<PAGE>   1
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549

                                   FORM 10-Q

             [X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


                  For the quarterly period ended June 30, 1997

                                       OR

             [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

  For the transition period from _____________________ to ____________________


                        Commission File Number 000-22433

                          BRIGHAM EXPLORATION COMPANY
             (Exact name of registrant as specified in its charter)



<TABLE>
<S>                                 <C>                            <C>
          Delaware                            1311                       75-2692967
(State of other jurisdiction        (Primary Standard Industrial     (I.R.S. Employer
 of incorporation or organization)   Classification Code Number)   Identification Number)
</TABLE>

                            6300 Bridgepoint Parkway
                               Bldg. 2, Suite 500
                              Austin, Texas  78730
                                 (512) 427-3300

 (Name, address, including zip code, and telephone number, including area code,
                  of Registrant's principal executive offices)


   Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve months (or such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.  Yes [X].  No [ ].

As of July 31, 1997, 12,253,574 shares of Common Stock, $.01 per share, were
outstanding.


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<PAGE>   2
                          BRIGHAM EXPLORATION COMPANY

                                     INDEX


<TABLE>
<CAPTION>
                                                                          PAGE
PART I.       FINANCIAL INFORMATION:                                     NUMBER
                                                                         ------
<S>           <C>                                                         <C>
Item 1.       Unaudited Condensed Consolidated Financial Statements

       a)     Balance Sheets - December 31, 1996 and
                     June 30, 1997                                          1

       b)     Statements of Operations - Three and six months ended
                     June 30, 1996 and 1997                                 2

       c)     Statements of Cash Flows - Six months ended
                     June 30, 1996 and 1997                                 3

       d)     Statement of Changes in Stockholders' Equity -
                     June 30, 1997                                          4

       e)     Notes to Consolidated Financial Statements                  5 - 6

Item 2.       Management's Discussion and Analysis of Results of
              Operations and Financial Condition                          7 - 9


PART II.      OTHER INFORMATION:

Item 6.       Exhibits and Reports on Form 8-K                          10 - 11
</TABLE>
<PAGE>   3
PART I.         FINANCIAL INFORMATION:

Item 1.        Financial Statements

                          BRIGHAM EXPLORATION COMPANY

                        UNAUDITED CONDENSED CONSOLIDATED
                                 BALANCE SHEETS
                                 (in thousands)

<TABLE>
<CAPTION>
                                                             December 31,    June 30,
                                                                1996          1997
                                                             -----------   -----------
                                                            (Predecessor)   (Company)
<S>                                                          <C>           <C>        
                                     ASSETS
Current assets:
     Cash and cash equivalents                               $     1,447   $     4,989
     Accounts receivable                                           2,696         4,058
     Prepaid expenses                                                152           278
                                                             -----------   -----------
         Total current assets                                      4,295         9,325
                                                             -----------   -----------

Natural gas and oil properties, at cost, net                      28,005        40,199
Other property and equipment, at cost, net                           532           689
Drilling advances paid                                               419           545
Other noncurrent assets                                              363           288
                                                             ===========   ===========
                                                             $    33,614   $    51,046
                                                             ===========   ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
     Accounts payable                                        $     2,937   $     2,139
     Accrued drilling costs                                          915         2,577
     Participant advances received                                 1,137         1,764
     Other current liabilities                                       628           745
                                                             -----------   -----------
         Total current liabilities                                 5,617         7,225
                                                             -----------   -----------

Notes payable                                                      8,000          --
Subordinated notes payable - related party                        16,000          --
Other noncurrent liabilities                                         753            89
Deferred income tax liability                                       --           4,813

Stockholders' equity:
     Predecessor capital                                           3,244          --
     Preferred stock, $.01 par value, 10 million shares
         authorized, none issued and outstanding                    --            --
     Common stock, $.01 par value, 30 million shares
         authorized, 12,253,574 issued and outstanding              --             124
     Additional paid-in capital                                     --          40,560
     Unearned stock compensation                                    --          (1,686)
     Accumulated deficit                                            --             (79)
                                                             -----------   -----------
         Total stockholders' equity                                3,244        38,919
                                                             -----------   -----------
                                                             $    33,614   $    51,046
                                                             ===========   ===========
</TABLE>

               See accompanying notes to the unaudited condensed
                      consolidated financial statements.



