UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 12, 2012
THE X-CHANGE CORPORATION
(Exact Name of Registrant as Specified in its Charter)
Nevada 002-41703 90-0156146
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
12655 North Central Expressway, Suite 1000, Dallas TX 75243
(Address of Principal Executive Office) (Zip Code)
(972) 386-7350
(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):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] 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))
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SECTION 1 - REGISTRANT'S BUSINESS AND OPERATIONS
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On April 12 and May 14, 2012, respectively, The X-Change Corporation through its
wholly owned subsidiary, Cress Oil Inc. (the "Company") entered into Purchase
and Sale Agreements (individually the "Agreement", collective the "Agreements")
with Granite Group Energy (a Delaware Limited Liability Company hereafter
referred to as "Granite") and Wexco Resources, LLC (a Colorado Limited Liability
Company hereafter referred to as "Wexco"). As part of the Granite Agreement, the
Company is acquiring from Granite approximately 21,111 net acres of mineral
interests in return for the payment of approximately $15,000,000. As part of the
Wexco Agreement, the Company is acquiring from Wexco approximately 50,000 net
acres of mineral interests in Teton County, Montana in return for the payment of
approximately $ 7,500,000.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description of Exhibit
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10.19* Purchase and Sale Agreement with Granite Group Energy, LLC
10.20* Purchase and Sale Agreement with Wexco Recources, LLC
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* filed herewith
SIGNATURE
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.
Date: June 26, 2012
THE X-CHANGE CORPORATION
By: /s/ R. Wayne Duke
--------------------------------
Name: R. Wayne Duke
Title: Vice President
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