UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 11, 2014

Black Ridge Oil & Gas, Inc.

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation)

(952) 426-1241

(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.

Item 1.01 Entry into a Material Definitive Agreement.

On September 11, 2014, Black Ridge Oil & Gas, Inc., a Nevada corporation (the “Company”), entered into an amendment (the “Amendment”) to the Credit Agreement dated August 8, 2013, by and between the Company and Cadence Bank, N.A., a national banking association (the “Bank”) (“Senior Credit Facility”). The Amendment increases the borrowing base amount from $20,000,000 to $35,000,000. The foregoing description of the Amendment to the Credit Agreement is a summary only and is qualified in its entirety by reference to the Fourth Amendment to Credit Agreement, attached hereto as Exhibit 10.1, which is incorporated herein by reference.

On September 11, 2014, Chambers Energy Management, LP, as administrative agent (“Chambers”), and several other lenders under the Company’s Second Lien Credit Agreement dated August 8, 2013 (the “Subordinated Credit Facility”) consented to the Amendment and changed the reference to the amount under the First Lien Carve Out from $20,000,000 to $35,000,000 (the “Subordinated Credit Facility Consent”). In consideration of the Company’s projected cash needs, the Company and Chambers reduced the current availability under the Chambers subordinated credit facility by $5,000,000 to $30,000,000 with additional availability to be approved by Chambers on an as needed basis for acquisitions. The foregoing description of the Subordinated Credit Facility Consent is a summary only and is qualified in its entirety by reference to the Consent to Second Lien Credit Agreement, attached hereto as Exhibit 10.2, which is incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

On September 11, 2014, the Company issued a press release regarding the Amendment and Subordinated Credit Facility Consent and certain other information. A copy of the press release is being furnished pursuant to Regulation FD as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information in the press release and this Item 7.01 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Furthermore, the press release shall not be deemed to be incorporated by reference into the Company's filings under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, except as set forth with respect thereto in any such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1 Fourth Amendment to Credit Agreement, dated September 11, 2014 by and between Black Ridge Oil & Gas, Inc., as Borrower, and Cadence Bank, N.A., as Lender.

10.2 Consent Related to Second Lien Credit Agreement, dated September 11, 2014, provided by Chambers Energy Management, LP, as Administrative Agent, and the several other lenders.

99.1 Press release (furnished).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.