8-K

                                  UNITED STATES
                       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

                               September 14, 2005
                Date of Report (Date of earliest event reported)

                          ABRAXAS PETROLEUM CORPORATION
             (Exact name of registrant as specified in its charter)

   Nevada                            0-19118                      74-2584033
 (State or other jurisdiction of   (Commission                  (IRS Employer
  incorporation)                   File Number)              Identification No.)


                        500 N. Loop 1604 East, Suite 100
                            San Antonio, Texas 78232
                                 (210) 490-4788

   (Address of principal executive offices and Registrant's telephone number,
                              including area code)

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)

[ ] 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))






Item 7.01 Regulation FD Disclosure

     The  information  in this  Report  (including  Exhibit  99.1) is  furnished
pursuant to Item 7.01 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 the 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.

     On September  14,  2005,  Abraxas  Petroleum  Corporation  (the  "Company")
announced in a press release an expanded  capital spending budget of $32 million
for 2005 and provides operational update.

Item 9.01 Financial Statements and Exhibits

         (c)      Exhibits

                  99.1     Press  Release  dated  September  14,  2005  "Abraxas
                           Announces  Expanded  Capital Spending Budget for 2005
                           of $32 million and Provides Operational Update"



                                   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.

                               Abraxas Petroleum Corporation

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

Dated:  September 14, 2005

EX-99

                                                                    Exhibit 99.1


                          Abraxas Petroleum Corporation
                       500 N. Loop 1604 East, Suite 100,
                            San Antonio, Texas 78232
                 P.O. Box 701007, San Antonio, Texas 78270-1007
                Office: 210.490.4788 Exec/Acctg Fax: 210.490.8816

                                  NEWS RELEASE

           Abraxas Announces Expanded Capital Spending Budget for 2005
                         and Provides Operational Update

SAN ANTONIO (Sept. 14, 2005) - Abraxas  Petroleum  Corporation  (AMEX:ABP) today
announced that the Board of Directors  approved an expanded capital  expenditure
budget of $32 million for 2005 and provided an operational update.

The $10 million  increase  over the initial  capital  expenditure  budget of $22
million will be allocated  predominantly  to Wyoming and the Oates SW Field area
in West  Texas and will be funded  out of cash flow and  availability  under our
credit facility.

Recently announced  operational  results have positively  impacted our total net
production,  which currently  exceeds 21.5 MMcfepd and represents a 41% increase
over 2nd quarter average.

In the Oates SW Field  area,  the La  Escalera  #2 is  cleaning  up after a frac
treatment,  following  delays  in  obtaining  service  equipment.  In  addition,
re-entry  operations have commenced on an initial  Woodford test on the recently
acquired Hudgins Ranch.

In Brooks Draw,  Wyoming,  the Red Tail Hawk #1, reached a total depth of 9,130'
and  production  casing  was set  after  encountering  encouraging  oil shows in
multiple  zones.  The Prairie Falcon #2 and the Red Tail Hawk #1 currently await
completion equipment. The Bald Eagle #1 is drilling below 5,800'. Abraxas owns a
100% working interest in all five of the abovementioned wells.

"We are extremely pleased that our current net production  exceeds our exit rate
guidance for the year, and we have several wells currently awaiting  completion.
Even though we continue to find  ourselves in a tightening  environment in terms
of available rigs and related  services,  we are optimistic about our ability to
achieve  our  expanded  $32  million  capital   program.   As  these  wells  are
successfully  completed,  we anticipate a continually growing production profile
throughout 2005 and into 2006", commented Bob Watson, President and CEO.

In connection with the  appointment of Paul A. Powell,  Jr. to Abraxas' Board of
Directors,  45,000  options have been awarded to Mr.  Powell at a price of $4.59
per share.

Abraxas Petroleum  Corporation is a San Antonio-based  crude oil and natural gas
exploitation and production company with operations in Texas and Wyoming.

Safe Harbor for forward-looking  statements:  Statements in this release looking
forward in time involve  known and unknown  risks and  uncertainties,  which may
cause Abraxas' actual results in future periods to be materially  different from
any future performance  suggested in this release. Such factors may include, but
may not be necessarily limited to, changes in the prices received by Abraxas for
crude oil and natural  gas. In addition,  Abraxas'  future crude oil and natural
gas  production is highly  dependent upon Abraxas' level of success in acquiring
or finding additional reserves.  Further, Abraxas operates in an industry sector
where the  value of  securities  is highly  volatile  and may be  influenced  by
economic  and  other  factors  beyond  Abraxas'  control.   In  the  context  of
forward-looking  information provided for in this release,  reference is made to
the discussion of risk factors  detailed in Abraxas'  filing with the Securities
and Exchange Commission during the past 12 months.


FOR MORE INFORMATION CONTACT:
Barbara M. Stuckey/Director of Corporate Development
Direct Telephone 210.757.9835
Main Telephone 210.490.4788
bstuckey@abraxaspetroleum.com
www.abraxaspetroleum.com