form_8-ka.htm
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 8-K/A
(Amendment No. 1)
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 7, 2008 (October 1,
2008)
Legacy Reserves
LP
(Exact
name of registrant as specified in its charter)
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Delaware
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1-33249
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16-1751069
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation)
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File
Number)
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Identification
No.)
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303 W. Wall, Suite
1400
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Midland,
Texas
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79701
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (432) 689-5200
NOT APPLICABLE
(Former
name or former address, 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:
[ ]
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))
This
Current Report on Form 8-K/A (“Amendment No. 1”)
amends the Current Report on Form 8-K filed with the Securities and Exchange
Commission (“SEC”) by
Legacy Reserves LP (“Legacy”) on October 7,
2008 in connection with its acquisition on October 1, 2008 of all the
membership interests of Pantwist, LLC (the "Pantwist Acquisition") from Cano
Petroleum, Inc. for an aggregate purchase price of approximately $40.8 million,
subject to customary post-closing adjustments, paid in cash. Pantwist owns
certain oil and natural gas properties in Carson, Gray, Hutchison and Moore
counties in the Texas Panhandle.
The
Current Report on Form 8-K filed on October 7, 2008 is being amended
by this Amendment No. 1 to amend Item 9.01 (a) and (b) because Legacy has
determined that the Pantwist Acquisition is insignificant for the purposes of
Rule 3-05 and Article 11 of Regulation S-X, and therefore Legacy is not required
to provide financial statements and pro forma financial information with
respect to the Pantwist Acquisition.
No other
amendments to the Form 8-K filing on October 7, 2008 are being made by
this Amendment No. 1.
Item 9.01 Financial
Statements and Exhibits.
(a) Financial statements of businesses
acquired
Not required.
(b) Pro forma financial
information
Not required.
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.
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LEGACY RESERVES
LP
By: Legacy Reserves GP, LLC,
its general partner
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Date: December
12, 2008
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By:
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/s/
William M. Morris
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William
M. Morris
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Vice
President, Chief Accounting Officer and Controller
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