UNITED STATES SECURITIES AND EXCHANGE COMMISSION ~~Washington, D.C. 20549~~

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of ~~the~~The Securities Exchange Act of 1934

March 12, 2009 Date of Report (Date of earliest event reported)~~: February 23, 2009~~

CRUSADER ENERGY GROUP INC. ~~(Exact name of registrant as specified in its charter)~~

Nevada		1-32533		88-0349241
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

(Exact name of registrant as specified in its charter)

4747 Gaillardia ParkwayOklahoma City, Oklahoma	73142
Nevada	1-32533	88-0349241
(Address of Principal Executive Offices)	(Zip Code)
(State or other Jurisdiction of	(Commission File Number)	(IRS Employer Identification No.)
Incorporation)

~~Registrant’s~~4747 ~~telephone~~Gaillardia ~~number~~Parkway Oklahoma City, Oklahoma 73142 (Address of principal executive offices, including ~~area~~zip code~~: (405~~) ~~285-7555~~

~~Not Applicable~~ (~~Former~~405) 285-7555 (Registrant’s ~~name~~telephone ornumber, ~~former~~including ~~address~~area ~~if changed since last report.~~code)

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:

o		Written communications 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))

1 Item 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENT OF CERTAIN OFFICERS

~~Item~~ On 2March 12, 2009, John G.04 ~~TRIGGERING~~Heinen, ~~EVENTS~~Senior ~~THAT~~Vice ~~ACCELERATE~~President ORand ~~INCREASE~~Chief AFinancial ~~DIRECT~~Officer ~~FINANCIAL~~of Crusader ~~OBLIGATION~~Energy ORGroup ANInc. ~~OBLIGATION~~(the ~~UNDER~~“Company”), ANand ~~OFF-BALANCE~~Paul ~~SHEET~~E. ~~ARRANGEMENT~~Legg, Senior Vice President and Chief Operating Officer of the Company, each resigned as an officer of the Company, effective as of March 31, 2009. Messrs. Heinen and Legg, who had each planned to retire during the Company’s 2009 fiscal year, each voluntarily resigned in connection with the Company’s effort to reduce its workforce in order to reduce general and administrative expenses.

