-----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, Vs2Ur6SuuOA2JAEwKUVmn9GCyfn5pLUg4Tzc/9zWLiiTOqOzFOTJw02fj4lU5CMC 8WkTTwjcTd5Dg4YK00vFQA== 0001200952-08-000166.txt : 20080328 0001200952-08-000166.hdr.sgml : 20080328 20080328151817 ACCESSION NUMBER: 0001200952-08-000166 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080328 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080328 DATE AS OF CHANGE: 20080328 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DAYBREAK OIL & GAS INC CENTRAL INDEX KEY: 0001164256 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 910626366 STATE OF INCORPORATION: WA FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50107 FILM NUMBER: 08718956 BUSINESS ADDRESS: STREET 1: 601 W. MAIN AVE. STREET 2: SUITE 1017 CITY: SPOKANE STATE: WA ZIP: 99201 BUSINESS PHONE: (509) 462-0315 MAIL ADDRESS: STREET 1: 601 W. MAIN AVE. STREET 2: SUITE 1017 CITY: SPOKANE STATE: WA ZIP: 99201 FORMER COMPANY: FORMER CONFORMED NAME: DAYBREAK MINES INC DATE OF NAME CHANGE: 20011231 8-K 1 dbrm_8k-80328.htm FORM 8-K dbrm_8k-80328.htm



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 28, 2008

DAYBREAK OIL AND GAS, INC.
(Exact Name of Registrant as Specified in its Charter)

Washington
000-50107
91-0626366
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

601 W. Main Ave., Suite 1012
Spokane, WA
 
99201
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number, including area code: (509) 232-7674

N/A
(Former Name or Former Address if Changed Since Last Report)

Check the appropriate box below if the Form 8K 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 (17CFR230.425)
 
[    ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)
 
[    ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[    ]
Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 8.01 Other Events.

On March 28, 2008, Daybreak Oil and Gas, Inc. (“Daybreak” or the “Company”), issued a press release announcing that the Company anticipates the second closing on the sale of property interests located in Tensas and Franklin Parishes, Louisiana, will occur in April.  Under terms of the Purchase and Sale Agreement signed in January, the transaction was scheduled to close in two tranches, the first closing for $2 million, representing 25% of Daybreak's interests closed on January 18, 2008.  The second closing will be in the amount of $6 million for the remaining 75% of the Company's interest, subject to customary closing adjustments.

Item 7.01 Regulation FD Disclosure.

A copy of the press release announcing the update to the closing of the sale of property interests located in Tensas and Franklin Parishes, Louisiana is attached to this report as Exhibit 99.1 and is incorporated herein by reference.

This information is being disclosed pursuant to Regulation FD. Accordingly, the information in Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1934, except as shall be expressly set forth by specific reference in such filing.


d) Exhibits:


99.1    Press Release dated March 28, 2008
 

 
 
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.
 

 

DAYBREAK OIL AND GAS, INC.


By: /s/ James F. Westmoreland                                                                
James F. Westmoreland, Chief Financial Officer

Date:  March 28, 2008


Exhibits

 
  99.1    Press Release dated March 28, 2008
 
 
 

 
EX-99.1 2 dbrm_ex991-80328.htm PRESS RELEASE dbrm_ex991-80328.htm
 
  EXHIBIT 99.1
 
 

 
Daybreak Updates Sale of Louisiana Properties

SPOKANE, Wash., March 28, 2008 -- Daybreak Oil and Gas, Inc. (OTC Bulletin Board: DBRM) (“Daybreak” or the “Company”), a Washington corporation, today announced that the Company anticipates the second closing on the sale of property interests located in Tensas and Franklin Parishes, Louisiana, will occur in April.  Under terms of the Purchase and Sale Agreement signed in January, the transaction was scheduled to close in two tranches, the first closing for $2 million, representing 25% of Daybreak's interests closed on January 18, 2008.  The second closing will be in the amount of $6 million for the remaining 75% of the Company's interest, subject to customary closing adjustments.

For more information about Daybreak Oil and Gas Inc., please visit its website at www.daybreakoilandgas.com.

Contact:
 
Tim Lindsey Telephone: 281-253-4576
  Email: timl@daybreakoilandgas.com
     
James Westmoreland Telephone: 713-829-6062
  Email: jimw@daybreakoilandgas.com

 
"Safe Harbor" Statement under Private Securities Litigation Reform Act of 1995: Certain statements contained herein constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Information contained herein contains "forward-looking statements" which can be identified by the use of forward-looking terminology such as "believe", "expect", "may", "should", "up to", "approximately", "likely", or "anticipates" or the negative thereof or given that the future results covered by such forward looking statements will be achieved. Such forward-looking statements involve a number of known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.



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