                                       1
<PAGE>   4


                          BRIGHAM EXPLORATION COMPANY

                        UNAUDITED CONDENSED CONSOLIDATED
                            STATEMENTS OF OPERATIONS
                     (in thousands, except per share data)

<TABLE>
<CAPTION>
                                                       Three Months            Six Months
                                                      Ended June 30,          Ended June 30,
                                                   --------------------    --------------------
                                                     1996        1997        1996        1997
                                                   --------    --------    --------    --------
                                                 (Predecessor) (Company) (Predecessor) (Company)
<S>                                                <C>         <C>         <C>         <C>     
Revenues:
     Natural gas and oil sales                     $  1,330    $  1,718    $  2,735    $  3,854
     Workstation revenue                                126         160         292         324
                                                   --------    --------    --------    --------
                                                      1,456       1,878       3,027       4,178
                                                   --------    --------    --------    --------

Costs and expenses:
     Lease operating                                    172         264         356         470
     Production taxes                                    80          92         155         219
     General and administrative                         562         753       1,053       1,455
     Amortization of stock compensation                --            86        --           115
     Depletion of natural gas and oil properties        787         708       1,297       1,395
     Depreciation and amortization                      121          64         245         172
                                                   --------    --------    --------    --------
                                                      1,722       1,967       3,106       3,826
                                                   --------    --------    --------    --------
         Operating income (loss)                       (266)        (89)        (79)        352
                                                   --------    --------    --------    --------

Other income (expense):
     Interest income                                      4          63          25          81
     Interest expense                                   (86)       (156)       (101)       (372)
     Interest expense - related party                  (200)       --          (400)       (174)
                                                   --------    --------    --------    --------
                                                       (282)        (93)       (476)       (465)
                                                   --------    --------    --------    --------

Net loss before income taxes                           (548)       (182)       (555)       (113)

Income tax benefit (expense):
     Income tax provision                              --           151        --           187
     Deferred income tax charge                        --          --          --        (5,000)
                                                   --------    --------    --------    --------
     Net loss                                      $   (548)   $    (31)   $   (555)   $ (4,926)
                                                   ========    ========    ========    ========

     Net loss per common share                                 $  (0.00)
                                                               ========   
     Weighted average number of common
         shares outstanding                                      11,082
                                                               ========    

Unaudited pro forma information:
     Pro forma net loss                            $   (341)               $   (326)   $ (4,927)
                                                   ========                ========    ========
     Pro forma, as adjusted, net income (loss)     $   (341)               $   (326)   $     73
                                                   ========                ========    ========
     Pro forma net loss
         per common share                          $  (0.04)               $  (0.04)   $  (0.49)
                                                   ========                ========    ========
     Pro forma, as adjusted, net income (loss)
         per common share                          $  (0.04)               $  (0.04)   $   0.01
                                                   ========                ========    ========
     Pro forma weighted average number of
         common shares outstanding                    9,170                   9,170      10,131
                                                   ========                ========    ========
</TABLE>

               See accompanying notes to the unaudited condensed
                      consolidated financial statements.



