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
                                February 24, 2003


                          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

See attached Press Release



The following exhibits are filed as part of this report:

NUMBER                                    DOCUMENT

99.1                                     Press release dated February 24, 2003





                                   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:    February 24, 2003






                                                               Exhibit 99.1

                                  NEWS RELEASE

              ABRAXAS' BOARD APPROVES 2003 CAPITAL-SPENDING BUDGET,
                  HEDGING AGREEMENTS, AND DIRECTOR RESIGNATION

     SAN  ANTONIO,  TX  (February  24,  2003) -  Abraxas  Petroleum  Corporation
("Abraxas")  (AMEX:ABP) announced its Board of Director s approved the following
at a regularly scheduled meeting last week:

     o   The  Company's  execution  of  two  different  derivative   instruments
         associated with natural gas  production.  In the first  agreement,  the
         Company  entered  into a zero cost collar  related to 5,000 MMcf of gas
         per day with a floor  price of $4.50  and a  ceiling  of $6.25  per MCF
         through  July,  2003.  The second  agreement,  for a similar  volume of
         natural gas,  provides only a floor price of $4.50 per MCF, with no cap
         on the ceiling price, through February 2004.

     o   A capital-spending budget for 2003 of $15 million. Of this amount, $6.4
         million is  allocated  to U.S.  projects and $8.6 million is related to
         projects associated with the Company's Canadian  subsidiary,  Grey Wolf
         Exploration.  The Company  plans to  participate  in the drilling of 20
         gross (6.8 net) wells, of which 6 gross (5.4 net) will be operated.

     o   The acceptance of the  resignation of Fred Pevow,  Director,  effective
         immediately.  A  nominating  committee  has been  formed  to  appoint a
         replacement.

     CEO Bob Watson commented,  "With the successful  completion of our Canadian
asset sales and recent Tender Offer, we are now in a position to continue to add
value to our undeveloped  assets.  Our announced  capital spending budget should
allow for growth in  production  and reserves for 2003 and the recently  engaged
hedges allow us to meet all our obligations  under the debt facilities  recently
put in place. The approved capital budget of $15 million should allow us to exit
2003  with  daily  production  between  20  and 25  million  cubic  feet  of gas
equivalents  compared to January 2003 production of  approximately  19.3 million
cubic feet of gas equivalents per day. At current strip gas prices,  the Company
should  generate  significant  excess  cash flow  which will be used to pay down
debt."

     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.

     Safe  Harbor for  forward-looking  statement:  Statements  in this  release
looking forward in time involve known and unknown risks and uncertainties, which
may cause the  Company's  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 the  Company  for crude  oil and  natural  gas.  In  addition,  the
Company's  future crude oil and natural gas production is highly  dependent upon
the  Company's  level of success in  acquiring or finding  additional  reserves.
Further,  the  Company  operates  in an  industry  sector  where  the  value  of
securities  is highly  volatile  and may be  influenced  by  economic  and other
factors  beyond  the  Company's  control.  In  the  context  of  forward-looking
information provided for in this release, reference is made to the discussion of
risk factors  detailed in the Company's  filing with the Securities and Exchange
Commission during the past 12 months.

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