8-K

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): March 24, 2009

Commission File Number: 0-07914

BASIC EARTH SCIENCE SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware	84-0592823
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

633 17th Street, Suite 1645 Denver, Colorado	80202
(Address of principal executive offices)	(Zip Code)

(303) 296-3076

(Registrant telephone including area code)

Check the appropriate item below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ 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 Items 

On March 24, 2009, Basic Earth Science Systems, Inc. (the "Company") announced plans to resume the share buy back program initiated in November of 2008.  The program had been suspended due to the proposed exchange offer by FieldPoint Petroleum Corporation ("FieldPoint") on January 14, 2009.  On March 16, 2009, the exchange offer was terminated by FieldPoint.  The Company issued a press release commenting on the termination of the exchange offer, and a copy of the press release is attached hereto as Exhibit 99.1.

On March 25, 2009, the Company announced the progress of and updates to the Wil E. Coyote 9-2H well, as operated by Panther Energy Company.  A copy of the press release is attached hereto as Exhibit 99.2.  

On April 2, 2009, the Company reported on the drilling of a new horizontal well, the Halvorsen-State 31X-36, in Richland County, Montana.  A copy of the press release is attached hereto as Exhibit 99.3.  

Item 9.01 - - Exhibits

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release dated March 24, 2009
99.2	Press Release dated March 25, 2009
99.3	Press Release dated April 2, 2009

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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, hereunto duly authorized.

	BASIC EARTH SCIENCE SYSTEMS, INC.
Date: April 7, 2009	By: /s/ Ray Singleton
	Ray Singleton, President

EX-99.1

PRESS RELEASE

Basic Earth Comments on FieldPoint's Withdrawal and Announces Plans to Resume Share Buy Back Program

Tuesday March 24, 2009, 8:30 am EDT

DENVER, March 24 /PRNewswire-FirstCall/ -- Basic Earth Science Systems, Inc. (Basic) (OTC Bulletin Board: BSIC - News) has noted that FieldPoint Petroleum Corporation (Amex: FPP - News) announced termination of its plans to offer FieldPoint shares for shares of Basic.

Ray Singleton, President of Basic, stated, "Basic's Board of Directors, specifically its independent directors, viewed the proposed exchange offer from FieldPoint as coercive and an inadequate offer to gain control of Basic and its assets. The Board adopted the Shareholder Rights Plan to assure that all of Basic's stockholders receive fair and equal treatment in the event of any proposed takeover."

Basic also announced its plans to resume the share buy back program it initiated in November 2008. Basic suspended its share buy back program in January following FieldPoint's announcement.

Founded in 1969, Basic is an oil and gas exploration and production company with primary operations in select areas of the Williston basin, the Denver-Julesburg basin in Colorado, the southern portions of Texas, and along the on-shore portions of the Gulf Coast. Basic is traded on the "over-the-counter - bulletin board" under the symbol BSIC. Basic's web site is at www.basicearth.net where additional information about the Company can be accessed.

Information herein contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as "should," "may," "will," "anticipate," "estimate," "intend" or "continue," or comparable words or phrases. In addition, all statements other than statements of historical facts that address activities that Basic intends, expects or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements include statements regarding Basic's plans to resume its share buy back program. Actual results may differ materially from those included in the forward-looking statements due to a number of factors, including, but not limited to, changes in general economic conditions, oil commodity prices and drilling costs, Basic's liquidity needs, and other risk factors identified in the company's quarterly reports on Form 10-Q for the quarters ended June 30, September 30, and December 31, 2008, in addition to Annual Report on Form 10-K for the fiscal year ended March 31, 2008, filed with the Securities and Exchange Commission. There can be no assurance that future developments affecting the company will be those anticipated by management. The company disclaims any obligation to update or revise any of the forward-looking statements that are in this news release.

EX-99.2

PRESS RELEASE

Basic Earth Provides Updates on Panther Energy Horizontal Wells in Banks Field

Wednesday March 25, 2009, 1:18 pm EDT

DENVER, March 25 /PRNewswire-FirstCall/ -- Basic Earth Science Systems, Inc. (Basic) (OTC Bulletin Board: BSIC - News) announced that Panther Energy Company's (Panther) first well, the Wil E. Coyote 9-2H has been released from confidential status and has reported an initial potential of 486 barrels of oil, 500 MCF gas and 202 barrels of water. The well continues to flow without the aid of artificial lift and has averaged 185 barrels of oil per day or approximately 4,400 barrels since the well was placed on production February 18th. Originally designed to drill horizontally in the Bakken formation, the well was redesigned to drill horizontally in the Three Forks formation when the vertical pilot hole encountered attractive rock cuttings in the Three Forks.

