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): December 23, 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))

1

Item 8.01 - Other Items 

 On December 24, 2009 Basic Earth Science Systems, Inc. issued the press release attached as Exhibit 99.1 that reported the results of its second reconvened Annual Shareholder Meeting held on December 23, 2009.

Item 9.01 - - Exhibits

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release dated December 24, 2009

2

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: December 28, 2009	By: /s/ Ray Singleton
	Ray Singleton, President

EX-99.1

Press Release

Basic Earth Reports All Proxy Proposals Pass at Annual Stockholder Meeting

On Thursday December 24, 2009, 9:00 am EST

BASIC EARTH SCIENCE SYSTEMS, INC. (OTCBB:BSIC),reconvened its 2009 Annual Meeting of Stockholders at 5:00 p.m., December 23, 2009, at the Company’s offices, to consider one remaining proposal. At the reconvened meeting, the Company announced that Proposal No. 4 regarding amendments to the Company’s Certificate of Incorporation to prohibit stockholder action by written consent and to allow only the Board of Directors to call special meetings of the stockholders received the required number of votes to pass. Accordingly, the polls were closed on this issue. There being no further business, the Company’s 2009 Annual Meeting of Stockholders was adjourned.

“We are delighted to announce that all eight proposals placed before the shareholders have passed,” said Ray Singleton, President. Proposals No. 3 and No. 4, the most contentious of the issues, were not only approved by a majority of the outstanding shares, but received positive support from over 75% of the shares that voted. Even after removing management’s votes, nearly 60% of the shares that voted endorsed the proposals. Singleton continued, “We now intend to move forward to finalize the administrative details necessary to implement these proposals. With this behind us, our focus is on the business of growing the Company with the goal of increasing shareholder wealth.”

Basic Earth is an independent oil and gas exploration and production company with primary operations in the Williston Basin, the Denver-Julesburg Basin in Colorado, southern Texas and the Gulf Coast area. Basic Earth is traded on the Over The Counter Bulletin Board under the symbol BSIC. Information on Basic Earth can be found at its web site: www.basicearth.net.

***