                                       2
<PAGE>   5
                          BRIGHAM EXPLORATION COMPANY

                        UNAUDITED CONDENSED CONSOLIDATED
                            STATEMENTS OF CASH FLOWS
                                 (in thousands)

<TABLE>
<CAPTION>
                                                                      Six           Six
                                                                  Months Ended   Months Ended
                                                                    June 30,      June 30,
                                                                      1996          1997
                                                                   ----------    ----------
                                                                  (Predecessor)   (Company)
<S>                                                                <C>           <C>        
Cash flows from operating activities:
     Net loss                                                      $     (555)   $   (4,926)
     Adjustments to reconcile net loss to cash
      provided by operating activities:
         Depletion of natural gas and oil properties                    1,297         1,395
         Depreciation and amortization                                    245           172
         Amortization of stock compensation                              --             115
         Changes in working capital and other items                     2,621         3,049
                                                                   ----------    ----------
                Net cash provided (used) by operating activities        3,608          (195)
                                                                   ----------    ----------

Cash flows from investing activities:
     Additions to natural gas and oil properties                       (8,467)      (11,796)
     Proceeds from the sale of natural gas and oil properties           2,149          --
     Additions to other property and equipment                            (26)         (183)
     Increase in drilling advances paid                                 --            (126)
                                                                   ----------    ----------
                Net cash used by investing activities                  (6,344)      (12,105)
                                                                   ----------    ----------

Cash flows from financing activities:
     Proceeds from issuance of common stock                              --          23,929
     Increase in notes payable                                          4,400         5,250
     Repayment of notes payable                                          --         (13,250)
     Principal payments on capital lease obligations                     (129)          (87)
                                                                   ----------    ----------
                Net cash provided by financing activities               4,271        15,842
                                                                   ----------    ----------

Net increase in cash and cash equivalents                               1,535         3,542

Cash and cash equivalents, beginning of period                          1,802         1,447
                                                                   ==========    ==========
Cash and cash equivalents, end of period                           $    3,337    $    4,989
                                                                   ==========    ==========
</TABLE>







               See accompanying notes to the unaudited condensed
                      consolidated financial statements.

                                       3

<PAGE>   6


                         BRIGHAM EXPLORATION COMPANY

                        UNAUDITED CONDENSED CONSOLIDATED
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                       (in thousands, except share data)



<TABLE>
<CAPTION>
                               Common Stock           Additional      Unearned
                        ---------------------------    Paid-in         Stock         Accumulated     Predecessor
                          Shares         Amounts       Capital       Compensation      Deficit         Capital           Total
                       ------------   ------------   ------------    ------------    ------------    ------------    ------------
<S>                    <C>            <C>            <C>             <C>             <C>             <C>             <C>         
Balance,                       --     $       --     $       --      $       --      $       --      $      3,244    $      3,244
   December 31, 1996

Consummation of
   the Exchange           8,928,574             89         19,581            --              --            (3,244)         16,426
Issuance of stock
   options                     --             --            1,932          (1,932)           --              --              --
Issuance of common
   stock                  3,325,000             35         23,894            --              --              --            23,929
Net loss for
   period ended
   February 27, 1997           --             --           (4,847)           --              --              --            (4,847)
Net loss for
   period from
   February 27, 1997
   to June 30, 1997            --             --             --              --               (79)           --               (79)
Amortization of
   unearned stock
   compensation                --             --             --               246            --              --               246

                       ------------   ------------   ------------    ------------    ------------    ------------    ------------
Balance,
   June 30, 1997         12,253,574   $        124   $     40,560    $     (1,686)   $        (79)   $       --      $     38,919
                       ============   ============   ============    ============    ============    ============    ============
</TABLE>





               See accompanying notes to the unaudited condensed
                      consolidated financial statements.

                                       4

<PAGE>   7


                          BRIGHAM EXPLORATION COMPANY

                        NOTES TO THE UNAUDITED CONDENSED
                       CONSOLIDATED FINANCIAL STATEMENTS


1.     ORGANIZATION AND NATURE OF OPERATIONS

       Brigham Exploration Company (the "Company") is a Delaware corporation
       formed on February 25, 1997 for the purpose of exchanging its common
       stock for the common stock of Brigham, Inc. and the partnership
       interests of Brigham Oil & Gas, L.P. (the "Partnership"). Brigham, Inc.
       is a Texas corporation whose only asset is its ownership interest in the
       Partnership. The Partnership was formed in May 1992 to explore and
       develop onshore domestic natural gas and oil properties using 3-D
       seismic imaging and other advanced technologies. Since its inception,
       the Partnership has focused its exploration and development of natural
       gas and oil properties in the Permian and Hardeman Basins of West Texas,
       the Anadarko Basin and the onshore Gulf Coast.

