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 of Report (Date of earliest event reported): ~~July 21~~October 17, 2008

COMMERCE ENERGY GROUP, INC.

(Exact ~~name~~Name of registrant as specified in its charter)

Delaware	001-32239	20-0501090
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

600 Anton Blvd., Suite 2000 Costa Mesa, California		92626
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (714) 259-2500

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 1.0102. Termination ~~Entry~~of ~~into~~ a Material Definitive Agreement.

On October ~~July 21~~17, 2008, Commerce ~~Energy~~and ~~Group,~~Tenaska ~~Inc.,~~Power aServices ~~Delaware~~Co. ~~corporation~~ (~~the "Company"~~“Tenaska”), ~~Commerce~~jointly terminated ~~Energy,~~an ~~Inc.,~~Agreement ato ~~California~~Provide ~~corporation~~QSE and ~~wholly-owned subsidiary~~Marketing ofServices (the ~~Company ("Commerce"~~“QSE Agreement”), ~~Wachovia~~dated ~~Capital~~August ~~Finance Corporation (Western)~~1, a2005. ~~California~~The ~~corporation,~~termination asis ~~Agent~~effective ~~and~~on ~~Lender (~~the ~~"Agent"), and~~earlier ~~Wells~~of ~~Fargo~~(i) November ~~Foothill LLC~~5, as2008 ~~Lender,~~or ~~entered~~(ii) the ~~into~~time ~~a Ninth Amendment to Loan~~ and ~~Security~~date ~~Agreement (~~the ~~"Amendment") amending that certain Loan and~~Electric ~~Security~~Reliability ~~Agreement~~Council ~~dated~~of ~~June 8~~Texas, ~~2006,~~Inc. ~~as amended~~ (~~the "Credit Facility"~~“ERCOT”) bycompletes ~~and among~~a ~~the~~move ~~Company,~~of Commerce’s ~~and the Agent. Capitalized~~Load ~~terms~~Serving ~~not~~Entity ~~otherwise~~from ~~defined~~Tenaska’s ~~have~~Qualified ~~the~~Scheduling ~~meaning~~Entity ~~set~~(“QSE”) ~~forth~~to ~~in the Credit~~another ~~Facility~~QSE.

~~The~~Pursuant ~~Amendment~~to ~~revises~~the ~~several~~QSE ~~provisions~~Agreement, ofTenaska ~~the~~served ~~Credit~~as ~~Facility,~~Commerce’s ~~including,~~QSE ~~without~~in Texas. Commerce has ~~limitation,~~applied ~~(i)~~to ~~certain~~ERCOT ~~financial~~to ~~covenants,~~act ~~(ii)~~as its own QSE continuing to use the ~~definition~~services of ~~Borrowing~~Tenaska ~~Base~~through an Agency Agreement. Commerce and ~~(iii)~~Tenaska jointly agreed to terminate the ~~revolving~~QSE ~~loan~~Agreement ~~limit~~and ~~amount~~there are no early termination penalties.

Pursuant to the Amendment, Commerce is not required to comply with Excess Availability financial convenants for up to five days per calendar month upon written notice to Agent. In addition, the Compliance with liquidity forecast requirements were amended and restated in their entirety.

The definition of Borrowing Base was amended to include in the calculation the sum of all collections received on Accounts of Borrowers during the immediately preceeding forty-five (45) days rather than the immediately preceeding thirty (30) days.

Additionally, under the Amendment, the Revolving Loan Limit was amended from $50,000,000 to $45,0000,000.

Under the terms of the Amendment, Commerce acknowledged and agreed that it would terminate the Credit Facility on or before October 1, 2008 and also acknowledged and agreed to obtain subordinated financing of no less than $10,000,000 on or before July 25, 2008.

-2-

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following item is filed as an exhibit to the Report:

Exhibit No.	Description
99.1	Ninth Amendment to Loan and Security Agreement, dated July 21, 2008, by and among Commerce Energy, Inc., Commerce Energy Group, Inc., Wachovia Capital Finance Corporation (Western), as Agent and Lender and Wells Fargo Foothill, LLC, as Lender

-3-

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~the~~Commerce ~~registrant~~Energy Group, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto ~~duly~~ duly authorized.

	COMMERCE ENERGY GROUP, INC.
	COMMERCE ENERGY GROUP, INC., a Delaware corporation
	a Delaware corporation
Date: October 23, 2008	By: /s/ C. Douglas Mitchell
Date: July 25, 2008	By: /s/ C. Douglas Mitchell
	Chief Financial Officer
	C. Douglas Mitchell
	Chief Financial Officer (Principal Financial and Accounting Officer)

-4-

Exhibit Index

Exhibit No.	Description
99.1	Ninth Amendment to Loan and Security Agreement, dated July 21, 2008, by and among Commerce Energy, Inc., Commerce Energy Group, Inc., Wachovia Capital Finance Corporation (Western), as Agent and Lender and Wells Fargo Foothill, LLC, as Lender

-5-

Filing Compare · COMMERCE ENERGY GROUP, INC.