SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
November
12, 2008
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
November 12, 2008, Petroleum Development Corporation (the “Company”) entered
into a Fifth Amendment (the “Fifth Amendment”) to its Credit Facility with
JPMorgan Chase Bank, N.A. and BNP Paribas, dated as of November 4, 2005, and
previously amended on August 9, 2007, October 16, 2007, and July 15, 2008 (the
“Credit Facility”). The Fifth Amendment increases the available
amount from $300 million to $375 million. The Fifth Amendment also
amends certain covenants, including additional flexibility in the hedging
restrictions and slightly adjusts borrowing spends.
The above
descriptions are qualified entirely by reference to the copy of the Fifth
Amendment, which is attached as Exhibit 10.1 and incorporated by reference
herein.
EXHIBIT
INDEX
Item
9.01. Financial Statements and Exhibits.
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Exhibit
No.
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Description
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10.l
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Fifth
Amendment to Amended and Restated Credit Agreement dated as of November
12, 2008, by and among the Company, certain of its subsidiaries, JPMorgan
Chase Bank, NA, BNP Paribas and various other banks.
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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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November
19, 2008
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By:
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/s/
Richard W. McCullough
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Richard
W. McCullough
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CEO
and President
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