UNITED STATES SECURITIES AND EXCHANGE COMMISSION

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

~~Pursuant~~Date toof ~~Section~~Report ~~13 OR 15~~(d)Date of ~~the~~earliest ~~Securities~~event ~~Exchange~~reported): ~~Act~~October of28, ~~1934~~2011 (October 26, 2011)

Date of Report (Date of earliest event reported): September 26, 2011

ANTERO RESOURCES FINANCE CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	333-164876	90-0522247
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction of	(Commission File Number)	(IRS Employer Identification
incorporation)		No.)

1625 17th Street Denver, Colorado 80202 (Address of principal executive offices) (Zip Code)

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (303) 357-7310

(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 71.01 ~~Regulation~~Entry FDinto ~~Disclosure~~a Material Definitive Agreement.

On ~~September~~October 26, 2011, Antero Resources ~~(“Antero”)~~entered ~~issued~~into a ~~press~~Third ~~release,~~Amendment a(the ~~copy~~“Amendment”) ofto ~~which~~its isAmended ~~attached~~and ~~hereto~~Restated asCredit ~~Exhibit~~Agreement ~~99.1,~~with ~~announcing~~ the ~~acquisition~~lenders ofparty athereto 7%and ~~overriding~~J.P. ~~royalty~~Morgan ~~interest~~Chase ~~from~~Bank, ~~Consol~~N.A., ~~Energy~~as inadministrative ~~approximately~~agent ~~115,000~~(the ~~net~~“Credit ~~acres~~Agreement”). The ~~located~~Amendment inprimarily provides for the ~~core~~increase of ~~Antero’s~~the ~~West~~borrowing ~~Virginia~~base ~~and~~under ~~Pennsylvania~~the ~~Marcellus~~Credit ~~Shale~~Agreement ~~acreage~~from ~~position for~~ $~~193~~800 million~~. The~~ ~~transaction~~to ~~closed~~$1.2 onbillion ~~September~~and ~~21,~~the ~~2011,~~increase ~~with an effective date~~ of ~~July~~lender 1,commitments ~~2011,~~under ~~and~~the ~~was~~Credit ~~funded~~Agreement ~~with~~from ~~borrowings~~$750 ~~under~~million ~~Antero’s~~to ~~revolving~~$850 ~~bank credit facility~~million.

~~The~~A ~~information~~copy inof ~~this~~the ~~Current~~Amendment ~~Report, including Exhibit 99.1,~~ is ~~being~~attached ~~furnished~~hereto ~~pursuant~~as toExhibit ~~Item 7~~10.011 ~~of Form 8-K~~ and ~~shall~~incorporated ~~not~~herein beby ~~deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to liabilities of that section~~reference.

Item 9.01.	Financial Statements and Exhibits.
(d)	Exhibits.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

EXHIBIT		DESCRIPTION
99.1		Antero Resources press release dated September 26, 2011.

The information set forth under Item 1.01 concerning the Amendment is incorporated herein by reference.

2Item 7.01 Regulation FD Disclosure

~~SIGNATURES~~On October 27, 2011, Antero Resources issued a press release, a copy of which is attached hereto as Exhibit 99.1, announcing the Amendment.

~~Pursuant~~The toinformation ~~the~~in ~~requirements~~this ofItem ~~the~~7.01, ~~Securities~~including ~~Exchange~~Exhibit ~~Act of 1934~~99.1, ~~the~~is ~~registrant~~being ~~has~~furnished ~~duly~~and ~~caused~~shall ~~this~~not ~~report~~be todeemed be“filed” ~~signed~~for onpurposes ~~its~~of ~~behalf~~Section by18 of the ~~undersigned~~Securities ~~hereunto~~Exchange ~~duly~~Act ~~authorized~~of 1934, or otherwise subject to liabilities of that section.

	ANTERO RESOURCES FINANCE CORPORATION
	By:	/s/ Glen C. Warren, Jr.
		Glen C. Warren, Jr.
		President and Chief Financial Officer
Dated: September 26, 2011

Item 9.01. Financial Statements and Exhibits.

~~EXHIBIT INDEX~~(d) Exhibits.

EXHIBIT		DESCRIPTION
99.1		Antero Resources press release dated September 26, 2011.
10.1		Third Amendment to Fourth Amended And Restated Credit Agreement, dated as of October 26, 2011, among Antero Resources Corporation, Antero Resources Piceance Corporation, Antero Resources Pipeline Corporation and Antero Resources Appalachian Corporation, as Borrowers, certain subsidiaries of Borrowers, as Guarantors, the Lenders party thereto and JP Morgan Chase Bank, N.A., as Administrative Agent.
99.1		Antero Resources press release dated October 27, 2011.

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.

	ANTERO RESOURCES FINANCE CORPORATION


	By:	/s/ Glen C. Warren, Jr.
		Glen C. Warren, Jr.
		President and Chief Financial Officer

Dated: October 28, 2011

EXHIBIT INDEX

EXHIBIT		DESCRIPTION

10.1		Third Amendment to Fourth Amended And Restated Credit Agreement, dated as of October 26, 2011, among Antero Resources Corporation, Antero Resources Piceance Corporation, Antero Resources Pipeline Corporation and Antero Resources Appalachian Corporation, as Borrowers, certain subsidiaries of Borrowers, as Guarantors, the Lenders party thereto and JP Morgan Chase Bank, N.A., as Administrative Agent.
99.1		Antero Resources press release dated October 27, 2011.

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