POS AM

As filed with the Securities and Exchange Commission on January 30, 2008

Registration No. 333-129695

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Post Effective Amendment No. 6 to

Form SB-2 Registration Statement

on

Form S-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

AURORA OIL & GAS CORPORATION

(Exact Name of Registrant as specified in its charter)

Utah	1311	87-0306609
(State or other jurisdiction of	(Primary Standard Industrial	(I.R.S. Employer
incorporation or organization)	Classification Code Number)	Identification No.)

________________

4110 Copper Ridge Drive, Suite 100

Traverse City, Michigan 49684

(231) 941-0073

(Address and telephone number of principal executive offices, place ofbusiness)

________________

Name, address and telephone number of agent for service:

William W. Deneau, Chief Executive Officer

Aurora Oil & Gas Corporation

4110 Copper Ridge Drive, Suite 100

Traverse City, Michigan 49684

(231) 941-0073

With a copy to:

Iris K. Linder

Fraser Trebilcock Davis & Dunlap, PC

124 West Allegan, Suite 1000

Lansing, MI 48933

Approximate date of proposed sale to the public:  As soon as practicable after this Registration Statement becomes effective.

If the only securities being registered on this form are being offered pursuant to dividend or interest reinvestment plans, please check the following box.  o

If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.  o

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  o

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  o

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act of 1933, check the following box.  o

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act of 1933, check the following box.  o

The Registrant hereby amends this Registration Statement on such date or dates as maybe necessary to delay its effective date until the Registrant shall file a furtheramendment which specifically states that this Registration Statement shall thereafterbecome effective in accordance with Section 8(a) of the Securities Act of 1933,as amended, or until this Registration Statement shall become effective on such dateas the Securities and Exchange Commission, acting pursuant to said Section 8(a),may determine.

EXPLANATORY NOTE

This Registration Statement on Form S-3 is being filed as Post-Effective Amendment No. 6 (“Amendment No. 6”) to the Form SB-2 Registration Statement on Form S-3 of Aurora Oil & Gas Corporation, which was filed with the Securities and Exchange Commission (the “SEC”) on December 21, 2007 (the “Original Form S-3”). This Amendment No. 6 is being filed solely for the purpose of updating Exhibit 5.1 to the Original Form S-3.

Except as described above, no other changes have been made to the Original Form S-3 as previously amended by Amendment No. 5, and this Amendment No. 6 does not otherwise attempt to update the information set forth in the Original Form S-3 as previously amended.

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements of filing on Form S-3 and has duly caused this Form S-3 Registration Statement to be signed on its behalf by the undersigned, in the city of Traverse City, State of Michigan, on this 30th day of January, 2008.

AURORA OIL & GAS CORPORATION
By:	/s/ William W. Deneau
	William W. Deneau, Chairman, Director, and Chief
	Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Form S-3 Registration Statement has been signed by the following persons in the capacities and on the dates indicated:

Signature	Title	Date
/s/ William W. Deneau	Chairman, Chief Executive Officer, and Director	January 30, 2008
William W. Deneau	(Principal Executive Officer)
/s/ Barbara E. Lawson	Chief Financial Officer (Principal Financial Officer	January 30, 2008
Barbara E. Lawson	and Principal Accounting Officer)
/s/ John E. McDevitt	President, Chief Operating Officer and Director	January 30, 2008
John McDevitt
/s/ Kevin D. Stulp	Director	January 30, 2008
Kevin D. Stulp
/s/ Richard M. Deneau	Director	January 30, 2008
Richard M. Deneau
/s/ Gary J. Myles	Director	January 30, 2008
Gary J. Myles
/s/ Earl V. Young	Director	January 30, 2008
Earl V. Young
/s/ Wayne G. Schaeffer	Director	January 30, 2008
Wayne G. Schaeffer

INDEX OF EXHIBITS

EXHIBITS
5.1	Opinion of Fraser Trebilcock Davis & Dunlap, P.C.
23.1	Consent of Ralph E. Davis Associates, Inc.
23.2	Consent of Schlumberger Technology Corporation.
23.3	Consent of Netherland, Sewell & Associates, Inc.
23.4	Consent of Rachlin Cohen & Holtz LLP.
23.5	Awareness of Weaver and Tidwell, L.L.P.
23.6	Consent of Fraser Trebilcock Davis & Dunlap, P.C. (included in Exhibit 5.1).

EX-5.1

Aurora Oil & Gas Corporation

4110 Copper Ridge Drive, Suite 1000

Traverse City, MI 49684

Dear Ladies and Gentlemen:

We have acted as counsel to Aurora Oil & Gas Corporation, a Utah corporation (the "Company") in connection with the Company's filing on Form S-3 of Post Effective Amendment No. 6 to the Registration Statement on Form SB-2 Registration No. 333-129695 (the "Registration Statement") with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Act"), relating to the resale of up to 8,900,000 shares of its common stock, par value $.01 per share (the "Common Stock") by investors named in the Registration Statement. Of the registered shares, 7,804,000 shares (the "Issued and Outstanding Registered Shares") are currently issued and outstanding, and 1,096,000 (the "Warrant Shares") are issuable upon exercise of certain warrants (the "Warrants").

In connection with the foregoing, we have examined originals or copies satisfactory to us of: (i) the Registration Statement, including the form of prospectus included therein; (ii) certain resolutions of the Board of Directors the Company regarding the authorization of the Registered Shares and the Warrants pursuant to which certain of the Registered Shares are issuable; (iii) the form of the Warrants; (iv) the Company's Restated Articles of Incorporation; (v) the Company's Bylaws; and (vi) a certificate as of a recent date from the State of Utah concerning the good standing of the Company as a corporation in Utah.

We have also reviewed such other matters of law as we have deemed relevant and necessary as a basis for the opinions hereinafter expressed. In such examination, we have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as originals and the conformity with the original documents of all documents submitted to us as copies or facsimiles. As to any facts material to such opinion, we have, to the extent that relevant facts were not independently established by us, relied on certificates of public officials and certificates of officers or other representatives of the Company.

We have also assumed that: (i) all Registered Shares have been or will be issued and sold in compliance with applicable federal and state securities laws; (ii) there shall be no change in law affecting the validity of any of the shares of Common Stock (between the date hereof and the date of issuance and sale of such shares of Common Stock); and (iii) all parties to agreements involving the issuance or sale of the shares of Common Stock will perform their obligations thereunder in compliance with the terms of such documents.

Based upon and subject to the foregoing, we are of the opinion that the issued and outstanding Registered Shares are legally issued, fully paid and non-assessable shares of Common Stock, and the Warrant Shares will be, upon issuance in accordance with the terms of the Warrants, legally issued, fully paid and non-assessable shares of Common Stock.

We hereby consent to the filing of this opinion as an exhibit to Post Effective Amendment No. 6 to the Registration Statement and to the reference made to us under the caption "Legal Matters" in the prospectus constituting part of the Registration Statement. In giving this consent, we do not thereby admit that we are within the category of persons whose consent is required under Section 7 of the Act, the rules and regulations of the Commission promulgated pursuant to Section 7 of the Act or Item 509 of Regulation S-K promulgated under the Act.

This opinion is based on applicable laws of the State of Michigan, State of Utah, and the United States of America.

Very truly yours,

FRASER TREBILCOCK DAVIS & DUNLAP, P.C.

[/s/ Fraser Trebilcock Davis & Dunlap, P.C.]