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): February 29, 2008
COMSTOCK
RESOURCES, INC.
(Exact
Name of Registrant as Specified in Charter)
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STATE
OF NEVADA
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001-03262
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94-1667468
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(State
or other
jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
Number)
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5300
Town And Country Boulevard
Suite500
Frisco,
Texas
75034
(Address
of principal executive offices)
(972)
668-8800
(Registrant's
Telephone No.)
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:
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
5.04 Temporary Suspension
of Trading Under Registrant's Employee Benefit Plans
On
February 29, 2008, Comstock Resources, Inc. (the "Company") sent a notice (the
"Notice") to its directors and executive officers informing them that, in order
to implement a transition to a new recordkeeper for the Comstock Resources,
Inc.
401(k) Plan (the "Plan"), Plan participants will be unable to direct or
diversify the investments in their Plan accounts, including shares of the
Company's common stock, or obtain distributions from the Plan, during the period
beginning on April 1, 2008 at 4 p.m. (Eastern Time) and ending May 30, 2008
(the "Blackout Period").
The
Notice also states that, pursuant to Section 306 of the Sarbanes-Oxley Act
of
2002, the Company's directors and executive officers will be prohibited from
directly or indirectly purchasing, selling or otherwise acquiring or
transferring shares of the Company's common stock during the Blackout
Period. A copy of the Notice is being filed as Exhibit 99.1 to this
Form 8-K and is incorporated herein by reference in its entirety.
Item
9.01 Financial
Statements and Exhibits
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Exhibit 99.1
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Notice
to Directors and Executive Officers of Comstock Resources, Inc. dated
February 29, 2008
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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COMSTOCK
RESOURCES, INC.
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Dated: February
29, 2008
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By:
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/s/
M. JAY
ALLISON
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M.
Jay
Allison
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President
and Chief Executive Officer
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Exhibit 99.1
NOTICE
TO DIRECTORS AND EXECUTIVE OFFICERS OF
COMSTOCK
RESOURCES, INC.
Restrictions
on Trading Comstock Resources, Inc. Common Stock
During
the 401(k) Plan Blackout Period
The
Company has determined to change the recordkeeper for the Comstock Resources,
Inc. 401(k) Plan (the "Plan"), effective April 1, 2008. In order to
implement this transition, Plan activity will be restricted such that Plan
participants will not be able to direct or diversify the investments in their
Plan accounts, including transactions involving shares of Comstock Resources
common stock, or obtain distributions from the Plan for a specified period
of
time (the "Blackout Period"). During the Blackout Period, the
Company's directors and executive officers will be subject to trading
restrictions, as described below, pursuant to Section 306 of the Sarbanes-Oxley
Act of 2002 and the SEC's Regulation Blackout Trading Restriction.
Blackout
Period
The
Blackout Period will begin at 4:00 p.m. (Eastern Time) on April 1, 2008 and
is
expected to end May 30, 2008. You will receive another notice as soon
as the Blackout Period ends.
Trading
Restrictions
During
the Blackout Period, you will be prohibited from directly or indirectly
purchasing, selling or otherwise acquiring or transferring shares of Comstock
Resources common stock or certain derivative securities, such as stock options,
if you acquired such shares or derivative securities in connection with your
service or employment as a director or executive officer. In this
regard, any Company security you sell or otherwise transfer is automatically
treated as acquired in connection with your service as director or executive
officer unless you establish that the security was acquired from another
source
in accordance with rules established by the SEC. Please note that
these
trading prohibitions also apply to Company securities held by immediate family
members living with you, or held in trust, or by controlled partnerships
or
corporations. This notice is in addition to the restrictions
on trading activity under the Company's insider trading policy.
Questions
If
you
have any questions concerning transactions in the Company's common stock,
this
notice or the Blackout Period, including whether the Blackout Period has
started
or ended, please contact Roland Burns at 5300 Town & Country Blvd., Suite
500, Frisco, TX 75034, Telephone: 972 668-8800.
February
29, 2008