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):		August 31, 2009
AURORA OIL & GAS CORPORATION
(Exact name of registrant as specified in its charter)
UTAH	000-25170	87-0306609
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
4110 Copper Ridge Drive, Suite 100, Traverse City, MI			49684
(Address of principal executive offices)			(Zip Code)
Registrant’s telephone number, including area code:			(231) 941-0073
(Former name or former address, if changed since last report.)

Date of Report (Date of earliest event reported):

October 6, 2009

AURORA OIL & GAS CORPORATION

(Exact name of registrant as specified in its charter)

UTAH	000-25170	87-0306609
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

4110 Copper Ridge Drive, Suite 100, Traverse City, MI	49684
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:	(231) 941-0073

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

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))

Item 82.~~01 Other~~03 Creation ~~Events~~of a Direct Financial Obligation of a Registrant.

AsOn ~~previously~~October ~~reported~~5, on2009, ~~July~~the ~~12,~~United ~~2009~~States Bankruptcy Court for the Western District of Michigan (the "Bankruptcy Court"), which has jurisdiction over the proceedings under Chapter 11 of the United States Bankruptcy Code for Aurora Oil & Gas Corporation (the “ "Company”") and the Company’s subsidiary, Hudson Pipeline & Processing Co., LLC (together, the “"Debtors”"), ~~filed~~signed ~~voluntary~~a ~~petitions~~final ~~for~~order ~~relief~~(the ~~under Chapter~~“Final 11DIP ofOrder”) ~~title~~granting 11approval of the ~~United~~Company's ~~States~~Debtor-in-Possession ~~Bankruptcy~~Credit Agreement ~~Code~~ (the ~~“Bankruptcy~~"DIP ~~Code”~~Credit Agreement") among the Debtors, ineach as debtor and ~~the~~debtor-in-possession, ~~United~~BNP ~~States~~Paribas, ~~Bankruptcy~~as ~~Court~~administrative ~~for~~agent and issuing bank (the "DIP ~~Western~~Agent"), ~~District~~and ofthe ~~Michigan~~lenders party thereto (the "DIP ~~“Court”~~Lenders"). ~~The~~Hudson ~~Debtors’~~Pipeline ~~case~~& Processing Co., LLC is ~~09-08254(SWD)~~a guarantor to the DIP Credit Agreement.

AsPursuant ~~required~~to inthe ~~connection~~Final ~~with~~DIP Order, the Debtors’ ~~cases~~executed ~~under~~ the ~~Bankruptcy~~DIP ~~Code,~~Credit onAgreement effective ~~September~~October 176, 2009. The DIP Lenders will provide to the Debtors’, debtor-in-possession ~~filed~~financing ~~unaudited~~(the ~~stand-alone~~"DIP ~~Monthly~~Facility") ~~Operating~~composed of a multiple draw ~~Reports~~term ~~for~~loan ~~the~~facility ~~twelve~~in ~~days~~an ~~ended~~aggregate ~~July~~principal ~~12,~~amount ~~2009~~of up to $3,000,000 (~~pre-petition~~the "Total Commitment"),. The ~~nineteen~~DIP ~~days~~Credit Agreement provides for letters of ~~ended~~credit ~~July~~to ~~31,~~be ~~2009~~available ~~(post-petition),~~for ~~one~~issuance ~~month~~under ~~ended~~the ~~July~~DIP 31Facility, ~~2009,~~with ~~one~~the ~~and~~issuance of ~~eight~~any ~~months~~such ~~ended~~letters ~~August~~of ~~31,~~credit ~~2009~~resulting ~~and~~in ~~balances~~a asreduction of ~~July~~availability 12under the DIP Facility on a dollar-for-dollar basis. Pursuant to the DIP Credit Agreement, ~~2009~~the borrowings are to be used to (~~filing date~~i) pay certain fees, ~~July~~costs, and 31expenses relating to the DIP Facility, ~~2009~~(ii) support the working capital and general ~~August~~corporate ~~31,~~purposes ~~2009~~of (the ~~"MOR’s")~~Debtors in accordance with a budget provided by the ~~Court.~~Company Ato ~~copy~~the DIP Lenders, (iii) make any other payments permitted to be made in the DIP Credit Agreement or any other order of the Bankruptcy Court to the ~~MOR’s~~extent ~~are~~not ~~filed~~prohibited asby ~~Exhibit~~the ~~99.1~~DIP Credit Agreement, and ~~Exhibit~~(iv) ~~99.2~~make toany ~~this~~other ~~report~~payment otherwise consented to by a majority of the DIP Lenders.

