UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

~~OF THE~~ SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): January ~~December 23~~6, ~~2013~~2014 (~~December~~January 186, ~~2013~~2014)

GASTAR EXPLORATION, INC.

GASTAR EXPLORATION USA, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-32714	46-4103114
DELAWARE	001-32714	46-4103114
Delaware	001-35211	38-3531640
DELAWARE	001-35211	38-3531640
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

1331 Lamar Street, Suite 650 Houston, Texas		77010
(Address of principal executive offices)		(ZIP Code)

1331 LAMAR STREET, SUITE 650

HOUSTON, TEXAS 77010

(Address of principal executive offices)

(713) 739-1800

(Registrant’'s telephone number, including area code)

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 (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))

~~SECTION~~ 1-LA/547960.2 ~~– REGISTRANT’S BUSINESS AND OPERATIONS~~

~~Item~~SECTION ~~1.01~~7 ~~Entry~~- ~~into~~REGULATION ~~a Material Definitive Agreement~~FD

~~Credit~~Item ~~Facility~~7.01 Regulation ~~Guaranty~~ FD.

~~Gastar Exploration~~On ~~USA~~January 6, ~~Inc. (“Gastar USA”)~~2014, ~~a direct subsidiary of~~ Gastar Exploration, Inc. (the “ "Company”"), isannounced ~~party~~that toGastar ~~that~~Exploration ~~certain~~USA, ~~Second~~Inc., ~~Amended~~a ~~and~~direct ~~Restated~~subsidiary ~~Credit~~of ~~Agreement~~the Company, ~~dated~~has asdeclared ofa ~~June 7,~~monthly ~~2013,~~cash ~~among~~dividend ~~Gastar~~on ~~USA, Wells~~its ~~Fargo~~8.625% ~~Bank,~~Series ~~National~~A ~~Association,~~Preferred asStock ~~administrative~~and ~~agent,~~its ~~and~~10.75% ~~the~~Series ~~lenders~~B ~~party~~Preferred ~~thereto~~Stock ~~(the~~for ~~“Credit~~January ~~Facility”)~~2014. A ~~The~~copy ~~maximum amount~~ of the ~~Credit~~Company's ~~Facility~~press isrelease, ~~$500~~dated January 6,~~000~~ 2014,~~000,~~ ~~with~~is afurnished ~~current~~herewith ~~borrowing~~as ~~base~~Exhibit of99.1 ~~$100,000,000,~~and ~~which~~is ~~has~~incorporated ~~not been~~herein ~~drawn~~by ~~upon~~reference.

OnIn ~~December 18,~~accordance ~~2013~~with General Instruction B.2 of Form 8-K, the ~~Company~~information ~~entered~~presented ~~into~~herein aunder ~~parent~~Item ~~guaranty~~7.01 ~~agreement~~and (set forth in the ~~“Credit~~attached ~~Facility Guaranty”)~~press torelease ~~guaranty~~included ~~Gastar~~as ~~USA’s~~Exhibit ~~obligations~~99.1 ~~under~~to ~~the~~this ~~Credit~~report ~~Facility.~~is ~~Pursuant~~deemed to ~~the~~be ~~Credit~~“furnished” ~~Facility~~solely ~~Guaranty,~~pursuant ~~the~~to ~~Company~~Item ~~irrevocably~~7.01 of this report and ~~unconditionally~~shall ~~guaranteed~~not ~~the~~be ~~punctual~~deemed ~~payment~~“filed” ~~and~~for ~~performance~~purposes of ~~all~~Section ~~Credit~~18 ~~Facility obligations~~of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to ~~fraudulent~~the ~~transfer~~liabilities ~~laws~~of that section, innor ~~the~~shall ~~manner~~such ~~and~~information toor the ~~extent~~exhibit ~~set~~be ~~forth~~deemed inincorporated by reference into any filing under the ~~Credit~~Securities ~~Facility~~Act ~~Guaranty.~~of 1933, as amended, or the Exchange Act.