As previously disclosed, this was the first of two wells that Panther drilled on Basic's acreage. Basic has a 6.5% carried working interest "to the tanks" on the Banks acreage contributed to the spacing unit for the first two wells and the right to participate for 6.5% interest on the Banks acreage contributed to the spacing unit in subsequent wells. Basic has an interest in approximately 11,500 gross undeveloped acres (~720 net acres) and as a result could have exposure to ten or more new wells

The second Panther well, the Roscoe 2H-8, is currently being completed horizontally in the Bakken formation and hydraulic stimulation is scheduled for next week, weather permitting. Operations have been hampered by either winter storms or thawed, muddy conditions which have made roads nearly impassable. Panther had previously indicated that they intended to move their rig to Montana to drill two wells and then return to the Banks acreage in late spring. Panther has altered this plan and has released the drilling rig after drilling one well in Montana. Panther expects to evaluate the performance of these first two wells and resume drilling operations when both well economics and weather conditions improve.

"We are pleased to report that Panther has backed off of their aggressive drilling program," commented Ray Singleton, President of Basic. "It made little sense to 'bang these wells out' in the current oil price environment and/or without knowing what production levels could be achieved. We look forward to seeing how these production levels hold up and having a better idea of return on investment before we return to drilling. On the other hand, we are pleased with the results so far and are excited to resume drilling operations once conditions improve. With our acreage exposure in the area, and with potentially productive horizons in the Madison, Bakken and now Three Forks, this project is shaping up to make a solid contribution to Basic's performance."

Basic is an oil and gas exploration and production company with primary operations in the Williston basin, the Denver-Julesburg basin in Colorado, the southern portions of Texas, and along the on-shore portions of the Gulf Coast. Founded in 1969, Basic is traded on the "over-the-counter - bulletin board" under the symbol BSIC. Basic's web site is at www.basicearth.net where additional information about the Company can be accessed.

Information herein contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as "should," "may," "will," "anticipate," "estimate," "intend" or "continue," or comparable words or phrases. In addition, all statements other than statements of historical facts that address activities that Basic intends, expects or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements include statements regarding Basic's estimate of ownership interest, Panther's plans to stimulate wells or resume drilling operations and the potential impact of this project. Actual results may differ materially from those included in the forward-looking statements due to a number of factors, including, but not limited to, changes in general economic conditions, oil commodity prices and drilling costs, Basic's liquidity needs, and other risk factors. Readers are encouraged to read the SEC reports of Basic, particularly the Company's Quarterly Report on Form 10-QSB for the quarters ended June 30, September 30 and December 31, 2008, in addition to the Company's Annual Report on Form 10-KSB for the fiscal year ended March 31, 2008, for meaningful cautionary language disclosing why actual results may vary materially from those anticipated by management.

EX-99.3

PRESS RELEASE

Basic Earth Updates Montana Horizontal Bakken Efforts

Thursday April 2, 2009, 8:45 am EDT

DENVER, April 2 /PRNewswire-FirstCall/ -- Basic Earth Science Systems, Inc. (Basic or the Company) (OTC Bulletin Board: BSIC - News) reported that, along with its partner, it has drilled a new horizontal well, the Halvorsen-State 31X-36, in Richland County, Montana. While the drilling rig has been released, the well has yet to be completed. The well, located in Section 36, T23N R57E, has a single long lateral spanning two sections. As the third well in these two sections, this well was justified based on the difference between the estimated future production from the first two wells and the theoretical recoverable reserves for both sections. The Company hopes to have the well completed and production established by the end of April. Basic has an approximate 26 percent working interest in the well which is operated by XTO Energy Inc.

"We are pleased to announce what appears to be the successful drilling of our newest horizontal Bakken well," said Ray Singleton, president of Basic. "Indeed, we are hopeful that this well will duplicate the results of the first Halvorsen well. With oil prices climbing from lows last quarter, the next few months should have an exciting impact on our future plans. With our previously announced efforts on the Banks prospect in North Dakota along with a number of new projects in the planning process, we anticipate exceeding the production levels, and hopefully the profitability, we achieved in calendar 2008."

Basic is an oil and gas exploration and production company with primary operations in the Williston basin, the Denver-Julesburg basin in Colorado, the southern portions of Texas, and along the on-shore portions of the Gulf Coast. Founded in 1969, Basic is traded on the "over-the-counter - bulletin board" under the symbol BSIC. Basic's web site is at www.basicearth.net where additional information about the Company can be accessed.

Information herein contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as "should," "may," "will," "anticipate," "estimate," "intend" or "continue," or comparable words or phrases. In addition, all statements other than statements of historical facts that address activities that Basic intends, expects or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements include statements regarding Basic's estimate of ownership interest, anticipated success or production rates and, among other things, future projects. Actual results may differ materially from those included in the forward-looking statements due to a number of factors, including, but not limited to, changes in general economic conditions, oil commodity prices and drilling costs, Basic's liquidity needs, and other risk factors. Readers are encouraged to read the SEC reports of Basic, particularly the Company's Quarterly Report on Form 10-QSB for the quarters ended June 30, September 30 and December 31, 2008, in addition to the Company's Annual Report on Form 10-KSB for the fiscal year ended March 31, 2008, for meaningful cautionary language disclosing why actual results may vary materially from those anticipated by management.