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

April 23, 2007

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 incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

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 Company’s CEO, Robert L.G. Watson, will be presenting at. the IPAA Oil & Gas Investment Symposium in New York, NY on April 23-25, 2007. Attached as Exhibit 99.1 are materials that Mr. Watson will present at the IPAA Symposium.

The information in this Report (including Exhibit 99.1and 99.2) 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.

Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

99.1 Slide presentation

99.2 News Release

2

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 E. Williford

Chris E. Williford

Executive Vice President, Chief Financial

Officer and Treasurer

Dated: April 23, 2007

3

EX-99

ABRAXAS PETROLEUM CORPORATION

www.abraxaspetroleum.com

Exhibit 99.2

NEWS RELEASE

Abraxas to Present at IPAA Oil & Gas Investment Symposium in New York

SAN ANTONIO (April 23, 2007) – Abraxas Petroleum Corporation (AMEX:ABP) is scheduled to present at the Independent Petroleum Association of America’s (“IPAA”) Oil & Gas Investment Symposium to be held April 23-25, 2007 at the Sheraton New York Hotel & Towers in New York, NY.

The presentation is scheduled to begin at 3:45 p.m. Eastern Time on Monday, April 23, 2007. The live audio webcast with the corresponding PowerPoint presentation will be available at http://www.investorcalendar.com/CEPage.asp?ID=115757 on the Company’s web site, http://www.abraxaspetroleum.com, under Investor Relations. The webcast including the slide presentation will be archived on the Company’s web site for 60 days.

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 natural gas and crude oil. In addition, Abraxas’ future natural gas and crude oil 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’ filings 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

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

EX-99

EXHIBIT 99.1

8-K Robert L.G. Watson will be presenting at the IPAA Oil & Gas Investment Symposium in New York on April 23-25, 2007

Slide 1: Abraxas Petroleum Corporation

IPAA OGIS NEW YORK, April 23, 2007

The information presented herein may contain predictions, estimates and other forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although the Company believes that its expectations are based on reasonable assumptions, it can give no assurance that its goals will be achieved. Important factors that could cause actual results to differ materially from those included in the forward-looking statements include the timing and extent of changes in commodity prices for oil and gas, the need to develop and replace reserves, environmental risks, competition, government regulation and the ability of the Company to meet its stated business goals.

Picture: Pencil drawing of a drilling rig in an oil field

Slide 2: Company Overview

Abraxas Petroleum Corporation

• AMEX: ABP

o Market capitalization ~ $128 million

o Enterprise value ~ $256 million

• Options: CBOE and PCX

• Fully diluted shares outstanding ~ 44 million

• Ownership: ~ 13% insider

                                                     ~ 29% institutional

• Average trading volume (3 mos): ~ 200,000 shares per day

Slide 3: Consolidated Asset Base

Quality assets

• High ownership interests (79% WI)

• Operational control (95%)

• High producing rates per well

• Large acreage positions

• Substantial upside

Natural gas (> 80%)

• Operations in Texas and Wyoming

• > 10 year inventory of projects on existing leasehold

• Proved RLI: > 15 years

Bar & line chart from 1977 through 2006 detailing long-term debt, market cap and proved reserves at December 31^st of each year, with a notation of acquisitions: <$0.65 / Mcfe in the mid-1990’s.

Slide 4:Proved Reserve Valuation

Peer Group Analysis

21 peer group mean (1):

Enterprise Value (EV) / Net Proved Reserves = $3.83 / Mcfe

ABP:

Net Proved Reserves 99 Bcfe

EV / Net Proved Reserves $3.83 / Mcfe

Implied ABP EV $379 million

less debt $128 million

Implied Market Cap $251 million

Fully Diluted Shares Outstanding 44 million (2)

Implied Price per Share $5.70

Current ABP $3.00

% undervalued compared - 89%

to our peer group

(1) AEZ, ARD, BEXP, CPE, CRZO, CWEI, MCF, DPTR, DBLE, EPEX, GSX, GMXR, GDP, TMR, NGAS, PLLL, PETD, HAWK, PQ, TXCO, WRES, excludes EV/NPR in excess of $10/Mcfe

