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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 10-Q/A

 

 

(Amendment No. 1)

(Mark One)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2011

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from            to             

Commission File No.: 000-49752

 

 

Legend Oil and Gas, Ltd.

(Exact name of registrant as specified in its charter)

 

 

 

Colorado   84-1570556

(State or other jurisdiction of

incorporation or organization)

  (IRS Employer Identification No.)

1420 5th Avenue, Suite 2200, Seattle, Washington 98101

(Address of principal executive offices)

206-274-5165

(Registrant’s telephone number)

601 Union Street, Suite 4500, Seattle, Washington 98101

(Former name, former address and former fiscal year, if changed since last report.)

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer   ¨    Accelerated filer   ¨
Non-accelerated filer   ¨    Smaller reporting company   x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes    ¨  No    x

As of August 1, 2011, the registrant had 47,020,000 shares of its common stock, par value $0.001 per share, issued and outstanding.

 

 

 


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Explanatory Note

The purpose of this Amendment No. 1 (“Amendment”) to Legend Oil and Gas, Ltd.’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2011, filed with the Securities and Exchange Commission on August 12, 2011 (the “Form 10-Q”), is solely to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language). Those sections of the Form 10-Q that are unaffected by the Amendment are not included herein.

No other changes have been made to the Form 10-Q. This Amendment No. 1 to the Form 10-Q speaks as of the original filing date of the Form 10-Q, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-Q. Accordingly, this Amendment should be read in conjunction with the Form 10-Q, as well as the Company’s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Form 10-Q.


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LEGEND OIL AND GAS, LTD.

 

 

INDEX

to Amendment No. 1 to the Quarterly Report on Form 10-Q

for the Period Ended June 30, 2011

 

     Page  

PART II – OTHER INFORMATION

  
Item 6    Exhibits      4   

SIGNATURES

     5   


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ITEM 6. EXHIBITS

 

Exhibit No.

  

Description

  

Location

31.1    Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934    Included as an exhibit to the Legend Oil and Gas, Ltd. Quarterly Report on Form 10-Q filed with SEC on August 12, 2011.
31.2    Certification of Principal Accounting and Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934    Included as an exhibit to the Legend Oil and Gas, Ltd. Quarterly Report on Form 10-Q filed with SEC on August 12, 2011.
32.1    Certification of Principal Executive Officer and Principal Accounting and Financial Officer pursuant to Rule 13a-14(b) or 15d-14(b) under the Securities Exchange Act of 1934 and to 18 U.S.C. Section 1350    Included as an exhibit to the Legend Oil and Gas, Ltd. Quarterly Report on Form 10-Q filed with SEC on August 12, 2011.
101.INS    XBRL Instance Document    *
101.SCH    XBRL Taxonomy Extension Schema Document    *
101.CAL    XBRL Taxonomy Extension Calculation Linkbase Document    *
101.LAB    XBRL Taxonomy Extension Label Linkbase Document    *
101.PRE    XBRL Taxonomy Extension Presentation Linkbase Document    *
101.DEF    XBRL Taxonomy Extension Definition Linkbase Document    *

 

* XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

 

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SIGNATURES

Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Annual Report on Form 10-Q to be signed on its behalf by the undersigned, thereto duly authorized.

 

Date: August 18, 2011     LEGEND OIL AND GAS, LTD.
    By:  

/s/ Marshall Diamond-Goldberg

      Marshall Diamond-Goldberg
      President (Principal Executive Officer)

 

Date: August 18, 2011     LEGEND OIL AND GAS, LTD.
    By:  

/s/ James Vandeberg

      James Vandeberg
     

Chief Financial Officer (Principal Accounting

and Financial Officer)

 

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