       Pursuant to an exchange agreement dated February 26, 1997 (the "Exchange
       Agreement") and upon the initial filing on February 27, 1997 of a
       registration statement with the Securities and Exchange Commission for
       the public offering of common stock (the "Offering"), the shareholders
       of Brigham, Inc. transferred all of the outstanding stock of Brigham,
       Inc. to the Company in exchange for 3,859,821 shares of common stock of
       the Company. Pursuant to the Exchange Agreement, the Partnership's other
       general partner and the limited partners also transferred all of their
       partnership interests to the Company in exchange for 3,314,286 shares of
       common stock of the Company. Furthermore, the holders of the
       Partnership's subordinated convertible notes transferred these notes to
       the Company in exchange for 1,754,464 shares of common stock. These
       transactions are referred to as the "Exchange." In completing the
       Exchange, the Company issued 8,928,571 shares of common stock to the
       stockholders of Brigham, Inc., the partners of the Partnership and the
       holder of the Partnership's subordinated notes payable. As a result of
       the Exchange, the Company now owns all the partnership interests in the
       Partnership.

       In May 1997, the Company sold 3,325,000 shares of its common stock in
       the Offering at a price of $8.00 per share. With a portion of the
       proceeds from the Offering, the Company repaid the outstanding
       borrowings, $13.3 million, under the Partnership's revolving credit
       facility.

2.     BASIS OF PRESENTATION

       The unaudited condensed consolidated balance sheets at December 31, 1996
       and June 30, 1997 reflect the accounts of the Partnership at December
       31, 1996 and the consolidated accounts of the Company at June 30, 1997,
       respectively. The unaudited condensed consolidated statements of
       operations and of cash flows for the six months ended June 30, 1996 and
       1997 include the results of operations and cash flows of the Partnership
       for the six months ended June 30, 1996 and the period from January 1,
       1997 to February 27, 1997 and for the Company the period from February
       25, 1997, the date of its inception, to June 30, 1997. As the Exchange
       was the conversion of a partnership into a corporation, the Exchange has
       been accounted for by the Company as a reorganization.

       The accompanying condensed consolidated financial statements are
       unaudited, and in the opinion of management, reflect all adjustments
       that are necessary for a fair presentation of the financial position and
       results of operations for the periods presented. All such adjustments
       are of a normal and recurring nature. The results of operations for the
       periods presented are not necessarily indicative of the results to be
       expected for the entire year. The unaudited condensed consolidated
       financial statements should be read in conjunction with the
       Predecessors' historical consolidated financial statements and notes
       thereto as of and for the period ended December 31, 1996 as included in
       the Company's Registration Statement on Form S-1 (333-22491) filed with
       the Securities and Exchange Commission.



                                       5

<PAGE>   8


                          BRIGHAM EXPLORATION COMPANY

                        NOTES TO THE UNAUDITED CONDENSED
                       CONSOLIDATED FINANCIAL STATEMENTS


3.     UNAUDITED PRO FORMA INFORMATION

       The Partnership's legal form has no relation to the capital structure of
       the Company after the Exchange. As a result, historical loss per unit
       amounts are not relevant and have not been presented. Pro forma net loss
       per common share and pro forma, as adjusted, net loss per common share
       are presented giving effect to the number of shares outstanding
       subsequent to the Exchange (8,928,574 shares) and giving effect to
       employee stock options granted on March 4, 1997, as if these shares and
       options had been issued at the beginning of each period presented. The
       effect of the stock option grants on pro forma net loss per common share
       and pro forma, as adjusted, net loss per common share was calculated
       using the treasury stock method.

