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

                                 March 23, 2005
                Date of Report (Date of earliest event reported)

                          ABRAXAS PETROLEUM CORPORATION
             (Exact name of registrant as specified in its charter)

Nevada                               0-19118                74-2584033
(State or other jurisdiction of   (Commission             (IRS Employer
incorporation)                     File Number)           Identification No.)


                        500 N. Loop 1604 East, Suite 100
                            San Antonio, Texas 78232
                                 (210) 490-4788

   (Address of principal executive offices and 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))


Item 7.01 Regulation FD Disclosure

     The  information  in this  Report  (including  Exhibit  99.1) is  furnished
pursuant to Item 7.01 and shall not be deemed "filed" for purposes of Section 18
of the Securities  Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of the Section. The information in this Report will not be deemed an
admission  as to the  materiality  of any  information  required to be disclosed
solely to satisfy the requirements of Regulation FD.

On March 23, 2005, Abraxas Petroleum Corporation (the "Company") announced in
a press release that it third quarter 2004 operating results.

Item 9.01 Financial Statements and Exhibits

         (c)      Exhibits

                  99.1     Press Release dated March 23, 2005 entitled "Abraxas'
                           Announces   Fourth   Quarter   and   Full-Year   2004
                           Results"

                                   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.

                          Abraxas Petroleum Corporation

                          By: _________________________________________________
                              Chris Williford
                              Executive Vice President, Chief Financial
                              Officer and Treasurer

Dated:  March 23, 2005