10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K/A

Amendment No. 1

(Mark One)

þ	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008
	OR
o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from            to

Commission File Number: 1-33784

SANDRIDGE ENERGY, INC.

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
123 Robert S. Kerr Avenue
Oklahoma City, Oklahoma
(Address of principal executive offices) 20-8084793
(I.R.S. Employer
Identification No.)
73118
(Zip Code)

(405) 429-5500
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class
Common Stock, $0.001 par value Name of Each Exchange on Which Registered
New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:
None

     Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes o     No þ

     Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.  Yes o     No þ

     Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ     No o

     Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  o 

     Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one):

Large accelerated filer þ Accelerated filer o Non-accelerated filer o  Smaller reporting company o

(Do not check if a smaller reporting company)

     Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2).  Yes o     No þ

     The aggregate market value of our common stock held by non-affiliates on June 30, 2008 was approximately $8.0 billion based on the closing price as quoted on the New York Stock Exchange. At February 20, 2009 there were 167,625,519 shares of our common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE
(To The Extent Indicated Herein)

     Portions of the proxy statement for the 2009 Annual Meeting of Shareholders are incorporated by reference in Part III.

EXPLANATORY NOTE

SandRidge Energy, Inc. filed its Annual Report on Form 10-K for the year ended December 31, 2008 on February 26, 2009 (the “Original Form 10-K”). The company is filing this Amendment No. 1 on Form 10-K/A to provide corrected Exhibits 31.1 and 31.2. In the Original Form 10-K Exhibits 31.1 and 31.2 inadvertently omitted a portion of the required language of paragraph 4 of the certification.

Except as described above, there are no other changes to the Original Form 10-K, and this amendment does not speak to, or reflect, events occurring after the filing of the Original Form 10-K.

Item 15.     Exhibits and Financial Statement Schedules

 

     The following documents are filed as a part of this report:

 

     (3) Exhibits

 

     See Exhibit Index for a description of the exhibits filed as a part of this report.

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SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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, on April 23, 2009.

SANDRIDGE ENERGY, INC.
 

By  /s/ TOM L. WARD  

Tom L. Ward 

President, Chairman of the Board and
Chief Executive Officer 

     Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ TOM L. WARD Tom L. Ward	President, Chief Executive Officer and Chairman of the Board (Principal Executive Officer)	April 23, 2009
* Dirk M. Van Doren	Chief Financial Officer and Executive Vice President (Principal Financial Officer)	April 23, 2009
* Randall D. Cooley	Senior Vice President — Accounting (Principal Accounting Officer)	April 23, 2009
* Dan Jordan	Director	April 23, 2009
* Bill Gilliland	Director	April 23, 2009
* Roy T. Oliver, Jr.	Director	April 23, 2009
* Stuart W. Ray	Director	April 23, 2009
* D. Dwight Scott	Director	April 23, 2009
* Jeff Serota	Director	April 23, 2009

* By: /s/ TOM L. WARD   Tom L. Ward

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EXHIBIT INDEX

		Incorporated by Reference
Exhibit			SEC				Filed
No.	Exhibit Description	Form	File No.	Exhibit		Filing Date	Herewith
3.1	Certificate of Incorporation of SandRidge Energy, Inc.	S-1	333-148956		3.1	01/30/2008
3.2	Certificate of Designation of 8.5% Convertible Perpetual Preferred Stock of SandRidge Energy, Inc.	8-K	001-33784		3.1	01/21/2009
3.3	Amended and Restated Bylaws of SandRidge Energy, Inc.	10-Q	001-33784		3.3	05/08/2008
4.1	Specimen Stock Certificate representing common stock of SandRidge Energy, Inc.	S-1	333-148956		4.1	01/30/2008
4.3	Registration Rights Agreement, dated November 21, 2006, by and among SandRidge Energy, Inc. (as successor by merger to Riata Energy, Inc.) and the Purchasers party thereto	S-1	333-148956		4.3	01/30/2008
4.7	Amended and Restated Shareholders Agreement, dated April 4, 2007, among SandRidge Energy, Inc. (as successor by merger to Riata Energy, Inc.) and certain shareholders	S-1	333-148956		4.7	01/30/2008
4.8	Registration Rights Agreement, dated March 20, 2007, by and among SandRidge Energy, Inc. and the several purchasers party thereto	S-1	333-148956		4.8	01/30/2008
4.10	Shareholders Agreement, dated March 20, 2007, by and among SandRidge Energy, Inc. and certain common shareholders	S-1	333-148956		4.10	01/30/2008
4.11	Indenture, dated May 1, 2008, by and among SandRidge Energy, Inc., certain subsidiary guarantors named therein and Wells Fargo Bank, National Association, as trustee	8-K	001-33784		4.1	05/02/2008
4.12	Registration Rights Agreement, dated May 1, 2008, by and among SandRidge Energy, Inc. and certain guarantors named therein for the benefit of noteholders	8-K	001-33784		4.2	05/02/2008

