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
                                  May 14, 2002



                          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 5.OTHER EVENTS

See attached Press Release











The following exhibits are filed as part of this report:

NUMBER                                                   DOCUMENT

99.1                                        Press release dated May 14, 2002





                                   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:      ___________________________________
                                  Chris Williford
                                  Executive Vice President, Chief Financial
                                  Officer and Treasurer


Dated:    May 14, 2002



                                                               Exhibit 99.1



                                  NEWS RELEASE


ABRAXAS REPORTS 2002 FIRST QUARTER FINANCIAL RESULTS
AND DRILLING SUCCESS IN WEST TEXAS

SAN ANTONIO, TX (May 14, 2002) - Abraxas Petroleum Corporation  (AMEX:ABP) today
reported  a first  quarter  of 2002  loss of $8.7  million  or $0.29  per  share
compared to net income of $0.3 million or $0.01 per share for the first  quarter
of 2001.  Improvements in General and  Administrative  ("G&A") expense and Lease
Operating  Expense ("LOE") at $1.7 million and $3.9 million  respectively in the
2002 quarter compared to $2.1 million and $4.9 million  respectively in the 2001
quarter  were  offset by  reduced  revenues.  Sharply  lower  commodity  prices,
compared to the first quarter of 2001,  combined  with asset sales,  resulted in
revenues  declining from $29.1 million in 2001 to $11.8 million in this quarter.
Capital  expenditures  for the first quarter of 2002 were $17.4 million of which
$12.5  million was for  development  of Canadian  assets under the Mirant Canada
facility.

In the United  States,  the third well in the  Montoya  Trend in west Texas went
online at an initial rate of 18-20 MMcfe per day  (2.5-2.8 net to the  Company's
interest) under the joint participation agreement with EOG Resources (NYSE:EOG).
The fourth well under this agreement is currently drilling.  The Company is also
reviewing   bids  on  its  previously   announced  U.S.   assets  sale  package.
Negotiations  are at various  stages and  closings  are  expected  in the second
quarter.

In Canada,  the Company  drilled 17 wells (12.1 net) with an 84% success rate in
our core areas of Peace  River Arch,  Caroline  and  Ladyfern  during the recent
winter  drilling  season,  which  is  expected  to  add  11-15  MMcfepd  of  net
production.  In  Ladyfern,  two wells are  currently  online and  producing at a
combined gross rate of 10-15 MMcfepd  (1.6-2.5 net). The rights of first refusal
have been exercised on the sale of certain Canadian assets previously  announced
and closing is proceeding on schedule.

CEO Bob Watson commented, "We are pleased with the initial results of our latest
well in west Texas which continues to prove up our acreage in the Montoya trend.
This new well along with our results in our  Canadian  winter  drilling  program
continue  our  efforts to add new  production  which,  combined  with the recent
improvement in commodity prices and proceeds from our asset sale program, should
greatly improve our liquidity  going forward.  This added liquidity will help in
our continuing efforts to improve our balance sheet during 2002."

The Company  reiterates  that it does  expect to make its $11  million  interest
payment on its Senior  Secured Notes by utilizing cash on hand and expected cash
flows within the 30 day grace period, which commenced May 1.

Key quarterly results are summarized below:

                                                  (Amounts in thousands)
                                                  2002                  2001
                                                  ----                  ----
      Revenues                                 $11,807               $29,086
      Operating Income (Loss)                   $(735)               $12,193
      Net Income (Loss)                       $(8,699)                  $255
      Earnings (Loss) Per Share                 $(.29)                  $.01
      EBITDA                                    $6,079               $21,949
      Average Oil Price (after hedge)           $16.64                $27.22
      Average Gas Price (after hedge)            $2.21                 $4.85
      Total Assets                            $309,294              $333,974


Abraxas invites your participation in a conference call on Tuesday, May 14th, at
1:30 pm CDT to discuss the  contents of this  release and respond to  questions.
Please call  1-800-818-5264  between 1:20 and 1:30 pm CDT, passcode code 350101,
if you would  like to  participate  in the call.  There  will be a replay of the
conference  call  available  by calling  1-888-203-1112,  passcode  code 350101,
beginning  approximately  3:30 pm CDT  Tuesday,  May 14th,  through  5:00 pm CDT
Tuesday, May 21.

