 07750683 BUSINESS ADDRESS: STREET 1: 1625 BROADWAY STREET 2: SUITE 1480 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 303-405-8452 MAIL ADDRESS: STREET 1: 1625 BROADWAY STREET 2: SUITE 1480 CITY: DENVER STATE: CO ZIP: 80202 FORMER COMPANY: FORMER CONFORMED NAME: HEARTLAND OIL & GAS LTD DATE OF NAME CHANGE: 20030226 FORMER COMPANY: FORMER CONFORMED NAME: ADRIATIC HOLDINGS LTD DATE OF NAME CHANGE: 19981221 8-K 1 d8k.htm FORM 8-K 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

April 4, 2007

Date of Report (Date of earliest event reported)

Heartland Oil and Gas Corp.

(Exact name of registrant as specified in its charter)

Nevada

000-32669

91-1918326

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

1625 Broadway, Suite 1480

Denver, CO 80202

(Address of principal executive offices)

(303) 405-8450

Registrant’s telephone number, including area code

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

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Item 1.01.

Entry into a Material Definitive Agreement.

Item 8.01.

Other Events.

On April 4, 2007, Heartland Oil and Gas Corp. agreed with its lenders, SDS Capital Group SPC, Ltd. and BayStar Capital II, L.P. (collectively, the “Lenders”) to extend the maturity date of all promissory notes issued by Heartland to the Lenders to April 16, 2007.

Heartland and the Lenders continue to review strategic alternatives in connection with the maturity of these loans, but have not reached definitive agreement on any transaction. Heartland reiterates that based on the strategic alternatives currently being considered by Heartland and the Lenders, only the Lenders would receive an immediate return of investment and the holders of Heartland’s common stock would not receive an immediate return of investment, if any.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on as its behalf by the undersigned hereunto duly authorized.


		Heartland Oil and Gas Corp. (registrant)

Date	April 4, 2007	By	/s/ Philip S. Winner
			Philip S. Winner
			Chief Executive Officer

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