		Incorporated by Reference
Exhibit			SEC				Filed
No.	Exhibit Description	Form	File No.	Exhibit		Filing Date	Herewith
4.14	Indenture, dated May 20, 2008, by and among SandRidge Energy, Inc., certain subsidiary guarantors named therein and Wells Fargo Bank, National Association, as trustee	8-K	001-33784		4.1	05/21/2008
4.15	Registration Rights Agreement, dated May 20, 2008 by and among SandRidge Energy, Inc., certain subsidiary guarantors named therein, Banc of America Securities LLC, Barclays Capital, Inc. and J.P. Morgan Securities Inc., as representatives of the purchasers	8-K	001-33784		4.2	05/21/2008
4.16	Registration Rights Agreement, dated February 16, 2009, among SandRidge Energy, Inc., George B. Kaiser and Pooled CIT Investments, O.K.	10-K	001-33784		4.16	02/26/2009
10.1 †	Executive Nonqualified Excess Plan	8-K	001-33784		10.1	07/15/2008
10.2 †	2005 Stock Plan of SandRidge Energy, Inc.	S-1	333-148956		10.2	01/30/2008
10.2.1 †	Form of Restricted Stock Award Agreement under 2005 Stock Plan	10-K	001-33784		10.2.1	03/07/2008
10.5.1 †	Employment Agreement of Tom L. Ward, dated June 8, 2006	S-1	333-148956		10.11	01/30/2008
10.5.2 †	Employment Agreement of Dirk M. Van Doren, dated effective as of January 1, 2008	10-Q	333-148956		10.5.2	05/08/2008
10.5.3 †	Employment Agreement of Matthew K. Grubb, dated effective as of January 1, 2008	10-Q	333-148956		10.5.3	05/08/2008
10.5.4 †	Employment Agreement of Todd N. Tipton, dated effective as of January 1, 2008	10-Q	333-148956		10.5.4	05/08/2008
10.5.5 †	Employment Agreement of Larry K. Coshow, dated effective as of January 1, 2008	10-Q	333-148956		10.5.5	05/08/2008
10.5.6 †	Form of Employment Agreement for Senior Vice Presidents	10-Q	333-148956		10.5.60.	05/08/2008

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		Incorporated by Reference
Exhibit			SEC				Filed
No.	Exhibit Description	Form	File No.	Exhibit		Filing Date	Herewith
10.5.7 †	Employment Separation Agreement of Larry K. Coshow, dated April 14, 2008	10-Q	333-148956		10.5.7	05/08/2008
10.5.8 †	Employment Agreement of Rodney E. Johnson, dated effective as of January 1, 2009	10-K	001-33784		10.5.8	02/26/2009
10.6 †	Form of Indemnification Agreement for directors and officers	S-1	333-148956		10.5	01/30/2008
10.7	Senior Credit Facility, dated November 21, 2006, by and among SandRidge Energy, Inc. (as successor by merger to Riata Energy, Inc.) and Bank of America, N.A., as Administrative Agent and Banc of America Securities LLC as Lead Arranger and Book Running Manager	S-1	333-148956		10.6	01/30/2008
10.7.1	Amendment No. 1 to Senior Credit Facility, dated November 21, 2006 by and among SandRidge Energy, Inc.	S-1	333-148956		10.6	01/30/2008
10.7.2	Amendment No. 2 to Senior Credit Facility, dated November 21, 2006	S-1	333-148956		10.10	01/30/2008
10.7.3	Amendment No. 3 to Senior Credit Facility, dated September 14, 2007	10-Q	333-148956		10.7.3	05/08/2008
10.7.4	Amendment No. 4 to Senior Credit Facility, dated April 4, 2008	10-Q	333-148956		10.4	08/07/2008
10.7.5	Amendment No. 5 to Senior Credit Facility, dated September 18, 2008		001-33784		10.7.5	02/26/2009
10.9	Credit Agreement, dated March 22, 2007 by and among SandRidge Energy, Inc. and Bank of America, N.A., as Administrative Agent and Banc of America Securities LLC as Lead Arranger	S-1	333-148956		10.8	01/30/2008
10.14	Purchase and Sale Agreement, dated June 7, 2007 by and between Wallace Jordan, LLC and SandRidge Energy, Inc.	S-1	333-148956		10.17	01/30/2008
10.15	Office Lease Agreement, dated March 6, 2006 by and between 1601 Tower Properties, L.L.C. and Riata Energy, Inc.	S-1	333-148956		10.18	01/30/2008