ASECTION ~~copy~~9 ~~of the Credit Facility Guaranty is attached as Exhibit 10.1 to this Current Report on Form 8~~-K ~~and~~FINANCIAL ~~incorporated~~STATEMENTS ~~herein~~AND by reference and is hereby filed. The description of the Credit Facility Guaranty in this Current Report is a summary and is qualified in its entirety by reference to the complete text of such agreement. EXHIBITS

~~Notes~~Item ~~Guarantee~~9.01 Financial Statements and Exhibits.

~~On December 23, 2013, the Company entered into the Parent Guarantee agreement~~ (~~the “Notes Guarantee”~~d). Pursuant to the Notes Guarantee, the Company jointly and severally, unconditionally guaranteed all notes issued under that certain Indenture, dated May 15, 2013, among Gastar USA and each of the subsidiary guarantors from time to time party thereto, and Wells Fargo Bank, National Association, as trustee and collateral agent, relating to the Company’s 8 5/8% Senior Secured Notes due 2018, which to date includes $325.0 million aggregate principal amount such notes. Exhibits

AThe ~~copy~~following ofis ~~the~~a ~~Notes~~list ~~Guarantee~~of isexhibits ~~attached~~furnished as ~~Exhibit~~part ~~10.2~~of to this ~~Current Report on~~ Form 8-K and incorporated herein by reference and is hereby filed. The description of the Notes Guarantee in this Current Report is a summary and is qualified in its entirety by reference to the complete text of such agreement. :

~~SECTION~~Exhibit 2No. Description –of ~~FINANCIAL INFORMATION~~ Document

~~Item 2~~ 99.031 Press ~~Creation~~release ofdated aJanuary ~~Direct~~6, ~~Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant~~2014.

~~The information included under the headings “Credit Facility Guaranty” and “Notes Guarantee” under Item 1.01 of this Current Report on Form 8~~-~~K is incorporated herein by reference.~~ 2-

~~SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS~~ SIGNATURES

~~Item~~Pursuant ~~9.01~~to ~~Financial~~the ~~Statements~~requirements ~~and~~of ~~Exhibits~~the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

~~(d)~~Date: January ~~Exhibits~~6, 2014

~~The~~GASTAR ~~following~~EXPLORATION, isINC. aBy: ~~list~~/S/ ofJ. ~~exhibits~~RUSSELL ~~furnished~~PORTER asJ. ~~part~~Russell ofPorter ~~this~~President ~~Form~~and ~~8-K~~Chief Executive Officer GASTAR EXPLORATION USA, INC. By: /S/ J. RUSSELL PORTER J. Russell Porter President

Exhibit No.		Description of Document
10.1		First Lien Guaranty Agreement, dated as of December 18, 2013, between Gastar Exploration, Inc. and Wells Fargo Bank, National Association, as collateral agent.
10.2		Parent Guarantee, dated as of December 23, 2013, of Gastar Exploration, Inc.

-3-

~~SIGNATURES~~EXHIBIT INDEX

~~Pursuant~~Exhibit toNo. Description ~~the requirements~~ of ~~the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~ Document

Date: December 23, 2013	GASTAR EXPLORATION, INC.
	By:	/s/ J. Russell Porter
		J. Russell Porter
		President and Chief Executive Officer
	GASTAR EXPLORATION USA, INC
	By:	/s/ J. Russell Porter
		J. Russell Porter
		President

99.1 Press release dated January 6, 2014.

~~EXHIBIT INDEX~~ -4-

Exhibit No.		Description of Document
10.1		First Lien Guaranty Agreement, dated as of December 18, 2013, between Gastar Exploration, Inc. and Wells Fargo Bank, National Association, as collateral agent.
10.2		Guarantee, dated as of December 23, 2013, of Gastar Exploration, Inc.

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