OnThe ~~September~~Company ~~10,~~has ~~2009,~~ the ~~Debtors~~option ~~filed~~to ~~Form~~choose ~~8-K~~Alternate ~~containing~~Base ~~the~~Rate ~~Monthly~~(“ABR”) ~~Operating Reports~~loans ~~for~~or ~~July~~Eurodollar loans. ~~The~~Borrowings ~~MOR’s~~under ~~accompanying~~ABR ~~this~~loans ~~filing~~bear ~~merely~~interest ~~add~~at a rate per annum equal to the greater of (i) the prime rate in effect, (ii) the Federal Funds ~~information~~Effective ~~for~~Rate ~~August~~in ~~2009~~effect plus 0.50%, or (iii) 3.00%, plus 8.75%. ~~Certain~~Borrowings ~~amounts~~under ~~contained~~Eurodollar inloans ~~the~~bear interest at a rate per ~~accompanying~~annum ~~MOR’s~~equal ~~for~~to ~~July~~the ~~have~~LIBO ~~been~~rate ~~changed~~with ~~from~~a ~~those~~floor ~~contained~~of in4.00% multiplied by the statutory ~~exhibits~~reserve torate for the ~~Form~~interest period in effect, plus 8-K.00%. ~~filed~~Interest is payable on ~~September~~a ~~10,~~monthly ~~2009,~~basis. Upon the occurrence and aduring ~~footnote~~the ~~explanation~~continuance of ~~describing~~an event of default under the ~~changes~~DIP ~~has~~Credit ~~been~~Agreement, ~~included~~interest onshall ~~Exhibit~~accrue ~~99.1~~at ~~and~~a rate ~~Exhibit~~per ~~99.~~annum of 2.00% plus the rate applicable to ~~this~~ ~~report~~ABR loans.