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 additional  information about
the Company,  please visit our web site,  www.abraxaspetroleum.com  for the most
current  and  updated  information.  The web site is  updated  daily in order to
comply with the SEC Regulation FD (Fair Disclosure).

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 and our ability to sell certain  assets in
a timely manner to support  liquidity  needs. 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  securities  values are 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








                          ABRAXAS PETROLEUM CORPORATION
                               QUARTER-END RESULTS
                                   (UNAUDITED)
                                                                              Three Months
(In thousands except per share data)                                         Ended March 31,

           Production and Pricing Information                           2002                  2001

                                                                                     
Revenues                                                             $11,807               $29,086
Cash Flow (Before Working Capital Changes)                           (2,188)                14,103
Net Income(Loss)                                                     (8,699)                   255
Net Income(Loss)  Per Share                                            (.29)                   .01
Weighted Ave. Shares Outstanding                                        30.0                  22.6

                      Production:
Crude Oil (BPD)                                                          823                 1,470
NGL (BPD)                                                                759                   868
Natural Gas (MCFPD)                                                   44,145                51,409
MMCFEPD                                                                 53.6                  65.4

             Prices (net of hedge impact):
Crude Oil ($/BBL)                                                     $16.64                $27.22
NGL's ($/BBL)                                                          12.76                 28.44
Natural Gas ($/MCF)                                                     2.21                  4.85
Price per MCFE                                                          2.26                  4.80

                       Expenses:
Lease Operating ($/MCFE)                                                $.81                  $.82
General & Administrative ($/MCFE)                                        .34                   .36
Interest ($/MCFE)                                                       1.74                  1.32
D/D/A ($/MCFE)                                                          1.42                  1.50






                            Balance Sheet (In $000s)
                            Quarter Ended Year Ended
                                                 March 31, 2002       December 31, 2001
                                                                              
Cash                                                        $3,851                  $7,605
Working Capital (Deficit)*                                (21,361)                 (4,994)
Plant/Property/Equipment, Net                              292,066                 281,894
Total Assets                                               309,294                 303,616

Long-Term Debt                                             227,103                 285,184
Shareholders Equity (Deficit)                             (39,726)                (28,585)
Common Shares Outstanding (Millions)                          30.0                    30.0



*1st Quarter 2002 working  capital  excludes  debt of $63.5 million which is due
March, 2003.







                 Abraxas Petroleum Corporation and Subsidiaries

                      Consolidated Statements of Operations
                                   (Unaudited)


                                                                                Three Months Ended
                                                                                     March 31,
                                                                       --------------------------------------
                                                                               2002                2001
                                                                       -- ---------------- -- ---------------
                                                                       (In thousands except per share data)
                                                                                     
Revenue:
   Oil and gas production revenues...................................  $          10,886   $          28,249
   Gas processing revenue  ..........................................                670                 436
   Rig revenues......................................................                151                 183
   Other.............................................................                100                 218
                                                                          ----------------    ---------------
                                                                                  11,807              29,086
Operating costs and expenses:
   Lease operating and production taxes..............................              3,909               4,859
   Depreciation, depletion and amortization..........................              6,814               8,841
   Rig operations....................................................                121                 153
   General and administrative.......................................               1,698               2,109
   General and administrative (Stock-based Compensation)............                   -                 931
                                                                          ----------------    ---------------
                                                                                  12,542              16,893
                                                                          ----------------    ---------------
Operating Income (Loss)..............................................              (735)              12,193

Other (income) expense
   Interest income...................................................               (33)                 (16)
   Interest expense     .............................................             8,413                7,781
   Amortization of deferred financing fees...........................               427                  455
   Other ............................................................                 -                   16
                                                                          ----------------    ---------------
                                                                                  8,807                8,236
                                                                          ----------------    ---------------
Income (Loss) from operations before taxes .........................              (9,542)              3,957

Income tax expense (benefit).........................................               (843)              2,776

Minority interest in income of consolidated foreign subsidiary.......                 -                 (926)
                                                                          ----------------    ---------------
Net Income (Loss) ...................................................  $          (8,699)  $             255
                                                                          ================    ===============

Earnings per share:

    Net income per common share - basic..............................  $         (0.29)    $             .01
                                                                          ================    ===============

    Net income per common - diluted..................................  $         (0.29)    $             .01
                                                                          ================    ===============