Edgar Filing: BRIGHAM EXPLORATION CO

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

STATOIL ASA

2. Issuer Name and Ticker or Trading Symbol
BRIGHAM EXPLORATION CO [BEXP]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

FORUSBEEN 50

3. Date of Earliest Transaction (Month/Day/Year)
12/05/2011

(Street)

STAVANGER, Q8 N4035

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock, par value $0.01 per share ⁽¹⁾	12/05/2011		P		6,249,857 ⁽²⁾	A	$ 36.5	110,194,122 ⁽³⁾	I	See Footnote ⁽⁴⁾
Common stock, par value $0.01 per share ⁽¹⁾	12/06/2011		P		581,142 ⁽⁵⁾	A	$ 36.5	110,755,264	I	See Footnote ⁽⁴⁾
Common stock, par value $0.01 per share ⁽¹⁾	12/07/2011		P		1,005,536 ⁽⁵⁾	A	$ 36.5	111,780,800	I	See Footnote ⁽⁴⁾
Common stock, par value $0.01 per share ⁽¹⁾	12/08/2011		P		3,869,606 ⁽⁵⁾	A	$ 36.5	115,650,406	I	See Footnote ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
STATOIL ASA FORUSBEEN 50 STAVANGER, Q8 N4035		X
Statoil Petroleum AS FORUSBEEN 50 STAVANGER, Q8 N4035		X
STATOIL INTERNATIONAL HOLDING AS FORUSBEEN 50 STAVANGER, Q8 N4035		X
STATOIL INVESTMENT AMERICAS AS FORUSBEEN 50 STAVANGER, Q8 N4035		X
STATOIL E&P AMERICAS LP 2101 CITYWEST BLVD, SUITE 800 HOUSTON, TX 77042		X
STATOIL USA PROPERTIES INC. 2101 CITYWEST BLVD, SUITE 800 HOUSTON, TX 77042		X
FARGO ACQUISITION INC. FORUSBEEN 50 STAVANGER, Q8 N4035		X

Signatures

/s/ IRENE RUMMELHOFF, Attorney-in-Fact for Statoil ASA		12/08/2011
^**Signature of Reporting Person		Date
/s/ JEFFREY C. ZARUBA, Attorney-in-Fact for Statoil Petroleum AS		12/08/2011
^**Signature of Reporting Person		Date
/s/ JEFFREY C. ZARUBA, Attorney-in-Fact for Statoil International Holding AS		12/08/2011
^**Signature of Reporting Person		Date
/s/ HELGE HALDORSEN, Vice President - Strategy and Director for Statoil Investment Americas AS		12/08/2011
^**Signature of Reporting Person		Date
/s/ JEFFREY C. ZARUBA, Treasurer and Assistant Secretary, Statoil Americas Investments LLC, its general partner for Statoil E&P Americas LP		12/08/2011
^**Signature of Reporting Person		Date
/s/ ANDREW BYRON WINKLE, Vice President - Asset Development for Statoil USA Properties Inc.		12/08/2011
^**Signature of Reporting Person		Date
/s/ IRENE RUMMELHOFF, President for Fargo Acquisition Inc.		12/08/2011
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	This form is a joint filing by Statoil ASA ("Statoil"), Statoil Petroleum AS, Statoil International Holding AS, Statoil Investment Americas AS, Statoil E&P Americas LP, Statoil USA Properties Inc. and Fargo Acquisition Inc. ("Purchaser").
(2)	Reflects the shares of Brigham Exploration Company ("Brigham") newly issued common stock purchased by Purchaser from Brigham pursuant to a Subscription Agreement, dated December 5, 2011, by and between Brigham and Purchaser.
(3)	Reflects 86,270 shares of Brigham common stock that were tendered by notice of guaranteed delivery during the initial offering period of the tender offer effected pursuant to the Agreement and Plan of Merger, dated as of October 17, 2011, by and among Statoil, Purchaser, and Brigham, that did not settle.
(4)	Shares were held by Purchaser. As Purchaser is an indirect, wholly owned subsidiary of Statoil, Statoil Petroleum AS, Statoil International Holding AS, Statoil Investment Americas AS and Statoil E&P Americas LP and a direct, wholly owned subsidiary of Statoil USA Properties Inc., each of Statoil, Statoil International Holding AS, Statoil Investment Americas AS, Statoil E&P Americas LP and Statoil USA Properties Inc. may be deemed to have acquired indirect beneficial ownership of the Shares.
(5)	Reflects the shares of Brigham common stock acquired during the subsequent offering period of the tender offer effected pursuant to the Agreement and Plan of Merger, dated as of October 17, 2011, entered into by and among Statoil, Purchaser and Brigham, which commenced on December 1, 2011.

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