(2) Treasury method

Slide 5: Upside Potential

	Number of potential / identified projects (1)	Potential Bcfe (2)	$0.50 per Mcfe ($MM)	$1.00 per Mcfe ($MM)	$1.50 per Mcfe ($MM)
Probable & Possible (3)	84	78	$ 39	$ 78	$ 117
Woodford Shale Play	185	555	$ 277	$ 555	$ 832
Mowry Shale Oil Play	300	600	$ 300	$ 600	$ 900
Exploratory Wilcox Plays	15	37	$ 19	$ 37	$ 56
Total	584	1,270	$ 635	$ 1,270	$ 1,905
Upside Potential Value per Share			$ 14	$ 29	$ 43

(1) Woodford Shale on 80 acre spacing and Mowry Shale on 160 acre spacing

(2) Capital required $1.8 billion – volumes and resultant values are mid-point of range

(3) Net of reserves in specific plays

Slide 6:Production / Reserves

Proved Reserves – 99 Bcfe (1)

Net Production – 21 MMcfepd (2)

Pie chart = Wyoming 2%, South Texas 31%, West Texas 67%

3P Reserves – 298 Bcfe (3)

Pie chart = Wyoming 3%, South Texas 13%, West Texas 84%

(1) as of 12/31/06

(2) FY 2006 E

(3) As of 12/31/06, 2P & 3P as of 12/31/05

Slide 7: Acreage / Projects

Net Undeveloped Acres ~ 64,300 (1)

Pie chart = Wyoming 67%, South Texas 5%, West Texas 28%

233 3P Projects (2) plus, numerous incremental projects

Pie chart = Wyoming 12%, South Texas 13%, West Texas 75%

(1) as of 12/31/06, includes mineral interest

(2) as of 12/31/06, 2P & 3P as of 12/31/05

Slide 8: Operational Goals

Increase Shareholder Value

through...

Drill Bit Growth targeting Conventional Reservoirs & emerging Resource Plays

Reserve Ratio Improvement by converting proved undeveloped (and probable / possible) reserves to the proved developed category

Slide 9: Reserve Ratio Improvement

2006 CapEx

Pie chart = PUD 26%, Probable 12%, Possible 23%, Incremental 3%, Land / G&G 7%, Maintenance 29%

2007 CapEx

Pie chart = PUD 40%, Probable 11%, Possible 14%, Incremental 21%, Land / G&G 9%, Maintenance 5%

Slide 10: Production Growth

...100% through the drill bit

Bar chart of MMcfepd production for 2005 and 2006, by area, with a notation for the Three Rivers Divestiture and 28% (1) increase

(1) 26% excluding Three Rivers Divestiture

Slide 11: Areas of Operations

Wyoming – Powder River Basin – Converse & Niobrara Counties

West Texas – Delaware Basin – Pecos, Reeves & Ward Counties

- Eastern Shelf – Coke, Dawson, Howard, Martin, Mitchell & Scurry Counties

South Texas – Gulf Coast Basin – DeWitt, Goliad, Lavaca & San Patricio Counties

Map of the United States highlighting Wyoming and Texas

Slide 12: Conventional Reservoirs

Map of Texas highlighting certain counties in Texas

Developing Existing Proved Reserves

Projects for 2007 and beyond...”the low hanging fruit”

IRA

Clearfork / Strawn Reef / Spraberry

Delaware

Atoka-Wolfcamp / Mississippian /

Devonian / Montoya / Ellenburger

Cherry Canyon

Cherry & Bell Canyon

Oates SW

Devonian

Edwards

Edwards / Wilcox

Wilcox

Wilcox / Reklaw / Mackhank

Portilla

Frio / Vicksburg

Slide 13: Conventional & Resource

Map of Texas highlighting Pecos County in West Texas

38 sq. miles of proprietary 3-D, plus > 40 sq. miles from offset operators

~15,000 acres

Focus – Conventional Reservoir

DEVONIAN

4 wells producing – 1 awaiting completion

2007 – currently drilling

Hudgins 34-2H: Devonian - <1.0 MMcfepd

La Escalera 1AH: Devonian - ~ 6.0 MMcfepd

Hudgins 37-1H: Devonian – on-line – needs fracture stimulation

Elsinore Cattle 56: Devonian - ~0.2 MMcfepd

Manzanita 1H: 2007 Devonian Currently drilling

Secondary – Resource Play

WOODFORD SHALE

Woodford – 1 well producing

Hudgins 11-1: Woodford – producing small amount of dry gas

La Escalera 5-1: Lower Wolfcamp – not commercial

Lease map of Oates SW Field area with well locations, outline of 3-D seismic surveys, current activity and available wellbores.

