8-K

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

July 24, 2002

Energen Corporation

(Exact name of registrant as specified in its charter)

Alabama

(State or other jurisdiction of incorporation)

1-7810	63-0757759
(Commission File No.)	(IRS Employer Identification No.)

605 Richard Arrington Jr. Boulevard North Birmingham, Alabama	35203
(Address of principal executive offices)	(Zip Code)

(205) 326-2700

(Registrant's telephone number including area code)

Item 5. Other Events

Energen Corporation ("Energen") is filing this Current Report on Form 8-K commenting on its financial relationships with Williams and Dynegy. On July 24, 2002, Energen issued a press release describing its financial relationships with the two companies. The press release is attached as Exhibit 99 and incorporated as part of this Current Report on Form 8-K.

Item 7. Financial Statements and Exhibits

The following exhibit is filed as part of this Current Report on Form 8-K.

EXHIBIT NO. EXHIBIT

99 Press Release dated July 24, 2002

SIGNATURE

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.

ENERGEN CORPORATION

July 24, 2002	By    G. C. KETCHAM
	G. C. KETCHAM
	EXECUTIVE VICE PRESIDENT, CFO AND TREASURER OF ENERGEN

EXHIBIT 99 INDEX TO EXHIBITS Press Release dated July 24, 2002

Energen Corporation

605 Richard Arrington, Jr. Blvd. North

Birmingham, Alabama 35203-2707

News Release

Energen

FOR IMMEDIATE RELEASE

Contact: Julie Ryland (205) 326-8421

Energen Resources Comments on Financial Relationships with Williams, Dynegy

EX-99

For Immediate Release: Wednesday, July 24, 2002Contact:Julie S. Ryland, 205-326-8421

Energen Resources Comments on Financial Relationships with Williams, Dynegy

Birmingham, Alabama - In response to this week's downgrades by credit rating agencies of the Williams Companies Inc. and Dynegy Inc., Energen Resources Corporation, the oil and gas unit of Energen Corporation (NYSE: EGN), commented on its production sales contracts with the two companies. Williams affiliates are under contract to purchase monthly approximately 0.8 billion cubic feet (Bcf) of Energen Resources' net natural gas production through October 2002 and an estimated 0.4 Bcf equivalent of Energen Resources' net natural gas liquids production through May 2004; Dynegy affiliates are under contract to purchase monthly an estimated 0.4 Bcf of Energen Resources' net natural gas production through March 2003.

Williams and Dynegy are current in their monthly payments to Energen Resources. Outstanding invoices for June production, which are due and payable later this month, total approximately $4 million for Williams and $1.5 million for Dynegy. Energen Resources has had a long-standing relationship with Williams in the San Juan Basin and with Dynegy in the Black Warrior Basin and is currently delivering to both parties under existing sales contracts.

Energen Corporation is a diversified energy holding company with headquarters in Birmingham, Alabama. Its two lines of business are natural gas distribution in central and north Alabama and the acquisition, exploitation, exploration and production of natural gas, oil and natural gas liquids onshore in North America. Additional information on Energen is available at www.energen.com.

FORWARD-LOOKING STATEMENTS

This release contains statements expressing expectations of future plans, objectives and performance that constitute forward-looking statements made pursuant to the Safe Harbor provision of the Private Securities Litigation Reform Act of 1995. Except as otherwise disclosed, the Company's forward-looking statements do not reflect the impact of possible or pending acquisitions, divestitures or restructurings. We undertake no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise. All statements based on future expectations rather than on historical facts are forward-looking statements that are dependent on certain events, risks and uncertainties that could cause actual results to differ materially from those anticipated. In addition, the Company cannot guarantee the absence of errors in input data, calculations and formulas used in its estimates, assumptions and forecasts. A discu ssion of risks and uncertainties, which could affect future results of Energen and its subsidiaries, is included in the Company's periodic reports filed with the Securities and Exchange Commission.

-o0o-