8-K

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                       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 (Date of Earliest Event Reported):    November 8, 2005


                           CASTLE ENERGY CORPORATION
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               (Exact Name of Registrant as Specified in Charter)


                                    DELAWARE
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         (State or Other Jurisdiction of Incorporation or Organization)


         0-10990                                         76-0035225
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(Commission File Number)                    (I.R.S. Employer Identification No.)


 357 South Gulph Road, Suite 260, King of Prussia, PA                  19406
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         (Address of Principal Executive Offices)                   (Zip Code)

                                 (610) 992-9900
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              (Registrant's telephone number, including area code)


________________________________________________________________________________
          (Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box 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):

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      Written communications pursuant to Rule 425 under the Securities Act
- ----- (17 CFR 230.425)

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  x   Soliciting material pursuant to Rule 14a-12 under the Exchange Act
- ----- (17 CFR 230.14a-12(b))

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      Pre-commencement communications pursuant to Rule 14d-2(b) under the
- ----- Exchange Act (17 CFR 240.14d-2(b))

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      Pre-commencement communications pursuant to Rule 13e-4(c) under the
- ----- Exchange Act (17 CFR 240.13e-4(c))


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ITEM 1.01 ENTRY INTO A MATERIAL AGREEMENT

         On November 8, 2005, Castle Energy Corporation (the "Company") entered
into a merger agreement (the "Merger Agreement") with Delta Petroleum
Corporation, a Colorado corporation ("Delta-Colorado"), Delta Petroleum
Corporation, a Delaware corporation and a newly formed wholly-owned subsidiary
of Delta-Colorado ("Delta-Delaware" and collectively, with Delta-Colorado,
"Delta") and DPCA LLC, a Delaware limited liability company and a newly formed
wholly-owned subsidiary of Delta-Colorado ("DPCA").

         Pursuant to the merger agreement, the Company will merge (the "Merger")
with and into DPCA with DPCA as the surviving company and the Company's
shareholders will receive approximately 1.164 shares of Delta's common stock for
each of their shares of the Company's common stock, subject to adjustment based
on the issuance of any shares of common stock by the Company prior to closing
(or an aggregate of 8,500,000 shares of Delta common stock in the aggregate). In
the merger, the 6,700,000 shares of Delta common stock currently owned by the
Company will be cancelled. The Merger is designed to be a tax-free exchange for
shareholders of both Delta and the Company. The boards of directors of the
Company and Delta have approved the Merger.

         The closing of the merger is subject to approval of the Merger
Agreement by the holders of a majority of the shares of the Company's
outstanding common stock, regulatory agencies, legal opinions and other
customary closing conditions set forth in the Merger Agreement.

         The Merger Agreement contains certain termination rights for both Delta
and Castle, and further provides that, upon termination of the Merger Agreement
under specified circumstances, each party may be required to pay the other a
termination fee of $5,000,000 or reimburse the other party up to $1,000,000 in
fees and expenses of actually incurred relating to the transaction contemplated
by the Merger Agreement.

         Concurrently with the execution of the Merger Agreement and in order to
induce Delta to enter into the Merger Agreement, certain of the Company's
officers and all of its directors and the estate and family of the Company's
founder and former Chief Executive Officer, Joseph L. Castle II, have agreed to
enter into voting agreements with Delta pursuant to which they agree, among
other things, to vote all shares of the Company's common stock held by them in
favor of the adoption of the Merger Agreement and the other transactions
contemplated by the Merger Agreement.

         In May 2002, the Company sold all of its oil and gas properties to
Delta for $15,478,000 and 9,566,000 shares of Delta's common stock, valued at
$26,952,000 for purposes of generally accepted accounting principles. As a
result of the sale, the Company then owned approximately 44% of Delta and three
of the Company's directors were also directors of Delta, which then had seven
directors.

         In March 2004, the Company acquired interests in 138 western
Pennsylvania gas wells from Delta. The Company previously owned most of these
properties through May 31, 2002 when it sold all of its United States oil and
gas properties to Delta (see above). The purchase price paid by the Company was
$8,121,000. At the time of the purchase, the Company owned approximately 25% of
Delta.

         By November 8, 2005, the date of the merger agreement, the Company had
reduced its holdings of Delta's stock to 6,700,000 shares (approximately 14%)
and its representation on Delta's board to one of nine directors.



                                       -2-


         The foregoing description of the Merger Agreement and the Voting
Agreement does not purport to be complete and is qualified in its entirety by
reference to the Merger Agreement and Voting Agreement.

