8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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                                   FORM 8-K

                                CURRENT REPORT

                      Pursuant to Section 13 or 15(d) of
                      the Securities Exchange Act of 1934

                                Date of Report
                                January 17, 2001

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


         Delaware                         0-9498                76-0437769
(State or other jurisdiction of  (Commission File Number)    (I.R.S. Employer
incorporation or organization)                            Identification Number)


                            1331 Lamar, Suite 1455
                             Houston, Texas 77010
                   (Address of principal executive offices)

                                (713) 495-3000
             (Registrant's telephone number, including area code)

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Item 1.  Changes in Control of Registrant

        Not applicable

Item 2.  Acquisition of Disposition of Assets

        Not applicable

Item 3.  Bankruptcy or Receivership'

        Not applicable

Item 4.  Changes in Registrant's Certifying Accountants

        Not applicable

Item 5.  Other Events

        Bellwether Exploration Company made the press release attached hereto as
Exhibit 99A on January 17, 2001, announcing the resignation of Robert Bensh as
Senior Vice President-Finance, the promotion of Ann Kaesermann to Vice President
of Finance and the hiring of Kent Williamson as Senior Vice President of
Engineering.

Item 6.  Resignation of Registrant's Directors

        Not applicable

Item 7.  Financial Statements and Exhibits

        Exhibits

        99A.  Copy of the company's press release dated January 17, 2001.

Item 8.  Change in Fiscal Year

        Not applicable

                                      -2-


                                   SIGNATURES

           Pursuant to the requirements of the Securities Exhange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                   BELLWETHER EXPLORATION COMPANY



January 17, 2001                              By:  /s/ Douglas G. Manner
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                                              Douglas G. Manner, CEO

                                      -3-

EX-99.(A)

                                                                   EXHIBIT 99A

[LOGO]                                          Bellwether Exploration Company
                                                        1331 Lamar, Suite 1455
                                                   Houston, Texas 77010 - 3039
                                                                  NEWS RELEASE
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FOR IMMEDIATE RELEASE                                                 Contact:
January 17, 2001               Lance L. Weaver - Director, Investor Relations,
                                                        and Financial Analysis
                                                     weaverl@bellwetherexp.com
                                                     -------------------------
                                                                (713) 495-3061

                   BELLWETHER EXPLORATION COMPANY ANNOUNCES
                       NEW HIRING AND MANAGEMENT CHANGES

HOUSTON - Bellwether Exploration Company (NASDAQ: BELW) announced today the
hiring of Kent Williamson to the position of Senior Vice President of
Engineering. In addition, Ann Kaesermann has been promoted to Vice President of
Finance, replacing Robert Bensh, who has resigned to become the new Chairman and
CEO of Carpatsky Petroleum, Inc., of which Bellwether owns approximately 40%.

Mr. Williamson comes to Bellwether from Ryder Scott Company where he served as a
Director and the Executive Vice President of Engineering. Prior to joining Ryder
Scott Company in 1981, he spent four years at Exxon. Mr. Williamson holds a B.S.
degree and M.S. degree in chemical engineering from Rice University. He will
coordinate all production and engineering activities, as well as property
acquisitions and divestitures.

Doug Manner, President and CEO commented that "We are very excited about Kent
joining Bellwether. His extensive experience in property evaluations, management
and engineering is invaluable. He will strengthen our management team
significantly, placing Bellwether in a position to effectively take advantage of
the corporate growth developments previously discussed and anticipated early in
the year."

Williamson stated "I am impressed with the Bellwether organization and the
direction the company is headed. I look forward to adding my experience to the
successful implementation of Bellwether's strategies for future growth"

Ann Kaesermann, the new Vice President of Finance, has served as Controller of
Bellwether Exploration Company since 1998 and has been employed by Torch Energy
Advisors Inc. since 1991 in various management positions. Ms. Kaesermann
graduated magna cum laude from the University of Alabama with Bachelor of
Science in Accounting in 1979 and is a certified public accountant.

Bellwether Exploration Company is an independent oil and gas exploration and
production company headquartered in Houston, Texas with oil and gas properties
located in three core areas: the Gulf of Mexico both onshore and offshore,
Southeast New Mexico/West Texas and Ecuador.

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This news release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Although the Company believes that its expectations are
based on reasonable assumptions, it can give no assurances that forecasted
results will be achieved. Important factors that could cause actual results to
differ materially from those in the forward-looking statements herein are
referenced in the Company's annual report and 10-K for year-end 1999 and current
reports and registration statements filed with the Securities and Exchange
Commission.