8-K

                                  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
                                  June 18, 2004


                          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 9. REGULATION FD DISCLOSURE

     The  information  in this  Report  (including  Exhibit  99.1) is  furnished
pursuant to Item 9 and shall not be deemed "filed" for purposes of Section 18 of
the  Securities  Exchange Act of 1934, as amended,  or otherwise  subject to the
liabilities of that Section.  The  information in this Report will not be deemed
an admission as to the materiality of any  information  required to be disclosed
solely to satisfy the requirements of Regulation FD.


The following exhibits are filed as part of this report:

NUMBER                                            DOCUMENT

99.1                                          Press release dated June 17, 2004





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: /s/Chris Williford
                                     ------------------------------
                                      Chris Williford
                                      Executive Vice President, Chief Financial
                                      Officer and Treasurer


Dated:    June 18, 2004

EX-99

                                                                    Exhibit 99.1


                                  NEWS RELEASE

            ABRAXAS PETROLEUM AMENDS AND EXTENDS CONSENT SOLICITATION

SAN ANTONIO, TX (June 17, 2004) - Abraxas Petroleum Corporation (AMEX:ABP) today
announced  that it has amended and extended the consent  solicitation  ("Consent
Solicitation")   relating  to  certain   proposed   amendments   (the  "Proposed
Amendments")  to the  indenture  pursuant to which its 11 1/2% Secured Notes due
May of 2007, Series A and Series B ("Notes"), were issued.

As amended, the consent payment has been increased from $10 per $1,000 principal
amount of notes to $15 per $1,000  principal  amount of notes up to an aggregate
amount of approximately  $841,000.  As extended,  the consent  solicitation will
expire at 5:00 p.m.,  New York City time,  on June 18, 2004,  unless the Consent
Solicitation is further extended.

The adoption of the Proposed  Amendment is  conditioned  on delivery of consents
from holders of at least a majority of the  principal  amount of the Notes.  The
adoption of the Proposed  Amendment is also subject to certain other conditions,
which are described in Abraxas'  Consent  Solicitation  Statement  dated June 3,
2004. This announcement is not an offer to purchase,  a solicitation of an offer
to purchase,  or a solicitation of consent with respect to any  securities.  The
Consent  Solicitation  is being made  solely by means of a Consent  Solicitation
Statement dated June 3, 2004. Except as otherwise described above, all terms and
conditions of the Consent Solicitation are unchanged.

Guggenheim  Capital Markets,  LLC is serving as Solicitation Agent in connection
with the  Consent  Solicitation.  Questions  regarding  the terms of the Consent
Solicitation may be directed to the Solicitation  Agent at 212-381-7500.  Global
Bondholder  Services  Corporation is serving as Tabulation Agent and Information
Agent in  connection  with the Consent  Solicitation.  Questions  regarding  the
delivery  procedures for the consents and requests for additional  copies of the
Consent  Solicitation  Statement  or related  documents  may be  directed to the
Information Agent at 212-430-3774.

Abraxas Petroleum  Corporation is a San Antonio-based  crude oil and natural gas
exploitation and production company that also processes natural gas. The Company
operates in Texas, Wyoming and western Canada.


FOR MORE INFORMATION CONTACT:
Janice Herndon/Manager Corp. Communications
Telephone 210.490.4788
jherndon@abraxaspetroleum.com
www.abraxaspetroleum.com