The ~~MOR’s~~ ~~were~~Company ~~prepared~~also ~~solely~~shall ~~for~~pay ~~the~~to ~~purpose~~(i) ~~of complying with monthly reporting requirements of~~ the ~~Bankruptcy~~DIP ~~Code~~Agent, ~~and~~for ~~in a format prescribed under~~ the ~~Bankruptcy~~ ~~Code~~account ~~and~~of ~~should~~each ~~not~~DIP ~~be used for investment purposes. The MOR’s are~~Lender, ~~limited in scope and cover~~ a ~~limited~~participation ~~time~~fee ~~period~~with ~~and~~respect ~~may~~to ~~not~~its beparticipation ~~indicative~~in ~~of the~~letters ~~Debtors’ financial condition or results~~ of ~~operations~~credit ~~for any period that~~on ~~would~~behalf beof ~~reflected in~~ the ~~Debtors’ financial statements or~~Company, ifwhich ~~filed,~~shall ~~its periodic~~accrue ~~reports~~at ~~under~~a ~~the~~rate ~~Securities Exchange Act~~ of ~~1934, as amended~~1.50% ~~The financial~~per ~~information~~annum ~~that~~on the ~~MOR’s contain is preliminary and unaudited and is~~ ~~subject~~average todaily ~~revision~~amount ~~and~~of ~~additional~~such ~~qualifications~~DIP ~~and limitations as described in the Explanatory Notes to the MOR~~Lender’s~~. Readers~~ ~~are~~letter ~~advised~~of tocredit ~~read and~~exposure ~~consider~~until such DIP ~~qualifications~~Lenders ~~and~~cease ~~limitations~~to ~~carefully.~~have ~~The~~letters ~~MOR’s~~of ~~will~~credit ~~not be~~exposure, ~~subject~~(ii) tothe ~~audit~~DIP orAgent ~~review~~(as issuer byof the ~~Company’s~~letters ~~external~~of ~~auditors~~credit) on a ~~stand-alone~~ ~~basis~~fronting atfee, ~~any~~which ~~time~~shall inaccrue ~~the~~at ~~future. The~~a ~~financial~~rate ~~statements~~of in0.125% ~~the~~per ~~MOR’s~~annum ~~are~~on ~~not~~the ~~prepared~~average indaily ~~accordance~~amount ~~with~~of ~~accounting principles generally accepted in~~ the ~~United~~letters ~~States~~of ~~("GAAP")~~credit ~~and,~~exposure until ~~therefore,~~there ~~may~~ceases ~~exclude~~to ~~items required~~be byany ~~GAAP,~~letters ~~such~~of ascredit ~~certain reclassifications~~exposure, ~~eliminations, accruals, valuations~~ and ~~disclosures.~~(iii) ~~There can be no assurance that~~ the ~~information~~DIP inAgent ~~the~~for ~~MOR’s~~its ~~are~~own ~~complete~~account, ~~and~~its ~~the~~standard ~~Debtors’~~fees ~~caution~~with ~~readers~~respect ~~not~~ to ~~place~~issuance, ~~undue~~amendment, ~~reliance~~renewal onor ~~the~~extension ~~MOR’s.~~of ~~The~~any ~~information~~letter inof ~~the~~credit, ~~MOR’s~~as ~~is not~~applicable, ~~and~~or ~~should~~processing ~~not be~~of ~~viewed~~drawings ~~as, indicative of future results~~thereunder.

~~Additional~~Borrowings ~~information~~under ~~regarding~~ the ~~Debtors'~~DIP ~~bankruptcy~~Credit ~~cases~~Agreement, ~~including~~plus ~~access~~interest toaccrued ~~court documents~~ and ~~other~~unpaid ~~general information~~thereon, ~~are~~will be ~~available~~due toand payable in full on the ~~public~~earlier atof ~~www.donlinrecano.com/aurora. Information contained~~January on7, 2010 or the date that all ~~can~~commitments beunder ~~accessed~~the ~~through,~~DIP ~~this~~Credit ~~website~~Agreement terminate and/or the indebtedness is ~~not~~accelerated ~~part~~by the DIP Agent or the DIP Lenders upon occurrence of ~~this~~an event ~~report~~of default.

Cautionary Note on Forward-Looking Statements

This Current Report on Form 8-K may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements by the Debtors’ of expectations, anticipations, beliefs, plans, intentions, targets, estimates, or projections and similar expressions relating to the future are forward-looking statements within the meaning of these laws. Forward-looking statements in some cases can be identified by their being preceded by, followed by or containing words such as "estimate," "plan," "project," "forecast," "intend," "expect," "anticipate," "believe," "seek," "target" and other similar expressions. Forward-looking statements are based on assumptions and assessments made by the Debtors’ management in light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe to be appropriate. Any forward-looking statements are not guarantees of the Debtors’ future performance and are subject to risks and uncertainties that could cause actual results, developments and business decisions to differ materially from those contemplated by any forward-looking statements. Except as required by law, the Debtors’ undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