       Pro forma net loss reflects pro forma exchange adjustments primarily
       representing the amortization of compensation expense related to
       employee stock options granted upon formation of the Company, the
       reduction of interest expense related to the transfer of the
       subordinated notes payable to the Company as part of the Exchange, and
       related income tax effects. In addition to the effect of these pro forma
       adjustments, pro forma, as adjusted, net loss has been adjusted to
       exclude the $5.0 million deferred tax charge recorded by the Company on
       February 27, 1997 (see Note 4), as this was a nonrecurring charge
       related to the Exchange.

4.     INCOME TAXES

       Prior to the consummation of the Exchange, the Partnership was not
       subject to federal income taxes. Income and losses were passed through
       to its partners on the basis of the allocation provisions established by
       the partnership agreement. Upon consummation of the Exchange, the
       Partnership became subject to federal income taxes through its ownership
       by the Company. Also, in conjunction with the Exchange, the Company
       recorded a deferred income tax liability of $5.0 million to recognize
       the temporary differences between the financial statement and tax bases
       of the assets and liabilities of the Partnership at the Exchange date,
       February 27, 1997, given the provisions of enacted tax laws.

5.     FUTURE REPORTING REQUIREMENTS

       In February 1997, the Financial Accounting Standards Board issued
       Statement of Financial Accounting Standards No. 128 ("SFAS 128"),
       Earnings Per Share ("EPS"). SFAS 128 replaces the presentation of
       primary EPS with a presentation of basic EPS and requires a dual
       presentation of basic and diluted EPS on the face of the income
       statement for all entities with complex capital structures. Basic EPS
       excludes dilutive securities and is computed by dividing income
       available to common shareholders by the weighted-average number of
       common shares outstanding for the period. Diluted EPS reflects the
       potential dilution that could occur if dilutive securities were
       converted into common stock and is computed similarly to fully diluted
       EPS pursuant to previous accounting pronouncements. SFAS 128 is
       effective for periods ending after December 15, 1997, including interim
       periods, and earlier application is not permitted. SFAS 128 requires
       restatement of all prior period EPS data presented.

       For the six months ended June 30, 1996 and 1997, the Company reported
       pro forma net loss per common share of $0.04 per share and $0.49 per
       share, respectively. Under SFAS 128, basic pro forma net loss per common
       share for the respective periods would have been $0.04 and $0.50,
       respectively, and diluted pro forma net loss per common share would have
       been $0.04 and $0.49, respectively.




                                       6
<PAGE>   9



                          BRIGHAM EXPLORATION COMPANY

Item 2. Management's Discussion and Analysis of Results of Operations and
Financial Condition

Results of Operations

Comparison of three month periods ended June 30, 1996 and June 30, 1997

         Natural gas and oil sales. Natural gas and oil sales increased 29%
from $1.3 million in the second quarter of 1996 to $1.7 million in the second
quarter of 1997. Of this increase, $372,000 or 96% was attributable to an
increase in production, and $16,000 or 4% was attributable to an increase in
the average sales price for natural gas and oil. Production volumes for natural
gas increased 45% from 148,000 Mcf in the second quarter of 1996 to 215,000 Mcf
in the second quarter of 1997. The average price received for natural gas
decreased 2% from $2.10 per Mcf in the second quarter of 1996 to $2.07 per Mcf
in the second quarter of 1997. Production volumes for oil increased 20% from
53,000 Bbls in the second quarter of 1996 to 64,000 Bbls in the second quarter
of 1997. The average price received for oil increased 4% from $19.13 per Bbl in
the second quarter of 1996 to $19.93 per Bbl in the second quarter of 1997.
Natural gas and oil sales were increased by production from wells completed
since the second quarter of 1996 partially offset by the natural decline of
existing production.

         Lease operating expenses. Lease operating expense increased 54% from
$172,000 ($.37 per Mcfe) in the second quarter of 1996 to $264,000 ($.44 per
Mcfe) in the second quarter of 1997. This increase is primarily due to an
increase in the number of producing wells and certain extraordinary well
operations costs.

