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: March 27, 2008

(Date of earliest event reported)

KODIAK OIL & GAS CORP.

(Exact name of registrant as specified in its charter)

Commission File Number: 001-32920

Yukon Territory	N/A
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

1625 Broadway, Suite 250

Denver, Colorado 80202

(Address of principal executive offices, including zip code)

(303) 592-8075

(Registrant’s telephone number, including area code)

Not Applicable

(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 obligation of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Regulation FD Disclosure

On March 27, 2008, Kodiak Oil & Gas Corp. (the “Company”) issued a press release announcing that it will be presenting at the 2008 Independent Petroleum Association of America’s Oil and Gas Investment Symposium in New York on April 7, 2008 and attending the 36th Annual Howard Weil 2008 Energy Conference in New Orleans on April 9, 2008 and April 10, 2008.  A copy of the materials that the Company will present at the conferences is attached as Exhibit 99.1 and incorporated herein by reference and a copy of the press release is attached as Exhibit 99.2 and incorporated herein by reference.

Item 9.01  Financial Statements and Exhibits.

(d)   Exhibits

Exhibit No.	Description
99.1	Materials to be presented at conferences in April 2008.
99.2	Press release of Kodiak Oil & Gas Corp. dated March 27, 2008.

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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.

KODIAK OIL & GAS CORP.
By:	/s/ James P. Henderson
	James P. Henderson Chief Financial Officer

Date: April 1, 2008

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Materials to be presented at conferences in April 2008.
99.2	Press release of Kodiak Oil & Gas Corp. dated March 27, 2008.

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EX-99.1

Exhibit 99.1

April 2008 Corporate Update Lynn A. Peterson, President & CEO

Contact Information This presentation includes “Forward- Looking Statements” such as those concerning the Company’s plans, expectations and objectives for future operations. All statements, other than historical facts, addressing events or developments that may occur in the future may be subject to certain assumptions, risks and uncertainties beyond the Company’s control. Investors are cautioned that any such statements are not guarantees of future performance and that actual results may differ materially. 1625 Broadway, Suite 250 Denver, Colorado 80202 P: 303-592-8075 F: 303-592-8071 www.kodiakog.com Lynn A. Peterson, President, CEO lapeterson@kodiakog.com James E. Catlin, COO jecatlin@kodiakog.com James P. Henderson, CFO jphenderson@kodiakog.com Investor Relations Contact: David P. Charles david.charles@sierrapartners.us AMEX: KOG Kodiak Oil & Gas Corp. Forward-looking Statements

Corporate Data Symbol/Exchange: KOG/AMEX Market Capitalization: US $190 MM • 52-Week H/L: $6.81/$1.54 Shares Outstanding: 87,931,926 Fully Diluted Shares: 94,043,926 Management Ownership: 10% Total Assets (12/31/2007): $74.3 MM

Business Strengths and Strategies Experienced Management Team with Strong Technical Capabilities • Geologists and engineers have worked multiple Rockies formations in all basins Develop Existing Properties • Successfully categorize Vermillion Basin as lower-risk development project • Accelerate Williston Bakken oil targets by aggressive permitting and efficient D&C practices to maximize cash flow during unprecedented robust crude price environment • Create PDP reserves and production growth from large location inventory in both basins

Business Strengths and Strategies Pursue Selective Acquisitions and Joint Ventures • Continue leasing in core areas and identify accretive acquisitions at competitive prices • Seek quality joint venture partners Operate with High Working Interest • Maintain a high level of participation by investing KOG capital in drilling operations in high-growth areas Reduce Unit Costs through Improved Economies of Scale and Efficient Operations • Best utilize existing infrastructure over a larger number of wells

Operations Rockies Focus Current production: 500 BOE/D Vermillion Basin • Shallow and deep gas exploration, production and development • Lease play complete Williston Basin • Oil-bearing formations provide steady cash flow • Bakken • Mission Canyon • Red River “C”

Williston Basin Located in North Dakota & Montana Targeted formations: • Mission Canyon Formation— depth 8,000’ • Bakken Formation— depth 10,500’ • Red River— depth 11,000’ 2008 Williston CAPEX: $11.3 MM

4 Bear Project • Most active Bakken region in ND • On trend with significant Bakken producers • Largely contiguous leasehold • Continued leasing and permitting underway ORDOVICIAN -Red River SILURIAN -Interlake P A L E O Z O I C MISSISSIPPIAN -Ratcliffe -Mission Canyon DEVONIAN -Bakken -Nisku -Duperow

Bakken Cross Section

Green River Basin Greater Green River Basin is located in SW Wyoming Natural Gas trapped in various sands, coals and shales at depths ranging from 2,000’ to nearly 15,000’. Primary targets: • Almond Sands – depth 5,000’ • Baxter Shale – depth 10,000’ • Frontier Sandstones – depth 13,000’ • Dakota Sandstones – depth 14,000’

