8-K

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                  SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

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                               Form 8-K
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                            CURRENT REPORT
                  PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

  Date of Report (Date of earliest event reported): January 18, 2007

                        GIANT INDUSTRIES, INC.
      (Exact name of registrant as specified in its charter)


         Delaware                 1-10398             86-0642718
(State of jurisdiction of    (Commission File)      (IRS Employer
      incorporation)              Number)         Identification No.


     23733 North Scottsdale Road
          Scottsdale, Arizona                         85255
(Address of principal executive offices)            (Zip Code)


           Registrant's telephone number, including area code
                            (480) 585-8888

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)

[X] 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))

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ITEM 8.01.  OTHER EVENT

    On January 18, 2007, the Registrant issued a press release relating
to the pending acquisition of the Registrant by Western Refining, Inc.  A
copy of the press release is attached hereto as Exhibit 99.1 and is
incorporated
herein by reference.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

    (c)  Exhibits

         99.1  Press Release, dated January 18, 2007, issued by Giant
Industries, Inc.




                            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 thereunto duly authorized.


                                By: /s/ MARK B. COX
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                                   MARK B. COX
                                   Executive Vice President,
                                   Chief Financial Officer
                                   (Principal Financial Officer)

Date: January 19, 2007




                       INDEX TO EXHIBITS


Exhibit
Number        Description
- -------       ------------------------------------------------------
 99.1         Press Release, dated as of January 18, 2007, issued by
              Giant Industries, Inc.

EX-99

                                                             EXHIBIT 99.1
GIANT INDUSTRIES, INC.
NEWS RELEASE

Contact: Mark B. Cox
         Executive Vice President, Treasurer, & Chief Financial Officer
         Giant Industries, Inc.
         (480) 585-8888

FOR IMMEDIATE RELEASE

January 18, 2007


GIANT ANNOUNCES MEETING DATE TO VOTE ON ACQUISITION BY WESTERN REFINING

Scottsdale, Arizona, January 18, 2007 - Giant Industries, Inc. [NYSE: GI]
announced today that the company has scheduled a Special Meeting of
Stockholders for February 27, 2007.  At the meeting, stockholders of record
on January 26, 2007, will be entitled to vote on the pending acquisition by
Western Refining, Inc. [NYSE: WNR] of all of the outstanding shares of
Giant for $77.00 in cash pursuant to the previously announced merger
transaction.

The transaction is currently expected to close in the first quarter of 2007
and is not subject to any financing conditions.  The closing of the
transaction is subject to approval by Giant stockholders and the
satisfaction of other closing conditions, including the expiration or
termination of the applicable waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act.  As previously announced on October 10, 2006,
Giant and Western received a request for additional information from the
Federal Trade Commission in connection with the transaction.  Requests for
additional information are not unusual in connection with refinery
transactions.  Both Giant and Western responded to the request in December
and discussions regarding the transaction are ongoing with the Federal
Trade Commission.

ABOUT GIANT INDUSTRIES

Giant Industries, Inc., headquartered in Scottsdale, Arizona, is a refiner
and marketer of petroleum products.  Giant owns and operates one Virginia
and two New Mexico crude oil refineries, a crude oil gathering pipeline
system based in Farmington, New Mexico, which services the New Mexico
refineries, finished products distribution terminals in Albuquerque, New
Mexico, and Flagstaff, Arizona, a fleet of crude oil and finished product
truck transports, and a chain of retail service station/convenience stores
in New Mexico, Colorado and Arizona.  Giant is also the parent company of
Phoenix Fuel Co., Inc., Dial Oil Co., and Empire Oil Co., all of which are
wholesale petroleum products distributors.

CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements.  The forward-
looking statements contained herein include statements about the
consummation of the proposed merger.  These statements are subject to
inherent risks regarding the satisfaction of the conditions to the closing
of the merger, including approvals under the antitrust laws, and the timing
of the closing if it occurs.  In addition, Giant's business and operations
involve numerous risks and uncertainties, many of which are beyond Giant's
control, which could result in Giant's expectations not being realized or
otherwise materially affect Giant's financial condition, results of
operations and cash flows. Additional information relating to the
uncertainties affecting Giant's business is contained in its filings with
the Securities and Exchange Commission.  The forward-looking statements
speak only as of the date made, and Giant does not undertake any obligation
to (and expressly disclaims any obligation to) update any forward looking
statements to reflect events or circumstances after the date such
statements were made, or to reflect the occurrence of unanticipated events.

ADDITIONAL INFORMATION ABOUT THIS TRANSACTION

This press release may be deemed to be soliciting material relating to the
proposed merger transaction between Western and Giant.  In connection with
the proposed merger, Giant has filed a preliminary proxy statement with the
SEC and expects to file a definitive proxy statement with the SEC.
Investors and security holders of Giant are advised to read the definitive
proxy statement and any other relevant documents filed with the SEC when
they become available because those documents will contain important
information about the proposed merger.  The definitive proxy statement will
be mailed to stockholders of Giant.  Investors and security holders may
obtain a free copy of the definitive proxy statement when it becomes
available, and other documents filed by Giant with the SEC, at the SEC's
website at http://www.sec.gov. Copies of the definitive proxy statement,
when it becomes available, and Giant's other filings with the SEC may also
be obtained free of charge from Giant Industries, Inc., 23733 North
Scottsdale Road, Scottsdale, Arizona 85255, Attention: Investor Relations.

PARTICIPANTS IN THE SOLICITATION

Giant and its directors, executive officers and other members of its
management and employees may be deemed to be soliciting proxies from
Giant's stockholders in favor of the proposed merger.  Information
regarding Giant's directors and executive officers is available in Giant's
proxy statement for its 2006 annual meeting of stockholders, which was
filed with the SEC on March 1, 2006.  Additional information regarding the
interests of such potential participants will be included in the definitive
proxy statement and the other relevant documents filed with the SEC when
they become available.