SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 13, 2011
CHANCELLOR GROUP, INC.
(Exact name of registrant as specified in its charter)
Nevada 000-30219 87-0438647
(State or other jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
216 South Price Road
Pampa, Texas 79065
(Address of principal executive offices) (Zip Code)
(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
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
[ ] 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))
ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
On December 13, 2011, Gryphon Production Company, LLC ("Gryphon"), a wholly
owned subsidiary of Chancellor Group, Inc. (the "Company"), completed the
previously announced sale of substantially all of the assets of Gryphon to LCB
Resources, an Oklahoma limited liability company ("LCB").
Pursuant to the terms of the Purchase and Sale Agreement dated October 18, 2011,
LCB purchased all of Gryphon's right, title and interest in certain leases,
wells, equipment, contracts, data and other designated property. The assets sold
to LCB constituted approximately 82% of the Company's consolidated assets as of
September 30, 2011 and contributed approximately 95% and 77%, respectively, of
the Company's consolidated gross revenues and total expenses for the nine months
Under the terms of the Purchase and Sale Agreement, LCB paid Gryphon $2,050,000
in cash, subject to certain adjustments as set forth in the Purchase and Sale
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits. The following is filed are filed or furnished as an exhibit to
this Current Report on Form 8-K:
Exhibit Number Description of Exhibit
2.1 Purchase and Sale Agreement, dated October 18, 2011 by and
between Gryphon Production Company, LLC and LCB Resources
(incorporated herein by reference to Exhibit 2.1 to Chancellor
Group, Inc.'s Current Report on Form 8-K/A filed on November
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, thereunto duly authorized.
CHANCELLOR GROUP, INC.
Date: December 16, 2011 By: /s/ Maxwell Grant
Chief Executive Officer