Vermillion Exploration Agreement • Closed in February 2008 • DVN operates and will drill first of three proposed Baxter shale tests by June 30, 2008 at sole risk and cost • KOG with proportional 50% carried working interest in the three wells • Exploration of KOG lands continues with minimal KOG 2008 CAPEX requirements • DVN drills to earn 50% of KOG leasehold, all depths excluding previous AMI acreage held jointly

ALMOND 5,000’ ROCK SPRINGS 7,500’ FRONTIER 13,800’ BAXTER 11,000’ C R E T A C E O U S ERICSON 6,000’ Vermillion Basin Detail • Kodiak Acreage: Gross 39,483/Net 16.778* • Farmin Acreage: Gross 10,334/Net 3,100 • Deep sands and shales *Pro forma for Vermillion Exploration Agreement

Rockies Takeaway COLORADO INTERSTATE GAS OVERTHRUST SOUTHERN STAR KMI KERN RIVER NORTHWEST PIPELINE TRANS COLORADO LOST CREEK CHEYENNE PLAINS EXISTING PIPELINES WYOMING INTERSTATE COMPANY (WIC) TRAILBLAZER WILLISTON BASIN INTERSTATE FORT UNION THUNDER CREEK QUESTAR PENDING/PROPOSED EXPANSIONS WBI GRASSLANDS BISON NOTE: line thickness does not depict pipeline capacity, it is only graphic representation to show approximate pipeline location OKLAHOMA ARIZONA NEW MEXICO POWDER RIVER GREEN RIVER Opal Cheyenne KANSAS SOUTH DAKOTA NEBRASKA MONTANA IDAHO COLORADO UTAH WYOMING CIG CIG North west CIG CIG KMI WY Questar Quest ar Northwest Trans Colorado Southern Star Interstate Kern River Williston Basin Interstate Williston Interstate Basin Fort Union Thunder Ck Lost Creek KMI CIG Cheyenne Plains UINT A/P ICE A NCE WIND RIVER WIC ENTEGRA KM – SEMPRA ROCKIES EXPRESS EL PASO – CONTINENTAL CONNECTOR DJ/EASTERN CO BIG HORN Conti nental Connector Sempra Rockies Express Source: Wyoming Pipeline Authority, Jefferies & Co.

Proposed Interstate Pipeline Projects Source: FERC, Wachovia Capital Markets ( numbers in par enthesis = proposed pipeli ne throughput in D th/d) 3.9 Bcf/d 3.6 Bcf/d 7.6 Bcf/d 3.5 Bcf/d 4.4 Bcf/d

Summary Strategy of continuous acreage acquisition Core assets located in hydrocarbon-rich Rockies basins Large inventory of repeatable development opportunities Risk-varied inventory of exploration prospects Growing cash flow supplements existing working capital to fund exploration and development projects Strong balance sheet with zero debt

EX-99.2

Exhibit 99.2

	NEWS RELEASE
	1625 Broadway, Suite 250
	Denver, Colorado 80202
	Telephone: 303-592-8075
	Fax: 303-592-8071
	Contact: Lynn Peterson, CEO

FOR RELEASE AT 4:00 PM EDT ON THURSDAY, MARCH 27, 2008

KODIAK OIL & GAS CORP. PROVIDES UPCOMING CONFERENCE SCHEDULE

DENVER – March 27, 2008 (PRNewswire) – Kodiak Oil & Gas Corp. (AMEX: KOG), an oil and gas exploration and production company with assets in the Green River Basin of Wyoming and the Williston Basin of North Dakota and Montana, today announced its participation in upcoming energy conferences.

Kodiak’s President and CEO, Lynn A. Peterson, is scheduled to present at the 2008 Independent Petroleum Association of America’s Oil and Gas Investment Symposium in New York.   Also attending is Kodiak’s Chief Financial Officer, Jimmy Henderson.  Peterson will provide an update to investors on Monday, April 7, 2008 at 5:00 PM EDT.  Webcasting will be available for the presentation and can be accessed by logging onto http://www.investorcalendar.com/CEPage.asp?ID=126706 .. You may also access www.ipaa.org.

In addition, Peterson and Kodiak’s Chief Operating Officer, Jim Catlin, are scheduled to host a breakfast table at the 36th Annual Howard Weil 2008 Energy Conference in New Orleans on Wednesday, April 9 and Thursday, April 10, 2008.

About Kodiak Oil & Gas Corp.

Kodiak Oil & Gas, Denver-based, is an independent energy exploration and development company focused on exploring, developing and producing oil and natural gas in the Williston and Green River Basins in the U.S. Rocky Mountains. For further information, please visit www.kodiakog.com.  The Company’s common shares are listed for trading on the American Stock Exchange “KOG.”

For further information, please contact:

Mr. Lynn A. Peterson, CEO and President, Kodiak Oil & Gas Corp. +1-303-592-8075

Mr. David P. Charles, Sierra Partners LLC +1-303-757-2510 x11

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