8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC  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):  October 7, 2005

WESTERN GAS RESOURCES, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-10389	84-1127613
(State of Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1099 18th Street, Suite 1200, Denver, Colorado	80202
(Address of Principal Executive Offices)	(Zip Code)

(303) 452-5603

(Registrant’s telephone number, including area code)

N.A.

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

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):

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

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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

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

Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

(a)Direct Financial Obligation.

On October 7, 2005, Western Gas Resources, Inc. (“Western”) entered into a Commitment Increase Agreement with Bank of America, N.A. to increase the amount of aggregate commitments under its senior unsecured revolving credit facility by an additional $80 million to a total of $580 million.  All other terms and conditions of the senior unsecured revolving credit facility remain unmodified.

The foregoing summary is qualified in its entirety by reference to the agreement to which the summary relates.  The agreement is attached as an exhibit to this report on Form 8-K.

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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 hereunto duly authorized.

	WESTERN GAS RESOURCES, INC.
	(Registrant)
Date: October 10, 2005	By:	/s/ William J. Krysiak
		Name: William J. Krysiak
		Title: Executive Vice President and
		Chief Financial Officer

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EXHIBIT INDEX

Exhibit Number	Description
10.1	Commitment Increase Agreement, dated as of October 7, 2005, by and between Western Gas Resources, Inc. and Bank of America, N.A., as Lender.

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EX-10.1

Exhibit 10.1

COMMITMENT INCREASE AGREEMENT

THIS COMMITMENT INCREASE AGREEMENT (the “Agreement”) is made as of October 7, 2005 between Western Gas Resources, Inc. (the “Borrower”) and Bank of America, N.A., (the “Lender”).

W I T N E S S E T H

WHEREAS, the Borrower, the Administrative Agent, and the Lenders have entered into that certain Credit Agreement dated as of June 29, 2004 (as amended to the date hereof, the “Credit Amendment”);

WHEREAS, pursuant to Section 2.13 of the Credit Agreement, the Borrower has requested that the Aggregate Commitments be increased by $80,000,000 (the “Commitment Increase Amount”);

WHEREAS, Lender has agreed to increase its Commitment by the Commitment Increase Amount;

NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements contained in the Credit Agreement, the Lender hereby agrees as follows:

(a)Definitions.  Unless the context otherwise requires or unless otherwise expressly defined herein, the terms defined in the Credit Agreement shall have the same meanings whenever used in this Agreement.

(b)Increase in Commitment.  The Lender hereby increases its Commitment by $80,000,000 to $133,000,000.

(c)Loan Documents.  This Agreement is a Loan Document, and all provisions in the Credit Agreement pertaining to Loan Documents apply hereto.

IN WITNESS WHEREOF, this Agreement is executed as of the date first above written.

BANK OF AMERICA, N.A.
By:		/s/ Joseph F. Scott
				Name: Joseph F. Scott
				Title: Vice President
WESTERN GAS RESOURCES, INC.
By:	/s/ Vance Blalock
			Name: Vance Blalock
			Title: Vice President and Treasurer