UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION



                             Washington, D.C. 20549



                                   F O R M 8-K

                                 CURRENT REPORT

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



                                 Date of Report
                                 August 22, 2000



                          Abraxas Petroleum Corporation
             (Exact name of registrant as specified in its charter)


                                     Nevada
                 (State of other jurisdiction of incorporation)





0-19118                                              74-2584033
(Commission File Number)               (I.R.S. Employer Identification Number)




                        500 N. Loop 1604 East, Suite 100
                            San Antonio, Texas 78232
                    (Address of principal executive offices)

                         Registrant's telephone number,
                              including area code:
                                  210-490-4788






Item 4. Change in Registrant's Certifying Accountant.

         On  August  17,  2000,  the Board of  Directors  of  Abraxas  Petroleum
Corporation  (the  "Company"),  engaged the accounting firm of Deloitte & Touche
LLP as the Company's certifying accountant for the year ended December 31, 2000.
The  decision to approve the  dismissal of Ernst & Young LLP and  engagement  of
Deloitte  & Touche  LLP was  approved  by the  Audit  Committee  of the Board of
Directors  and the  Board of  Directors  of the  Company.  Ernst & Young LLP was
notified of their dismissal on August 18, 2000.

         The reports of Ernst & Young LLP on the Company's financial  statements
for the two fiscal  years ended  December  31, 1998 and 1999 did not contain any
adverse  opinion or  disclaimer of opinion and were not qualified or modified as
to uncertainty, audit scope or accounting principles.

         In connection with the audits of the Company's financial statements for
each of the two  fiscal  years  ended  December  31,  1998 and 1999,  and in the
subsequent  interim periods through August 18, 2000, there were no disagreements
with  Ernst & Young  LLP on any  matters  of  accounting  principles,  financial
statement disclosure or audit scope and procedures which, if not resolved to the
satisfaction  of Ernst & Young LLP, would have caused the firm to make reference
to the matter in their report.

         The  Company  has  requested  Ernst & Young  LLP to  furnish  a  letter
addressed to the Commission stating whether it agrees with the above statements.
A copy of the letter is attached as Exhibit 16 to this report.


Item 7. Financial Statements and Exhibits

         (c) Exhibits

                 16.1     Letter  from  Ernst  &  Young  LLP to  Securities  and
                          Exchange  Commission   regarding  agreement  with  the
                          statements  made by  registrant  under  Item 4 of this
                          Form 8-K.







                                   SIGNATURES


         Pursuant to the requirement 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.

                          ABRAXAS PETROLEUM CORPORATION



                             By:      ___________________________________
                                      Chris Williford
                                      Executive Vice President, Chief Financial
                                      Officer and Treasurer


Dated:    August 22, 2000




                                                                   Exhibit 16.1


August 22, 2000


Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC  20549

Gentlemen:

We have read item 4 of Form 8-K dated  August 22,  2000,  of  Abraxas  Petroleum
Corporation and are in agreement with the statements  contained in, (i) the last
sentence  of the  first  paragraph,  and  (ii)  the  second,  third  and  fourth
paragraphs.  We have no basis to agree or disagree  with the  statements  of the
registrant contained in the first two sentences of the first paragraph.





                                                              Ernst & Young LLP