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

                                January 27, 2006
                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 2.02 Results of Operations and Financial Conditions

         On January 27, 2006,  Abraxas  Petroleum  Corporation  (the  "Company")
announced in a press release its adoption of fair value method of accounting for
stock-based compensation under SFAS 123R.

         The information contained in Item 2.02 of this Current Report(including
Exhibit  99.1) is  furnished  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, and is not incorporated by reference
into any filing of the  company,  whether  made before or after the date of this
Current Report, regardless of any general incorporation language in the filing.


Item 9.01 Financial Statements and Exhibits

         (c)      Exhibits

                  99.1     Press   Release   dated  January  27,  2006  entitled
                           "Abraxas  Announces the Adoption of Fair Value Method
                           of Accounting For Stock-Based Compensation Under SFAS
                           123R."



                                   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:  January 27, 2006