         General and administrative expenses. General and administrative
expenses increased 34% from $562,000 ($1.20 per Mcfe) in the second quarter of
1996 to $753,000 ($1.26 per Mcfe) in the second quarter of 1997. The increase
is a result of payroll costs related to additional employees and charges
related to the relocation of the principal executive offices to Austin, Texas.
Certain of the additional employees have been hired to extend the Company's
control of its drilling and post drilling operations.

         Depletion of natural gas and oil properties. Depletion of natural gas
and oil properties decreased 10% from $787,000 ($1.68 per Mcfe) in the second
quarter of 1996 to $708,000 ($1.18 per Mcfe) in the second quarter of 1997 as a
result of higher production volumes.

         Interest expense. Interest expense decreased 46% from $286,000 in the
second quarter of 1996 to $156,000 in the second quarter of 1997. This decrease
was due to a lower average outstanding balance in the second quarter of 1997
offset partially by a higher effective interest rate. The weighted average
outstanding debt balance decreased 68% from $19.5 million in the second quarter
of 1996 to $6.1 million in the second quarter of 1997. The effective interest
rate increased 58% from 5.4% in the second quarter of 1996 to 8.5% in the
second quarter of 1997. The decrease in the average outstanding balance was a
result of the exchange of the RIMCO 5% subordinated notes in February 1997 and
the repayment of the entire outstanding revolving credit facility with the
proceeds from the IPO in May 1997. The revolving credit facility had an
effective interest rate of 8.5% at June 30, 1997.

Comparison of six month periods ended June 30, 1996 and June 30, 1997

         Natural gas and oil sales. Natural gas and oil sales increased 41%
from $2.7 million in the first six months of 1996 to $3.9 million in the first
six months of 1997. Of this increase, $720,000 or 64% was attributable to an
increase in production, and $399,000 or 36% was attributable to an increase in
the average sales price for natural gas and oil. Production volumes for natural
gas increased 59% from 288,000 Mcf in the first six months of 1996 to 457,000
Mcf in the first six months of 1997. The average price received for natural gas
increased 25% from $2.10 per Mcf in the first six months of 1996 to $2.62 per
Mcf in the first six months of 1997. Production volumes for oil increased 12%
from 113,000 Bbls in the first six months of 1996 to 127,000 Bbls in the first
six months of 1997. The average price received



                                       7

<PAGE>   10




for oil increased 11% from $18.82 per Bbl in the first six months of 1996 to
$20.87 per Bbl in the first six months of 1997. Natural gas and oil sales were
increased by production from wells completed since the first six months of 1996
partially offset by the natural decline of existing production. Natural gas and
oil sales in the first six months of 1996 include one month of production
related to certain properties sold at the end of January 1996.

         Lease operating expenses. Lease operating expense increased 32% from
$356,000 ($.37 per Mcfe) in the first six months of 1996 to $470,000 ($.38 per
Mcfe) in the first six months of 1997. This increase is primarily due to an
increase in the number of producing wells.

         General and administrative expenses. General and administrative
expenses increased 38% from $1.1 million ($1.09 per Mcfe) in the first six
months of 1996 to $1.4 million ($1.19 per Mcfe) in the first six months of
1997. The increase is a result of payroll costs related to additional employees
and charges related to the relocation of the principal executive offices to
Austin, Texas.

         Depletion of natural gas and oil properties. Depletion of natural gas
and oil properties increased 8% from $1.3 million ($1.34 per Mcfe) in the first
six months of 1996 to $1.4 ($1.14 per Mcfe) in the first six months of 1997 as
a result of higher production volumes.

         Interest expense. Interest expense increased 9% from $501,000 in the
first six months of 1996 to $546,000 in the first six months of 1997. This
increase was primarily due to a higher effective interest rate. The weighted
average outstanding debt balance decreased 12% from $17.7 million in the first
six months of 1996 to $15.6 million in the first six months of 1997. The
effective interest rate increased 25% from 5.2% in the first six months of 1996
to 6.5% in the first six months of 1997. The increase in the effective interest
rate is a result of the exchange of the RIMCO 5% subordinated notes in February
1997 and the increase in the balance outstanding under the revolving credit
facility in 1997.

