8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 16, 2011

ANTE5, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

000-53952	27-2345075
(Commission File Number)	(I.R.S. Employer Identification No.)
10275 Wayzata Boulevard, Suite 310, Minnetonka, Minnesota	55305
(Address of principal executive offices)	(Zip Code)
(952) 426-1241
(Registrant’s telephone number, including area code)
One Hughes Drive, Suite 606, Las Vegas, Nevada  89169
(Former name, former address and former fiscal year, 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 CFR240.14d-2(b))

¨      Soliciting material pursuant to Rule 14a-12 under Exchange Act (17 CFR240.14a-12)

¨      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))

¨      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))

Table of Contents

Section 1- REGISTRANT’S BUSINESS AND OPERATIONS	1
Item 1.01.  Entry into a Material Definitive Agreement	1
Section 2- FINANCIAL INFORMATION	1
Item 2.01.  Completion of Acquisition or Disposition of Assets	1
Section 9-FINANCIAL STATEMENTS, PRO FORMA FINANCIALS & EXHIBITS	1
SIGNATURES	2

SECTION 1.  REGISTRANT’S BUSINESS AND OPERATIONS

Item 1.01.  Entry into a Material Definitive Agreement.

On March 15, 2011, Ante5, Inc., a Delaware corporation (the “Company”), and Twin City Technical, LLC, a North Dakota limited liability company, and Irish Oil and Gas, Inc., a Nevada corporation (collectively, the “Sellers”), entered into an agreement wherein the parties agreed to adjust certain mineral interests set forth in Appendix B of the amended and restated asset purchase agreement (the “Revised APA-III”) entered into on March 2, 2011, a copy of which was attached as an exhibit to the Report on Form 8-K filed by the Company with the Securities and Exchange Commission on March 1, 2011.  Pursuant to said adjustment to Appendix B of the Revised APA-III (the “Addendum”), the parties have agreed to [a] remove from Appendix B of the Revised APA-III 80 net undeveloped mineral acres located in Mountrail county, and [b] add to Appendix B of the Revised APA-III 20 net producing mineral acres to Appendix B of the Revised APA-III.  The Addendum did not change the purchase price paid by Buyer to Seller or the anticipated closing date associated with the Revised APA-III.  A copy of the Addendum is attached to this Report as Exhibit 10.1.

SECTION 2-FINANCIAL INFORMATION

Item 2.01.  Completion of Acquisition or Disposition of Assets

On March 16, 2011, Ante5, Inc., a Delaware corporation (the “Company”) closed the asset purchase agreement entered into on March 2, 2011 (the “Revised APA-III”) as modified in an agreement on March 15, 2011 (the “Addendum”), with Twin City Technical, LLC, a North Dakota limited liability company, and Irish Oil and Gas, Inc., a Nevada corporation (collectively, the “Sellers”), pursuant to which the Company acquired Sellers’ right, title, and interest in and to mineral leases (“Mineral Leases”) approximating 1,125 net mineral acres as referenced in the Revised APA-III as modified by the Addendum.  At the closing, the Company tendered a total of $1,372,787 of cash issued 871,960 shares of the Company’s common stock to the Sellers and 400,000 shares of the Company’s common stock to an unaffiliated designee of the Sellers.  Sellers will record assignments of the Mineral Leases in favor of the Company.  The Mineral Leases are in North Dakota covering oil and gas properties in the Williston Basin.  A copy of the Revised APA-III was attached as an exhibit to the Report on Form 8-K filed by the Company with the Securities and Exchange Commission on March 1, 2011 and a copy of the Addendum is attached to this Report as Exhibit 10.1.

SECTION 9.  FINANCIAL STATEMENTS, PRO FORMA FINANCIALS & EXHIBITS

(d)           Exhibits

10.1. Addendum, dated March 15, 2011, to the Amended and Restated Asset Purchase Agreement with Sellers, dated as of March 2, 2011.

1

SIGNATURES

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

ANTE5, INC.

(Registrant)

Date:  March 21, 2011

/s/  Bradley Berman, Chief Executive Officer

     Bradley Berman, Chief Executive Officer

2

EX-10.1

Exhibit 10.1

Addendum to Harris Furlong III

This addendum (the “Addendum”) is made and entered into as of the 15th day of March, 2011 (the “Effective Date”) by and between Twin City Technical, LLC, a North Dakota limited liability company, and Irish Oil and Gas, Inc., a Nevada corporation (collectively, the “Sellers”), and Ante5, Inc., a Delaware corporation (“Buyer”), with respect to the following facts:

R E C I T A L S

A. Sellers and Buyer entered into an Amended and Restated Asset Purchase Agreement on the 2nd day of March, 2011 (“Harris Furlong III”), wherein Buyer agreed to purchase from Sellers certain interests in mineral leases as described in Appendix B of Harris Furlong III (the “Acquired Assets”).

B. Buyer is a Delaware corporation that files public reports with the Securities and Exchange Commission.

C. Sellers and Buyer desire to modify certain Acquired Assets as described in Appendix B of Harris Furlong III.

NOW, THEREFORE, for good and valuable consideration the receipt and sufficiency of which are hereby acknowledged by the parties to this Addendum, and in light of the above recitals to this Addendum, the parties to this Addendum hereby agree as follows:

1. Acreage to Retract:  Mineral Leases listed in Appendix A to this Addendum.

2. Acreage to Add: Mineral Leases listed in Appendix B to this Addendum.

3. Producing Acreage:  all of the mineral interests added to Appendix B of Harris Furlong III by way of this Addendum (New Acreage) are producing.

a. Sellers:  Sellers have the right to collect mineral revenues generated prior to January 1, 2011, by wells currently in production on the New Acreage.  Sellers have the obligation to pay for all costs incurred prior to January 1, 2011, by wells currently in production on the New Acreage.  Sellers have no rights to mineral revenues generated on or after January 1, 2011, by way of the New Acreage.  Sellers have no obligation to pay for operational costs incurred on or after to January 1, 2011, by way of the New Acreage.

b. Buyer:  Buyer has the right to collect mineral revenues generated on or after January 1, 2011, by way of the New Acreage.  Buyer has no rights to mineral revenues generated prior to January 1, 2011, by way of the New Acreage.  Buyer has no obligation to pay for costs incurred prior to January 1, 2011, by way of the New Acreage.

4. Buyer NRI%:  Sellers warrant that [a] Buyer’s Net Revenue Interest in the New Acreage is no less than 80% and [b] Sellers are not retaining or acquiring an overriding interest in New Acreage.

Except for the changes set forth herein, the parties hereby acknowledge that all other terms set forth in Harris Furlong III are not changed by this Addendum and are thereby in full force and effect.

IN WITNESS WHEREOF, this Agreement has been entered into as of the date first above written.

SELLERS:	TWIN CITY TECHNICAL LLC, a North Dakota Limited Liability Company
	By:
		Terry L. Harris, President

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IRISH OIL AND GAS, INC., a Nevada corporation
By:
	Timothy P. Furlong, Vice-President

BUYER:	ANTE5, INC., a Delaware corporation
	By:
		Bradley Berman, Chief Executive Officer

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Appendix A to the Addendum of Harris Furlong III – Mineral Leases Retracted

Page 3 of 4

Appendix B to the Addendum of Harris Furlong III – Mineral Leases Added

Page 4 of 4