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): July 6, 2006
HOUSTON AMERICAN ENERGY CORP.
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(Exact name of registrant as specified in Charter)
Delaware 0-33027 76-0675953
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation or organization) Identification No.)
801 Travis Street, Suite 2020
Houston, Texas 77002
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(Address of Principal Executive Offices)(Zip Code)
713-222-6966
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(Issuer Telephone number)
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations 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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Item 8.01. Other Events.
As previously disclosed under Form 8-K, dated April 28, 2006, Houston American
Energy Corp. (the "Company") sold 5,533,333 shares (the "Shares") of common
stock for $16,599,999. In connection with the sale of the Shares, the Company
paid commissions totaling $1,162,000 and issued a warrant to purchase 415,000
shares of common stock at $3.00 per share.
The Company's pro forma stockholders' equity, giving effect to the sale of
Shares and payment of commissions, as of March 31, 2006, was $16,056,224.
Item 9.01. Financial Statements and Exhibits
Exhibit No. Description
99.1 Code of Business Ethics
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.
HOUSTON AMERICAN ENERGY CORP.
Dated: July 6, 2006
By: /s/ John Terwilliger
John Terwilliger,
President and
Chief Executive Officer
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