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
JUNE 3, 2009
________________________________________________
Date of Report (Date of earliest event reported)
MORGAN CREEK ENERGY CORP.
______________________________________________________
(Exact name of registrant as specified in its charter)
Nevada 0-25455 201777817
____________________________ ________________________ ___________________
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
5050 QUORUM DRIVE
SUITE 700
DALLAS, TEXAS 75254
________________________________________ __________
(Address of principal executive offices) (Zip Code)
(214) 722-6490
__________________________________________________
Registrant's telephone number, including area code
N/A
_____________________________________________________________
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K 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 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
___________
SECTION 1. REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Effective on June 2, 2009, the Board of Directors (the "Board") of Morgan Creek
Energy Corp., a Nevada corporation (the "Company"), pursuant to unanimous vote
at a special meeting of the Board, authorized the execution of a letter
agreement dated May 28, 2009 (the "Option Agreement") with Bonanza Resources
(Texas) Inc., the wholly owned subsidiary of Bonanza Resources Corporation
("Bonanza Resources"), to purchase a certain percentage of Bonanza Resources'
eighty-five percent (85%) leasehold interest in and to certain leases located in
Beaver County, State of Oklahoma (the "Bonanza Resources Interest"). In
accordance with the terms and provisions of the Option Agreement: (i) the
Company has agreed to make a non-refundable payment to Bonanza Resources of
$150,000 within sixty (60) days from the date of this Option Agreement; and (ii)
Bonanza Resources has agreed to grant to the Company an option having an
exercise period of one year (the "Option Period") to purchase a sixty percent
(60%) partial interest (the "Partial Interest") in the Bonanza Resources
Interest. In the event the Company does not pay the $150,000 to Bonanza
Resources within sixty days from the date of the Option Agreement, the Option
Agreement will terminate.
The Bonanza Resources Interest is held by Bonanza Resources pursuant toi that
certain letter agreement between Bonanza Resources, Ryan Petroleum LLC and
Radian Energy L.C. dated February 25, 2009 (the "Original Agreement").
Therefore, in the event the Company pays the $150,000 to Bonanza Resources
within the sixty day period from the date of the Option Agreement, and in
accordance with the further terms and provisions of the Option Agreement: (i)
the Company shall assume that amount of Bonanza Resources' right, title and
interest and obligations under the Original Agreement as is proportionate to the
Partial Interest; and (ii) the Company must incur $2,400,000 in exploration and
drilling expenditures (the "Exploration Expenditures") during the Option Period.
In the event that the Company does not exercise the Option Agreement, Bonanza
shall retain the $150,000 as liquidated damages for the Company's failure to
incur the Exploration Expenditures.
In the event the Company incurs the Exploration Expenditures and exercises the
Option Agreement, a definitive agreement shall be executed by both parties with
respect to the Parial Interest.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
Not applicable.
(B) PRO FORMA FINANCIAL INFORMATION.
Not applicable.
(C) SHELL COMPANY TRANSACTION.
Not applicable.
(D) EXHIBITS.
10.1 Letter Agreement dated May 28, 2009 between Morgan Creek Energy Corp. and
Bonanza Resources (Texas) Inc.
99.1 Press Release dated June 3, 2009.
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.
MORGAN CREEK ENERGY CORP.
DATE: June 5, 2009
/s/ PETER WILSON
________________________________________
Name: Peter Wilson
Title: President/Chief Executive Officer
__________