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
                                 March 28, 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 March 28, 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:    March 28, 2002




                                                               Exhibit 99.1


                                  NEWS RELEASE


            ABRAXAS' CANADIAN SUBSIDIARIES ENTER INTO SALE AGREEMENT
                      OF GAS PLANT AND ASSOCIATED RESERVES

SAN ANTONIO,  TX (March 28,  2002) - Abraxas  Petroleum  Corporation  (AMEX:ABP)
announced  today  that  its  wholly  owned  Canadian  subsidiaries,   Grey  Wolf
Exploration Inc. and Canadian  Abraxas  Petroleum  Limited,  have entered into a
definitive Purchase and Sale Agreement related to the sale of their interests in
a natural gas  processing  plant and the  associated  reserves  with an industry
partner.  The sale, effective March 1, 2002, is scheduled to close in the second
quarter of this year with  estimated  net proceeds of $21.5  million  (US).  Bob
Watson, Abraxas CEO commented,  "This transaction is in line with our continuing
strategy of monetizing fully developed,  non-core assets then redeploying  sales
proceeds  into  further  development  of core  properties,  enhancing  corporate
liquidity and paying 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.    Please    visit
www.abraxaspetroleum.com  for the most current and updated information.  The web
site is updated daily 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. 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