Additional Information and Where to Find It
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         The Company will file a preliminary proxy statement and a definitive
proxy statement in connection with the proposed Merger with the Securities and
Exchange Commission (the "SEC"). The proxy statement will be mailed to the
stockholders of the Company. STOCKHOLDERS OF THE COMPANY ARE URGED TO READ THE
PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE
THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE MERGER AND THE COMPANY.
Investors and security holders may obtain free copies of these documents (when
they are available) and other documents filed with the SEC at the SEC's web site
at www.sec.gov.

ITEM 7.01. REGULATION FD DISCLOSURE.

         On November 8, 2005, the Company issued a press release regarding the
execution of the Merger Agreement. The press release is filed as an exhibit to
this Current Report on Form 8-K and is incorporated herein by reference.

         The information in this Item 7.01 of this current report and in the
accompanying Exhibit 99.1 shall not be deemed to be "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the
Securities Act of 1933, as amended. The information contained in this Item 7.01
of current report and in the accompanying exhibit 99.1 shall not be incorporated
by reference into any filing with the Securities Exchange Commission made by the
Company, whether made before or after the date hereof, regardless of any general
incorporation language in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

         EXHIBIT:

         Exhibit 99.1   Press Release issued November 8, 2005





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                                    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.

                                                 CASTLE ENERGY CORPORATION


Date: November 10, 2005                          By: /s/ RICHARD E. STAEDTLER
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                                                        Richard E. Staedtler
                                                        Chief Executive Officer

EX-99

                                                                    Exhibit 99.1






                 Immediate                             Richard E. Staedtler
                                                       Castle Energy Corporation
                                                       (610) 992-9900


                    CASTLE ENERGY AGREES TO MERGE INTO DELTA


         King of Prussia, PA, November 8, 2005 -- Castle Energy Corporation(1)
(Nasdaq: CECX) (the "Company") announced today that it had entered into a merger
agreement with Delta Petroleum Corporation (Nasdaq: DPTR) ("Delta").

         Pursuant to the Merger Agreement the Company will merge into a
subsidiary of Delta, Delta will be the surviving Company and the Company's
shareholders will receive 8,500,000 shares of Delta's common stock for their
shares of the Company's common stock (7,305,360 shares diluted). Since the
Company already owns 6,700,000 shares of Delta, the merger entails Delta
effectively issuing an additional 1,800,000 shares. This represents an exchange
ratio of approximately 1.164 shares of Delta for each share of the Company's
stock. The merger is designed to be a tax-free exchange for shareholders of both
Delta and the Company. In addition, the Company's officers and directors and the
estate and family of the Company's founder, Joseph L. Castle II, have agreed to
vote in favor of the merger.

         The closing of the merger is subject to approval by the Company's
shareholders, regulatory agencies, legal opinions and other terms and
conditions. Both the Company and Delta face a stipulated penalty of up to
$5,000,000 for voluntarily terminating the merger. The target date for
consummation of the merger is February 28, 2006, although circumstances and
procedures may delay or accelerate that date.

         Mr. Sidney F. Wentz, Chairman of the Company's Board of Directors,
indicated that a merger with Delta was the most favorable of the alternatives
available to the Company. Mr. Wentz also stated that the merger was not possible
until the Company had settled its litigation with Chevron, which it settled for
$5,750,000 in September 2005.

         Mr. Richard E. Staedtler, Chief Executive Officer, reiterated the
Castle directors' opinion that the Company was not of sufficient size to remain
a public company given the costs of regulatory compliance and the decreasing
probability that the Company could significantly increase its size by buying oil
and gas reserves on favorable terms in the current high-price energy
environment.

         This material is not a substitute for the prospectus/proxy statement
that Delta and Castle will file with the Securities and Exchange Commission
("SEC"). Investors are urged to read the prospectus/proxy statement which will
contain important information, including detailed risk factors, when it becomes
available. The prospectus/proxy statement and other documents which will be
filed with the Securities and Exchange Commission will be available free of
charge at the SEC's website, www.sec.gov, or by directing a request when such a
filing is made to the Company.

         Forward-looking statements in this announcement are made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Investors are cautioned that all forward-looking statements involve risks
and uncertainty, including without limitation, litigation risks, tax risks,
risks related to the public market for the Company's stock, as well as general
business risks. Please refer to the Company's Securities and Exchange Commission
filings for additional information.


(1) Castle Energy Corporation is not affiliated with Castle Oil Corporation.