~~Investors~~The ~~are~~Company ~~cautioned~~shall ~~that~~pay ~~all forward-looking statements involve risks and uncertainties including without limitation the Debtors’ ability~~ to ~~continue as a going concern;~~ the ~~Debtors’ ability to obtain debtor-in-possession (“~~DIP~~”) financing~~ orAgent ~~authorization~~for ~~to use cash collateral on an interim or final basis to fund~~ the ~~Debtors’~~account ~~working~~of ~~capital~~each orDIP ~~other~~Lender ~~needs; the Debtors’ ability to~~a ~~obtain~~commitment ~~Court~~fee ~~approval~~at ~~with respect to motions in the chapter 11 cases prosecuted by the Debtors’ from time to time; the Debtors’ ability to develop, prosecute, confirm and consummate~~ a ~~plan~~rate of ~~reorganization~~0.75% ~~with~~per ~~respect~~annum toon the ~~Debtors’ bankruptcy~~average ~~cases;~~daily ~~risks~~amount ~~associated with third parties seeking and obtaining court approval to terminate or shorten the exclusivity period that the Debtors’ has to propose and confirm a plan~~ of ~~reorganization, for~~ the ~~appointment of a~~ ~~chapter~~commitment ~~11 trustee or examiner or to convert the Debtors’ bankruptcy cases to cases under chapter 7~~ of ~~the~~such ~~U.S.~~DIP ~~Bankruptcy~~Lender ~~Code; the Debtors’ ability to obtain and maintain normal terms with vendors~~unused, ~~service~~during ~~providers, and leaseholders and to obtain orders authorizing payments to such parties;~~ the ~~Debtors’~~ ~~ability~~period tofrom ~~maintain~~and ~~contracts~~including ~~that are critical to its operations;~~ the ~~potential~~date ~~adverse impact~~ of the ~~Debtors’~~DIP ~~bankruptcy~~Credit ~~cases~~Agreement onthrough the ~~Debtors’ liquidity~~termination ~~or results~~ of ~~operations;~~ the ~~Debtors’~~DIP ~~ability to fund and execute its~~Credit ~~business~~Agreement. A ~~plan;~~facility ~~the~~fee ~~Debtors’~~equal ~~ability~~ to ~~attract,~~2.50% ~~motivate~~of ~~and~~each ~~retain~~DIP ~~key executives and employees; the Debtors~~Lender’ ~~ability to enter into hedging contracts;~~s ~~general~~commitment ~~market~~is ~~conditions;~~due ~~adverse~~on ~~capital~~October ~~and~~7, ~~credit~~2009 ~~market conditions; the costs~~ and ~~accidental~~payable ~~risks~~to ~~inherent in exploring and developing new oil and natural gas reserves;~~ the ~~price~~DIP ~~for which such reserves and production can be~~Agent. An ~~sold;~~arranger ~~fluctuation~~fee inequal ~~prices~~to of0.50% ~~oil and natural gas; the uncertainties inherent in estimating quantities~~ of ~~proved reserves and cash flows; competition; actions by third party co-owners in properties in which~~ the ~~Debtors’~~Total ~~also~~Commitment ~~owns~~is ~~an interest; acquisitions of properties and businesses; operating hazards; environmental concerns affecting the drilling of oil and natural gas wells; impairment of oil and natural gas properties~~ due toon ~~depletion,~~October ~~low oil and gas prices~~7, ~~or other causes;~~ 2009 and ~~hedging~~payable ~~decisions, including whether or not~~ to ~~hedge.~~ ~~Similarly, these and other factors, including~~ the ~~terms~~DIP ~~of any reorganization plan ultimately confirmed, can affect the value of the Debtors’ various pre-petition liabilities and the Debtors’ common stock~~Agent. Administrative Noagent ~~assurance~~fees ~~can be given as to what values, if any, will be ascribed~~ in the ~~chapter 11 cases to~~amount ~~each~~ of ~~these~~$5,000 ~~constituencies.~~are Nodue ~~assurance~~monthly ~~can be given that there will be any remaining value for shareholders if~~ and ~~when~~payable ~~the~~to ~~Debtors’ emerges from bankruptcy. Accordingly,~~ the ~~Debtors’~~DIP ~~urges that the appropriate caution be exercised with respect to existing and future investments in any of these liabilities and/or securities~~Agent.

