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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
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
October 30, 2009
APPROACH RESOURCES INC.
(Exact name of registrant as specified in its charter)
         
Delaware   001-33801   51-0424817
(State or other jurisdiction of
incorporation or organization) 		  (Commission file number)   (I.R.S. employer identification number)
         
One Ridgmar Centre
6500 W. Freeway, Suite 800
Fort Worth, Texas
(Address of principal executive office) 		      76116
(Zip code)
(817) 989-9000
(Registrant’s telephone number, including area code)
Not applicable
(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 (see General Instruction A.2.):
o   Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

 

Item 1.01   Entry into a Material Definitive Agreement.
     Effective October 30, 2009, Approach Resources Inc. (the “Company”) entered into a sixth amendment (the “Sixth Amendment”) to its Credit Agreement dated as of January 18, 2008 (as amended, the “Credit Agreement”).
     The Sixth Amendment increases the commitment amount of the Credit Agreement from $100 million to $115 million. All other terms and conditions of the Credit Agreement remain unchanged.
     The Company paid a fee in conjunction with the Sixth Amendment equal to 1.00% of the amount of the increase in the commitment amount ($150,000).
     The foregoing description of the terms of the Sixth Amendment is qualified in its entirety by the Sixth Amendment, which is filed as Exhibit 10.1 to this current report and is incorporated herein by reference.
Item 2.03   Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
     The information set forth under Item 1.01 above is incorporated herein by reference.
Item 9.01   Financial Statements and Exhibits.
(d) Exhibits.
         
Exhibit No.   Description
       
 
  10.1    
Sixth Amendment dated as of October 30, 2009 to Credit Agreement dated as of January 18, 2008 among Approach Resources Inc., as borrower, The Frost National Bank, as administrative agent and lender, JPMorgan Chase Bank, NA, Fortis Capital Corp. and KeyBank National Association, as lenders, and Approach Oil & Gas Inc., Approach Oil & Gas (Canada) Inc. and Approach Resources I, LP, as guarantors.

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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.
         
  APPROACH RESOURCES INC.
 		  
  By:   /s/ J. Curtis Henderson    
    J. Curtis Henderson   
Date: November 3, 2009    Executive Vice President and General Counsel   
 

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EXHIBIT INDEX
         
Exhibit No.   Description
       
 
  10.1    
Sixth Amendment dated as of October 30, 2009 to Credit Agreement dated as of January 18, 2008 among Approach Resources Inc., as borrower, The Frost National Bank, as administrative agent and lender, JPMorgan Chase Bank, NA, Fortis Capital Corp. and KeyBank National Association, as lenders, and Approach Oil & Gas Inc., Approach Oil & Gas (Canada) Inc. and Approach Resources I, LP, as guarantors.

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