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): ~~March~~June 1322, 2012

BLACKWATER MIDSTREAM CORP.

(Exact name of registrant as specified in its charter)

Nevada (State or Other Jurisdiction of Incorporation) 000-51403 (Commission File Number) 26-2590455 (IRS Employer Identification No.)

Nevada		000-51403		26-2590455
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

660 LaBauve Drive Westwego, LA (Address of Principal Executive Offices) 70094 (Zip Code)

660 LaBauve Drive Westwego, LA		70094
(Address of Principal Executive Offices)		(Zip Code)

(504) 340-3000

(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):

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 81.01 ~~Other~~. ~~Events~~ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On ~~March~~June ~~13th~~22, ~~and~~2012, ~~March~~Blackwater ~~14th~~New Orleans, ~~2012~~L.L.C. (“BWNO”), a wholly-owned subsidiary of Blackwater Midstream Corp.’s (the “Company”), ~~management~~entered ~~made~~into a ~~presentation~~non-revolving Line of Credit and Term Note, which converts to a term loan agreement (the ~~“Presentation”~~"Loan Agreement") inwith ~~London~~JP ~~and~~Morgan ~~Manchester~~Chase Bank, ~~England~~N.A. UK ("JPM") in the principal amount not to aexceed ~~group~~$2,300,000 (the "Loan Amount"). The primary purpose of the ~~Company’s~~loan ~~current~~is ~~investors~~to finance the construction of two new 50,000 ~~brokers~~barrel ~~and~~carbon ~~other~~steel ~~attendees~~storage ~~regarding~~tanks ~~the~~at ~~Company’s~~its ~~updated~~Westwego, ~~business~~LA ~~plan~~terminal, ~~current~~with ~~operations~~one of the tanks being constructed to service a recently signed 42 month storage contract. A portion of the loan, ~~current~~approximately ~~outlook~~$300,000, ~~and~~will ~~potential~~be ~~future~~used ~~expansion~~to ~~plans,~~finance ~~future~~system ~~operational~~modifications ~~projections,~~needed ~~and~~at ~~potential~~various ~~future~~tanks ~~financial~~at ~~results~~the Company’s Salisbury, MD terminal.

~~Included~~The inLoan Amount bears interest at the ~~forward~~JPM ~~looking~~Commercial ~~statements~~Bank ~~appearing~~Prime infloating ~~the~~rate. BWNO ~~Company’s~~will ~~Presentation~~pay ~~are~~consecutive monthly installments of interest, commencing July 31, 2012 and continuing on the ~~Company’s~~last ~~estimates~~day of each calendar month thereafter. In addition, commencing January 31, 2013 and continuing on the ~~revenue~~last day of each calendar month thereafter, BWNO will pay principal installments of approximately $38,333. All unpaid principal and ~~expenses~~accrued and unpaid interest is finally due and payable on December 31, 2017. The Loan Agreement includes customary events of ~~potential~~default, ~~construction~~including, ~~projects~~but not limited to, ~~financing~~the ~~projections~~failure of BWNO to pay any principal or interest when due, the breach of any representation or warranty in any of JPM's loan documents, or the insolvency or bankruptcy of BWNO. Upon the occurrence of an event of default, the Loan Agreement will become due and ~~potential~~payable ~~future~~automatically ~~shareholder~~and ~~value~~without notice.

~~The~~Additionally, ~~information~~ in ~~the~~connection ~~presentation~~with ~~includes certain "forward-looking statements" within~~ the ~~meaning~~closing of the ~~Private Securities Litigation Reform Act of 1995~~loan, ~~including~~BWNO ~~statements~~entered ~~relating~~into tothe ~~prospective~~following ~~acquisitions~~with orJPM: ~~anticipated~~the ~~future~~Fifth ~~results. Forward-looking~~Amendment ~~statements relate~~ to ~~expectations~~the orCredit ~~forecasts~~Agreement ~~of future events. Blackwater Midstream Corp. does not assume~~ (the ~~obligation~~“Credit toAgreement”), ~~update~~an ~~any~~Allonge ~~forward-looking statement. Many factors could cause actual results~~ to ~~differ~~Collateral ~~materially~~Mortgage ~~from Blackwater Midstream Corp.’s forward-looking statements~~Note, ~~including~~dated ~~market~~December ~~forces~~23, ~~economic factors~~2008, ~~the availability of capital~~ and ~~credit,~~a ~~current~~First ~~and~~Amendment ~~future~~to ~~competition~~Collateral ~~and other uncertainties. For further details about these and other factors that may impact the forward-looking statements~~Mortgage, ~~see~~Assignment Blackwater Midstream Corp.’s Securities and Exchange Commission filings, including the "Risk Factors" in the Annual Report on Form 10-K. This discussion and analysis should be read in conjunction with our unaudited consolidated financial statements and related notes included in our Quarterly Report on Form 10-Q as of ~~December~~Leases ~~31, 2011~~ and ~~our~~Rents ~~audited financial statements~~ and ~~notes~~Security ~~included in our Annual Report on Form 10-K as of and for the year ended March 31~~Agreement, ~~2011. For~~dated ~~more~~December ~~information~~23, ~~please reference our website at www~~2008.~~BlackwaterMidstream.com~~

~~Item~~Blackwater 9Midstream Corp.~~01 Financial~~ ~~Statements~~entered ~~and~~into ~~Exhibits~~a continuing guaranty (the “Continuing Guaranty”), pursuant to which the Company guaranteed the obligations of BWNO to JPM.

(d)	Exhibits.
Exhibit No.	Exhibit Description
10.1	March 2012 Presentation

Copies of all agreements are included as exhibits to this current report on Form 8-K.

ITEM 2.03 CREATION OF DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

The information included in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 2.03.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit No.	Exhibit Description

10.01	$2,300,000 Line of Credit and Term Note with JP Morgan Chase Bank, N.A, dated June 22, 2012
10.02	Fifth Amendment to Credit Agreement with JP Morgan Chase Bank, N.A., dated June 22, 2012
10.03	Allonge to Collateral Mortgage Note, dated June 22, 2012
10.04	First Amendment to Collateral Mortgage, Assignment of Leases and Rents and Security Agreement, dated June 22, 2012
10.05	Continuing Guaranty, dated June 22, 2012
10.06	Excerpt of resolution from Blackwater’s Board of Directors’ meeting, dated June 18, 2012

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.

Dated: ~~March~~June 1626, 2012

BLACKWATER MIDSTREAM CORP.

a Nevada corporation

By: /s/ Donald St. Pierre

Donald St. Pierre

Chief Financial Officer

Exhibit No.	Exhibit Description
10.1	March 2012 Presentation

Exhibit Index

Exhibit No.	Exhibit Description

10.01	$2,300,000 Line of Credit and Term Note with JP Morgan Chase Bank, N.A, dated June 22, 2012
10.02	Fifth Amendment to Credit Agreement with JP Morgan Chase Bank, N.A., dated June 22, 2012
10.03	Allonge to Collateral Mortgage Note, dated June 22, 2012
10.04	First Amendment to Collateral Mortgage, Assignment of Leases and Rents and Security Agreement, dated June 22, 2012
10.05	Continuing Guaranty, dated June 22, 2012
10.06	Excerpt of resolution from Blackwater’s Board of Directors’ meeting, dated June 18, 2012

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