On In ~~February 23,~~connection ~~2009,~~with ~~Union~~his ~~Bank~~resignation, each of ~~California, N~~Messrs.A. Heinen and Legg (each, an “~~UBOC~~Executive”), entered ~~the~~into ~~administrative~~a ~~agent~~severance agreement and ~~issuing~~waiver ~~lender under~~and release of claims with the ~~Second~~Company ~~Amended~~on ~~and~~March 12, 2009 ~~Restated~~(each, ~~Credit~~a “Severance Agreement,”). ~~dated~~Each ~~June 26,~~Severance ~~2008~~Agreement provides, among ~~Crusader~~other ~~Energy~~things, ~~Group~~that Executive’s ~~Inc.~~employment (with the “ Company~~”),~~ ~~UBOC~~shall ~~and~~terminate ~~the~~effective ~~lenders~~as ~~party~~of ~~thereto~~March 31, as2009 ~~amended~~ (the “~~Credit~~Effective ~~Facility~~Date”),. ~~notified~~Pursuant ~~the Company~~to ~~that~~each ~~the~~Severance ~~lenders~~Agreement, ~~under~~ the ~~Credit~~Company ~~Facility~~agrees ~~had~~to ~~completed~~provide ~~their~~each Executive ~~interim~~with: ~~redetermination~~(a) a ofseverance ~~the~~payment ~~Company’s borrowing~~equal ~~base~~to ~~(the~~two ~~“Borrowing~~months ~~Base~~pay ~~Redetermination”),~~in ~~lowering~~ the ~~Company’s~~aggregate ~~borrowing~~amount ~~base~~of ~~from~~ $~~70 million~~37,500 to(the ~~$25~~“Severance Payment”); (b) ~~million.~~COBRA Aspayments offor the ~~date~~Executive ~~of,~~ and ~~after~~his ~~giving~~eligible ~~effect~~dependents ~~to,~~ until the ~~Borrowing~~earlier ~~Base~~of ~~Redetermination,~~(i) two ~~the~~months ~~aggregate principal~~after ~~amount of~~ the ~~advances~~Effective ~~currently~~Date ~~outstanding~~and ~~under~~ (ii) the ~~Credit~~first ~~Facility~~date ~~exceeds~~Executive ~~the~~is ~~Company~~covered under another employer’s ~~borrowing~~medical ~~base by~~insurance ~~$5 million~~program (~~the~~ “~~Borrowing~~COBRA ~~Base Deficiency~~Payments”).; ~~As a result,~~ and ~~pursuant~~(c) title to the ~~terms of the Credit~~ ~~Facility,~~Company’s ~~the~~vehicle ~~Company~~that ishad ~~required~~been provided to ~~take~~Executive ~~one~~during of the ~~following~~course ~~actions~~of tohis ~~timely~~employment ~~eliminate~~with the ~~Borrowing Base~~ ~~Deficiency:~~Company (~~a) prepay~~ the ~~Borrowing~~“Company ~~Base~~Vehicle”). ~~Deficiency~~On ~~in full by~~ March 517, 2009, ~~(b) pledge~~pursuant ~~additional collateral~~ to ~~cure the~~each ~~Borrowing~~Severance ~~Base Deficiency by March 25~~Agreement, ~~2009,~~the Company ~~(c) prepay~~paid ~~the~~to ~~Borrowing~~each ~~Base~~Executive ~~Deficiency~~a incash ~~six~~amount equal ~~monthly installments~~to ~~with~~his ~~the~~Severance ~~first~~Payment ~~installment~~plus ~~due~~the onmaximum potential ~~March 25,~~amount ~~2009, or (d) a combination~~ of ~~items~~his ~~(b) and~~COBRA ~~(c) above~~Payments. ~~The Company~~In ~~must~~addition, ~~provide~~the ~~UBOC~~title ~~with~~to athe ~~written~~applicable ~~response~~Company asVehicle was transferred to ~~how~~each itExecutive ~~will~~pursuant ~~timely~~to ~~eliminate~~each ~~the~~Severance ~~Borrowing~~Agreement ~~Base~~on ~~Deficiency no later than~~ March 514, 2009. ~~The~~In exchange ~~Company~~for ~~currently~~the isconsideration ~~evaluating~~received ~~which~~pursuant ofto ~~such~~each ~~actions~~Severance itAgreement, ~~will~~Messrs. Heinen ~~elect~~and Legg toreleased ~~pursue,~~the ~~and there~~Company ~~can~~from beall noemployment ~~assurance~~related ~~that~~claims ~~the~~and ~~Company~~agreed ~~will~~to be ~~able~~reasonably available to ~~effect~~assist ~~such~~the ~~actions~~Company induring ~~accordance~~a ~~with~~transition ~~the~~period ~~terms~~following of the ~~Credit~~ ~~Facility~~Effective Date.

~~Item 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.~~SIGNATURE

On Pursuant ~~February 25,~~to ~~2009,~~ the ~~Company~~requirements ~~received~~of ~~notice~~the ~~that~~Securities ~~Shirley~~Exchange A.Act ~~Ogden~~of ~~resigned~~1934, asthe aregistrant ~~director~~has ~~of the Company~~duly ~~effective~~caused ~~immediately~~this ~~due~~report to ~~time~~be ~~constraints~~signed ~~relating~~on toits ~~her~~behalf ~~primary~~by ~~job~~the ~~responsibilities~~undersigned athereunto ~~another~~duly ~~company~~authorized.

ITEM 8.01 OTHER EVENTS


Date: March 18, 2009	CRUSADER ENERGY GROUP INC.
	By:	/s/ David D. Le Norman
	Name:		David D. Le Norman
	Title:		President and Chief Executive Officer

The Company has retained the investment banking firm Jefferies & Company, Inc., to assist the Company in evaluating and assessing various financial and strategic alternatives, including alternatives to address the Borrowing Base Deficiency. There can be no assurance that the Company will be successful in identifying or effecting, on favorable terms or at all, any financial or strategic alternatives (which may include restructuring the Company’s debt or the issuance of additional equity or debt, the sale of some or all of the Company’s assets or a merger or other business combination involving the Company), including as may be required to remedy the borrowing base deficiency. If such efforts are not successful, the Company may be required to seek protection under Chapter 11 of the United States Bankruptcy Code.

On February 27, 2009, the Company issued a press release announcing the preliminary year end reserve and operating data and matters reported in this form 8-k. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

Exhibit No.		Description
99.1		Press Release, dated February 27, 2009

SIGNATURE

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.

	CRUSADER ENERGY GROUP INC.
Date: February 27, 2009	By:	/s/ John G. Heinen
		John G. Heinen
		Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.		Description
99.1		Press Release, dated February 27, 2009

Filing Compare · Crusader Energy Group Inc.