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		Incorporated by Reference
Exhibit			SEC				Filed
No.	Exhibit Description	Form	File No.	Exhibit		Filing Date	Herewith
10.15.1	First Amendment, dated October 19, 2006 to Office Lease Agreement, dated March 6, 2006	S-1	333-148956		10.19	01/30/2008
10.15.2	Second Amendment, dated January 26, 2007 to Office Lease Agreement	S-1	333-148956		10.20	01/30/2008
10.16	Letter Agreement for Acquisition of Properties, dated September 21, 2007 by and between SandRidge Energy, Inc., Longfellow Energy, LP, Dalea Partners, LP and N. Malone Mitchell, 3rd	S-1	333-148956		10.21	01/30/2008
10.17	Construction Management Agreement, dated June 29, 2008, by and between Oxy USA Inc. and SandRidge Energy Exploration and Production, LLC	10-Q	333-148956		10.1	08/07/2008
10.18	Gas Treating and CO2 Delivery Agreement, dated June 29, 2008, by and between Oxy USA Inc. and SandRidge Energy Exploration and Production, LLC	10-Q	333-148956		10.2	08/07/2008
10.19	Purchase and Sale Agreement, dated October 9, 2008, by and among SandRidge Energy, Inc., Tom L. Ward, TLW Investments, L.L.C. and TLW Investments, Inc.	8-K	333-148956		10.1	10/16/2008
21.1	Subsidiaries of SandRidge Energy, Inc.	S-1	333-148956		21.1	01/30/2008
23.1	Consent of PricewaterhouseCoopers LLP	10-K	001-33784		23.1	02/26/2009
23.2	Consent of DeGolyer and MacNaughton	10-K	001-33784		23.2	02/26/2009
23.3	Consent of Netherland, Sewell & Associates, Inc.	10-K	001-33784		23.3	02/26/2009
24.1	Power of Attorney (included on signature page)	10-K	001-33784		24.1	02/26/2009
31.1	Section 302 Certification — Chief Executive Officer						*
31.2	Section 302 Certification — Chief Financial Officer						*
32.1	Section 906 Certifications of Chief Executive Officer and Chief Financial Officer	10-K	001-33784		32.1	02/26/2009

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†	Management contract or compensatory plan or arrangement
Note:	Debt instruments of the Company defining the rights of long-term debt holders in principal amounts not exceeding 10 percent of its consolidated assets have been omitted and will be provided to the Commission upon request.

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EX-31.1

Exhibit 31.1

Certification of the Company’s Chief Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)

I, Tom L. Ward, certify that:

     1. I have reviewed this amendment to annual report on Form 10-K/A of SandRidge Energy, Inc.;

     2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

     3. [Intentionally Omitted];

     4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

     (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

     (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

     (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

     (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

     5. [Intentionally Omitted]

/s/ Tom L. Ward  

Tom L. Ward 

President, Chief Executive Officer and
Chairman of the Board 

Date: April 23, 2009

EX-31.2

Exhibit 31.2

Certification of the Company’s Chief Financial Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 7241)

I, Dirk M. Van Doren, certify that:

     1. I have reviewed this amendment to annual report on Form 10-K/A of SandRidge Energy, Inc.;

     2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

     3. [Intentionally Omitted];

     4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

     (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

     (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

     (c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

     (d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

     5. [Intentionally Omitted]

/s/ Dirk M. Van Doren  

Dirk M. Van Doren 

Executive Vice President and
Chief Financial Officer 

Date: April 23, 2009