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): January 26, 2009
Whiting Petroleum Corporation
(Exact name of registrant as specified in its charter)
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| Delaware
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1-31899
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20-0098515 |
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(State or other
jurisdiction of
incorporation)
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(Commission File
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(IRS Employer
Identification No.) |
1700 Broadway, Suite 2300, Denver, Colorado 80290-2300
(Address of principal executive offices, including ZIP code)
(303) 837-1661
(Registrant’s telephone number, including area code)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 C.F.R. §230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R. §240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 C.F.R. §240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R. §240.13e-4(c))
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On January 26, 2009, Whiting Petroleum Corporation (referred to as “we,” “us,” or “our”)
issued a press release announcing that we have commenced a public offering of 8,000,000 shares of
our common stock. We will also grant the underwriters for the offering an option to purchase up to
an additional 1,200,000 shares to cover over-allotments, if any. We are filing a copy of such
press release as Exhibit 99.1 hereto, which is incorporated by reference herein.
Also on January 26, 2009, we filed with the Securities and Exchange Commission a preliminary
prospectus supplement, dated January 26, 2009, to the prospectus dated May 8, 2006, filed as part
of our Registration Statement on Form S-3 (Registration No. 333-133889) pursuant to which we are
offering our shares of common stock. Certain information contained in the prospectus supplement
with respect to our oil and natural gas reserves at December 31, 2008 is derived from the report of
Cawley, Gillespie & Associates, Inc., an independent petroleum engineering consultant, on the
authority of said firm as an expert in petroleum engineering. The Exhibit 23.3.1 filed hereto is
filed as part of such Registration Statement and is incorporated by reference herein.
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| Item 9.01. |
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Financial Statements and Exhibits. |
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(23.3.1)
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Consent of Cowley, Gillespie & Associates, Inc. (filed as part of
Registration Statement No. 333-133889). |
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(99.1)
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Press Release of Whiting Petroleum Corporation dated January 26, 2009. |
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