The DIP Credit Agreement is subject to provisions regarding mandatory prepayments upon certain events, affirmative and negative covenants, financial covenants, certain budgeting requirements, events of default and other customary terms and conditions including representations and warranties made by the Company to the DIP Lenders. The DIP Credit Agreement contains a covenant that any new or revised budget provided by the Company to the DIP Lenders shall not exceed a permitted variance from a budget previously approved by the DIP Agent and a majority of the DIP Lenders. A permitted variance is defined as a variance from the approved budget on a line-item basis that does not exceed 10% tested on a weekly basis. However, any unused amounts within a particular line-item for a particular week may be added on a cumulative basis to the amount provided for in the same line-item for succeeding weeks, so long as such succeeding weeks are not part of a subsequent budget period.

The DIP Loans are secured by valid, enforceable and perfected first-priority priming and other liens and security interests on all of the Debtors' assets, with such liens and security interests having priority over any and all prepetition or postpetition liens and security interests, subject only to a carve-out for professional fees and expenses and certain tax and other pre-existing liens. The DIP Lenders are also entitled to a super-priority administrative expense claim, subject to such carve-out.

Most of the Debtors' filings with the Bankruptcy Court, including the Final DIP Order and the DIP Credit Agreement, are available to the public at www.donlinrecano.com/aurora.

The foregoing is qualified in its entirety by reference to the DIP Credit Agreement, a conformed copy of which is attached hereto as Exhibit 10.27 and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d)	Exhibits
99.1	Aurora Oil & Gas Corporation Monthly Operating Report for the twelve days ended July 12, 2009 (pre-petition), nineteen days ended July 31, 2009 (post-petition), one month ended July 31, 2009, one and eight months ended August 31, 2009 and balances as of July 12, 2009 (filing date), July 31, 2009 and August 31, 2009.

(d)

Exhibits

9910.227 ~~Hudson~~Debtor-In-Possession ~~Pipeline~~Credit &Agreement ~~Processing~~dated ~~Co.~~October 6, ~~LLC~~2009, ~~Monthly~~among ~~Operating~~Aurora ~~Report~~Oil ~~for~~& ~~the~~Gas ~~twelve~~Corporation, ~~days~~as ~~ended~~Borrower, ~~July~~a ~~12,~~Debtor ~~2009~~and ~~(pre~~Debtor-~~petition)~~In-Possession, ~~nineteen~~Hudson ~~days~~Pipeline ~~ended~~& ~~July~~Processing 31Co., ~~2009 (post-petition)~~LLC, ~~one~~as ~~month~~a ~~ended July 31~~Guarantor, ~~2009,~~a ~~one~~Debtor and ~~eight~~Debtor-In-Possession, ~~months~~BNP ~~ended August 31~~Paribas, ~~2009 and balances~~ as ofAdministrative ~~July~~Agent ~~12,~~and ~~2009~~Issuing ~~(filing~~Bank ~~date), July 31, 2009~~ and ~~August~~the ~~31, 2009~~Lenders.

10.28

Debtor-In Possession Guaranty and Collateral Agreement dated October 6, 2009, made by Aurora Oil & Gas Corporation and Each of the Other Obligors Party Hereto, in Favor of BNP Paribas, as Administrative Agent.

10.29

Administrative Agent and Arranger Fee Letter dated October 6, 2009, among Aurora Oil & Gas Corporation and BNP Paribas.

SIGNATURE

According 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.

	AURORA OIL & GAS CORPORATION
Date: September 22, 2009	By:	/s/ Barbara E. Lawson
Date: October 9, 2009	/s/ Barbara E. Lawson
		By: Barbara E. Lawson Its: Chief Financial Officer
	By: Barbara E. Lawson
	Its: Chief Financial Officer

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