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

                                  June 1, 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  May  31,  2005,  Abraxas  Petroleum   Corporation  (the  "Company")
announced in a press release it's South Texas Drilling Results.



Item 9.01 Financial Statements and Exhibits

         (c)      Exhibits

                  99.1     Press Release  dated May 31, 2005  entitled  "Abraxas
                           Announces South Texas Drilling 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: /s/Chris Williford 
                                   ------------------------------------------
                                    Chris Williford
                                    Executive Vice President, Chief Financial
                                    Officer and Treasurer
Dated:  June 1,  2005