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 Act of 1934



      Date of Report (Date of earliest event reported): November 4, 1996



                         Barrett Resources Corporation
          ----------------------------------------------------------
            (Exact name of registrant as specified in its charter)



          Delaware                     1-13446                  84-0832476
- ----------------------------       ----------------        --------------------
(State or other jurisdiction       (Commission File        (IRS Employer
 of incorporation)                  Number)                 Identification No.)
 


      1515 Arapahoe Street, Tower 3, Suite 1000, Denver, Colorado   80202
    ----------------------------------------------------------------------
      (Address of principal executive offices)                 (Zip Code)



       Registrant's telephone number, including area code (303) 572-3900
                                                          --------------


 
Item 5.  Other Events
         ------------

         Press Release.  The information set forth in a press release of the
Registrant dated November 4, 1996, which is filed as an exhibit hereto, is
incorporated herein by reference.

Item 7.  Financial Statements And Exhibits.
         --------------------------------- 

         (c) Exhibit


Exhibit
Number       Description
- ------       -----------

99.1         Press release dated November 4, 1996

                                       2

 
                                   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 thereunto duly authorized.


Dated:  November 7, 1996                  BARRETT RESOURCES CORPORATION



                                     By:  /s/ John F. Keller
                                          ------------------------
                                          John F. Keller
                                          Executive Vice President

                                       3

EX-99.1

 
                                 EXHIBIT 99.1


     On November 4, 1996, the Registrant issued the following press release:

"FOR IMMEDIATE RELEASE                             Contact:    Donald H. Stevens
- ----------------------                                            (303) 572-3900
 
                   BARRETT RESOURCES ACQUIRES 14.0 MMBO AND

                22.3 BCF OF RESERVES IN THE UINTA BASIN OF UTAH


DENVER, COLO., NOVEMBER 4, 1996 -- Barrett Resources Corporation announced today
that the Company has acquired producing and non-producing oil and gas properties
in the Altamont-Bluebell Field in the Uinta Basin of Utah from an unnamed party.

     The purchase price is a combination of a trade of Barrett properties valued
at $16.0MM, cash of $13.8MM and 50,000 shares of Barrett common stock which
totals $31.55MM.

     Barrett has purchased 120 operated wells with an average working interest
of 80% along with undeveloped acreage.  The total net proved reserves purchased,
supported by a Ryder-Scott Reserve Report, are 14.0 MMBO and 22.3 BCF.  Barrett
expects to spend up to $40MM in recompletions and drilling to fully develop
these reserves over the next few years.

     The Barrett properties that the Company is trading in this transaction are
primarily located in the Permian Basin of Texas and the Green River Basin of
Wyoming.  The total booked reserves traded by Barrett are 2.6 MMBO and 7.2 BCF.

     Paul M. Rady, President and Chief Operating Officer of Barrett stated "This
acquisition increases Barrett's exposure to oil reserves and immediately
provides Barrett with a large production and operating base in the Altamont-
Bluebell oil field in the Uinta Basin.  We believe that there is a significant
amount of oil left to recover through behind-pipe recompletions and infill
drilling in this property."

     Barrett Resources is a Denver-based independent natural gas and oil
exploration and production company that is also involved in gas gathering,
marketing and trading activities.  Barrett's properties are focused primarily in
the Rocky Mountain region of Colorado and Wyoming, the Mid-Continent region of
Kansas and Oklahoma and the Gulf of Mexico.



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