Slide 14: Delaware Basin Shale Play

Map of Texas highlighting Pecos County in West Texas with well locations and acreage positions depicted

Reliance / CHK / PXD – 3-D seismic & data swap

PXD (1 drilling & 1 permitted)

CHK 50% / Petro-Hunt 50% ~100,000 acres – 3-D seismic swap

Petro-Hunt (1 flowing gas & 2 permitted)

ABP: Oates SW Field

~15,000 acres

(gained valuable reservoir knowledge & producing small amount of dry gas)

Slide 15: Gas Shale Play Comparison

Map of Texas highlighting Delaware Basin Shale & Ft. Worth Barnett Shale

Delaware Basin Shale Players:

ABP, COP, CHK, CRZO, CWEI, DVN, ECA, EOG, FST, KWK, PPP, PXD, RRC, SWN, XTO, Reliance and Petro-Hunt

Barnett Shale Players:

BEXP, COP, CHK, CRZO, DNR, DVN, ECA, EOG, IFNY, KWK, PPPL, RRC, XTO

 

Sources:

⁽¹⁾ Natexis Bleichroeder Inc., CHK and internal estimates

⁽²⁾ Pickering Energy Partners

Slide 16: Mowry Shale Oil Play

Map of Wyoming highlighting certain counties in east central Wyoming & detailed map of Converse & Niobrara Counties, Wyoming with well locations, 3-D seismic survey and acreage positions depicted.

Brooks Draw

~50,000 acres (1)

23 sq. miles proprietary 3-D seismic survey

Converse & Niobrara Counties, Wyoming

ABP: Brooks Draw 10 wells (5 horizontal / 5 vertical)

3 vertical wells producing from Mowry (commingled with other zones)

2007 Plans

Permitting several wells (full-scale technical evaluation of our acreage)

AEZ/BEXP: Krejci

Horizontal Mowry Shale ~15 miles to the SE of Brooks Draw

1^st well: ~150 BOPD

2^nd well: completing

3^rd well: drilling

2007 Plans – Continuous drilling program

(1) Gross acres (>92% MI), 12,000 HBP

Slide 17: Oil Shale Play Comparison

Map of Wyoming, Montana and North Dakota highlighting Mowry Shale & Bakken Shale

Mowry Shale Players:

ABP, AEZ, BEXP

Bakken Shale Players:

BBG, BEXP, COP, EOG, MRO, SM, WLL and several privately-held companies

Mowry Shale (1)		Bakken Shale (2)
Lower Cretaceous	Geologic age	Upper Devonian / Lower Mississippian
Siliceous silty shale	Reservoir Rock	Dolomitic siltstone
7,500’ – 10,000’	Depth (feet)	10,000’ - 11,000’
110’ - 175’	Thickness (feet)	10’ - 50’
150 – 500	Potential EUR (MBOE) per well	200 - 500
160	Well spacing (acres)	640
2.0 – 3.0	Average well cost ($MM)	3.0 – 4.5

Sources:

⁽¹⁾ AEZ/BEXP, Powder River Energy Partners, R.P. Nixon paper and internal estimates

⁽²⁾ EOG, BEXP, OG Journal, Landmark, F.F. Meissner paper

Slide 18: Exploratory Plays

Map of Texas highlighting Bee, Karnes and Live Oak Counties

Potentially High Impact

Targeting the Wilcox Formation

Janssen Prospect, Karnes County

Goebel Prospect, Live Oak County

Plummer & Tuleta Prospects, Bee County

Slide 19: Capture the Upside

Increase shareholder value

Continue to improve balance sheet

Maintain financial flexibility and liquidity

Prioritize large opportunity set of projects

Line chart of ABP share price and NYMEX gas from January 2005 to current

Slide 20:2007 Budget

Capital Expenditure Budget ($MM) 27-44

Slide 21: Summary

Niche exploitation and production company

High quality assets with substantial upside

Goals:

• Increase Shareholder Value

• Drill Bit Growth / Reserve Ratio Improvement

Slide 22: www.abraxaspetroleum.com

Picture: Hudgins Ranch, Delaware Basin, West Texas