         Income taxes. Prior to consummation of the Exchange, the Partnership
was not subject to federal income taxes. Income and losses were passed through
to its partners on the basis of the allocation provisions established by the
partnership agreement. Upon consummation of the Exchange, the Partnership
became subject to federal income taxes through its ownership by the Company.
Also in conjunction with the Exchange, the Company recorded a deferred income
tax liability of $5 million to recognize the temporary differences between the
financial statement and tax bases of the assets and liabilities of the
Partnership at the Exchange date, February 27, 1997, given the provisions of
enacted laws.

Liquidity and Capital Resources

         The Company's primary sources of capital have been borrowings
(revolving credit facility and private placement debt), working capital and the
sale of interests in projects. During May 1997, as described in Note 1 to the
Unaudited Condensed Consolidated Financial Statements included herein, the
Company completed an initial public offering of Common Stock of the Company
that generated proceeds of approximately $24 million, net of offering costs,
that was used to repay all outstanding debt ($13.25 million) under the
revolving credit facility and to fund capital expenditures.

         In the first six months of 1997, the Company used $195,000 in cash
flow from operations primarily as a result of the net reduction in working
capital offset partially by an increase in natural gas and oil revenues, net of
production taxes, lease operating expenses and general and administrative
expenses. Cash flow used in investing activities was $12.1 million in the first
six months of 1997 primarily as a result of capital expenditures. Cash flow
provided by financing activities was $15.8 million in the first six months of
1997 as a result of the proceeds from the IPO in May 1997 offset by the
reduction of the balance outstanding under the revolving credit facility.

         The Company expects to continue its exploration and production
activities during the remainder of 1997 and expects to finance those activities
with proceeds from the initial public offering, borrowings under the revolving
credit facility and cash flow from operations.




                                       8

<PAGE>   11



Forward Looking Information

         The Company may make forward looking statements, oral or written,
including statements in this report, press releases and other filings with the
SEC, relating to the Company's drilling plans, its potential drilling
locations, capital expenditures, use of offering proceeds, the ability of
expected sources of liquidity to support working capital and capital
expenditure requirements and the Company's financial position, business
strategy and other plans and objectives for future operations. Such statements
involve risks and uncertainties, including those relating to the Company's
dependence on exploratory drilling activities, the volatility of natural gas
and oil prices, the risks associated with growth (including the risk of reduced
availability of seismic gathering and drilling services in the face of growing
demand), the substantial capital requirements of the Company's exploration and
development projects, operating hazards and uninsured risks and other factors
detailed in the Company's registration statement and other filings with the
SEC. All subsequent oral and written forward looking statements attributable to
the Company are expressly qualified in their entirety by these factors.
The Company assumes no obligation to update these statements.




                                       9
<PAGE>   12
PART II.      OTHER INFORMATION:

Item 6.       Exhibits and Reports on Form 8-K

              (a)    Exhibits

                     11.1   Computation of Earnings per Share

                     27     Financial Data Schedule


                                   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 thereunto, duly authorized, in the City of Austin, State of Texas,
on the 13th day of August, 1997.


                                           BRIGHAM EXPLORATION COMPANY



                                   By:     /s/  BEN M. BRIGHAM               
                                           ------------------------------------
                                           Ben M. Brigham
                                           President , Chief Executive Officer
                                           and Chairman of the Board



                                   By:     /s/  CRAIG M. FLEMING            
                                           ------------------------------------
                                           Craig M. Fleming
                                           Chief Financial Officer





                                       10
<PAGE>   13
<TABLE>
<CAPTION>
                                                        SEQUENTIALLY
        EXHIBIT                                           NUMBERED
          NO.              INDEX TO EXHIBITS                PAGE
          ---              -----------------                ----
         <S>       <C>                                    <C>
         11.1      Computation of Earnings per Share      Tabbed by
                                                           Exhibit
          27       Financial Data Schedule                    No.
</TABLE>





                                       11