Form 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Act of 1934

October 1, 2004
Date of report (Date of earliest event reported)

Commission File
Number
   Exact Name of Registrant as Specified in Its Charter; State of Incorporation;
Address of Principal Executive Offices; and Telephone Number
   IRS Employer
Identification Number
         
1-12074   STONE ENERGY CORPORATION
(a Delaware corporation)
625 E. Kaliste Saloom Road
Lafayette, Louisiana 70508
(337) 237-0410		   72-1235413
         
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 





Section 1  —  Registrant's Business and Operations
Item 1.01   Entry into a Material Definitive Agreement

        Pursuant to the commencement of employment of Jerome F. Wenzel, Jr., Vice President of Production and Drilling, the Registrant granted Mr. Wenzel restricted stock. The Restricted Stock Agreement dated October 1, 2004 between the Registrant and Mr. Wenzel is furnished as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.



Section 9  —  Financial Statements and Exhibits
Item 9.01   Financial Statements and Exhibits

(c) Exhibits.
 
Exhibit
Number		         Description
 
99.1   Restricted Stock Agreement dated October 1, 2004 between the Stone Energy Corporation and Jerome F. Wenzel, Jr.






SIGNATURE

        Pursuant to the requirements of the Securities Exchange Act of 1934, Stone Energy Corporation has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

  STONE ENERGY CORPORATION


Date: October 7, 2004 By:                           /s/ James H. Prince          
  James H. Prince
Executive Vice President and
Chief Financial Officer










EXHIBIT INDEX
 
Exhibit
Number		         Description
 
99.1   Restricted Stock Agreement dated October 1, 2004 between the Stone Energy Corporation and Jerome F. Wenzel, Jr.