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): ~~September~~February 186, ~~2007~~2008 (~~September~~January 1231, ~~2007~~2008)

TATONKA OIL AND GAS, INC.

(Exact name of registrant as specified in its charter)

Colorado	000-50190	47-0877018
(State or Other Jurisdiction of	(Commission File Number)	(I.R.S. Employer Identification
Incorporation)		Number)

~~1515~~950 ~~Arapahoe~~17th Street, ~~Tower~~Suite 12300, ~~10th floor,~~ Denver, Colorado 80202 (Address of principal executive offices) (zip code)

(303) 476-4100

(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 (see General Instruction A.2. below):

¨		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))

Section 5.83 ~~Corporate~~- ~~Governance~~Other ~~and~~Events ~~Management~~Item 8.01 - Other Events

~~Item~~The ~~5.02~~Financial Industry Regulatory Authority (c“FINRA”) .notified ~~Resignation~~the registrant as of ~~Directors~~January 31, 2008 that because the Form 10-KSB was not filed with the SEC when due on January 29, 2008, the registrant’s stock will be delisted from quotation on the OTCBB (pursuant to the NASD’s Rule 6530 concerning continued listing requirements) if the Form 10-KSB is not filed with the SEC on or before March 3, 2008. The registrant will endeavor make the requisite filing before the deadline, however, as recently reported on Form 8-K, the registrant has only recently engaged a new audit firm in connection with the 2007 financial statements, and the 2006 financial statements will be restated and be subject to audit by another audit firm. It is possible that the requisite filing will not be made by the March 3, 2008 deadline.

OnAs ~~September~~a ~~12,~~result ~~2007,~~of ~~Brent~~the ~~Petterson~~delinquency, ~~submitted~~the ~~his~~registrant’s ~~resignation~~stock assymbol ahas ~~Director~~been ofchanged ~~Tatonka~~to ~~Oil~~TTKAE. ~~and~~The ~~Gas,~~E ~~Inc.~~tag ~~(the~~will ~~“Company”)~~be ~~effective~~deleted atif the ~~close~~registrant offiles ~~business~~the Form 10-KSB on ~~September~~or 12before March 3, ~~2007~~2008.

~~Item~~FINRA 5is a consolidation of the regulatory responsibilities of the NASD, Inc.02 (dNational Association of Securities Dealers) and certain regulatory functions of the NYSE. ~~Election~~Since its approval by the SEC in late July, FINRA continues to apply the NASD’s rules on continued listing and trading of ~~Directors~~public companies.

OnSection ~~September~~9 ~~18,~~- ~~2007,~~Financial ~~the~~Statements ~~Board~~and ofExhibits ~~Directors~~Item ~~elected J~~9.01 ~~Scott~~- ~~Zimmerman~~Financial toStatements ~~serve~~and ~~as Director of the Company effective as of September 18, 2007.~~ Exhibits

There are no arrangements or understandings between Mr. Zimmerman and any other persons pursuant to which he was elected as a director, and there are no reportable transactions under Item 404(a) of Regulation S-B with respect to Mr. Zimmerman.None

~~Section 7. Regulation FD Item 7.01. Regulation FD Disclosure.~~SIGNATURES

On Pursuant ~~September~~to ~~18,~~the ~~2007,~~requirements of the ~~Company~~Securities ~~issued~~and aExchange ~~press~~Act ~~release~~of ~~regarding~~1934, the ~~matters~~registrant ~~set~~has ~~forth~~duly incaused ~~Item~~this ~~5.02~~report ofto ~~this~~be ~~Current~~signed ~~Report.~~on Aits ~~copy~~behalf ofby the ~~press~~undersigned ~~release~~hereunto isduly ~~attached hereto as Exhibit 99~~authorized.1

The information in Item 7.01 of this Current Report, including the exhibit attached hereto, is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

		Tatonka Oil and Gas Company, Inc.


Dated: February 6, 2008		By:/s/ PAUL C. SLEVIN
		Paul C. Slevin,
		Chief Financial Officer

Section 9. Financial Statements and Exhibits Item 9.01. Financial Statements and Exhibits. (d) Exhibits

	Exhibit
	Number		Exhibit Title or Description
	99.1		Press Release dated September 18, 2007

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Tatonka Oil and Gas Company, Inc.
Dated: September 18, 2007		By:/s/ DIRCK TROMP
		Dirck Tromp
		Chief Executive Officer

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