SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
AND EXCHANGE ACT OF 1934
October
16, 2007
Date
of report (Date of earliest event reported)
Petroleum
Development Corporation
Exact
Name of Registrant as Specified in Charter
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Nevada
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0-7246
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95-2636730
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State
or Other Jurisdiction
of
Incorporation
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Commission
File
Number
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IRS
Employer
Identification
Number
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120
Genesis Boulevard, Bridgeport, WV 26330
Address
of Principal Executive Offices
304-842-3597
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):
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[
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Written
communications pursuant to Rule 425 under Securities Act (17 CFR
230.425)
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[
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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[
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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No
Change
Former
Name or Former Address, if Changed Since Last Report
Item 1.01
Entry into a Material Definitive Agreement.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
As
of
October 16, 2007, Petroleum Development Corporation (the "Company") entered
into
a Second Amendment ("Amendment") to its Credit Facility with JPMorgan Chase
Bank, N.A. and BNP Paribas, dated as of November 4, 2005, and previously
amended
by the First Amendment dated August 9, 2007 ("the Credit
Facility").
The
Amendment:
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(1)
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increases
the aggregate commitment from $200 million to $275 million with
a maximum
possible facility amount of $400 million if the bank commitment
is further increased in the future,
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(2)
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includes
three additional lenders: Guaranty Bank, FSB, Bank of Oklahoma
and Morgan
Stanley Bank,
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(3)
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modifies
the waiver of the Company's non-compliance with the working capital
covenant to extend the latest waiver date to October 1, 2008,
and
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(4)
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modifies
the required security to require aggregated security to a value
no less
than 80% of the value of the direct interests included in the borrowing
base properties.
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The
above
descriptions are qualified entirely by reference the copy of the Amendment
to
the Credit Facility, which is attached as Exhibit 10.1 and incorporated by
reference herein.
EXHIBIT
INDEX
Item
9.01. Financial Statements and Exhibits.
Exhibits.
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Exhibit
No.
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Description
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10.1
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Second
Amendment to Amended and Restated Credit Agreement, dated as of
October
16, 2007, by and among the Company, certain of its subsidiaries,
JPMorgan
Chase Bank, N.A., BNP Paribas, Wachovia Bank, N.A., Guaranty Bank,
FSB,
Bank of Oklahoma and Morgan Stanley
Bank.
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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.
PETROLEUM
DEVELOPMENT CORPORATION
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Date:
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October
22, 2007
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By:
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/s/
Richard W. McCullough
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Richard
W. McCullough
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Chief
Financial Officer
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