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 6, 2003
Date of Report (Date of earliest event reported)_______________________________


                          MAGNUM HUNTER RESOURCES, INC.
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             (Exact name of registrant as specified in its charter)


      Nevada                        1-12508                87-0462881
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(State or other jurisdiction      (Commission             (IRS Employer
  of incorporation)                File Number)         Identification No.)



         600 East Las Colinas Boulevard, Suite 1100, Irving, Texas 75039
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                (Address of principal executive offices)         (Zip Code)


Registrant's telephone number, including area code         (972) 401-0752
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          (Former name or former address, if changed since last report)

<PAGE>

Item 9. Regulation FD Disclosure.

     In  accordance  with General  Instruction  B.2. of Form 8-K, the  following
information  shall not be deemed  "filed"  for  purposes  of  Section  18 of the
Securities Act of 1934, nor shall it be deemed  incorporated by reference in any
filing under the Securities Act of 1933,  except as shall be expressly set forth
by specific reference in such a filing.

                          MAGNUM HUNTER RESOURCES, INC.
               UPDATED DISCLOSURE OF FOURTH QUARTER 2002 ESTIMATES

     The  information  following  this narrative sets forth our current range of
estimates of our  operating  statistics  for the fourth  calendar  quarter ended
December 31, 2002. Actual oil and gas production sold and prices received during
the  fourth  quarter of 2002 have not yet been  determined.  The  Company  had a
significant  portion of its forecasted fourth quarter 2002 crude oil and natural
gas  production  hedged  through a  combination  of fixed price swaps and collar
derivative transactions.

     Recently  completed  non-core  property  divestitures are incorporated into
these  projections and consist of properties  sold: (i) to a new private limited
partnership  formed  between an  affiliate of the Company and an affiliate of GE
Structured  Finance's Oil & Gas Unit, which closed on September 3, 2002; (ii) at
public auctions as previously  announced by the Company;  and (iii) in privately
negotiated  transactions  as previously  announced by the Company.  Net proceeds
from these transactions were approximately $100 million.

     All of the estimates and assumptions set forth in this document  constitute
forward-looking  statements  within the meaning of Section 27A of the Securities
Act of 1933, Section 21E of the Securities  Exchange Act of 1934 and the Private
Securities  Litigation  Reform  Act of 1995.  Although  we  believe  that  these
forward-looking statements are based upon reasonable assumptions, we can give no
assurance  that our  expectations  will in fact occur and we caution that actual
results may differ materially from those in the  forward-looking  statements.  A
number of factors  could affect our fourth  quarter  results and could cause our
results to differ  materially from those expressed in this release.  These risks
factors and other  conditions  are  described in our report on Form 10-K for the
period ended December 31, 2001.

     We  caution  that the  estimates  set forth  below are given as of the date
hereof  only and are  based  upon  currently  available  information.  Except as
required by law, we are not undertaking any obligation to update these estimates
as conditions change or other information becomes available.

<PAGE>

                 Magnum Hunter Resources, Inc. and Subsidiaries
                        Consolidated Financial Projection
                              Fourth Quarter - 2002
                                    Unaudited

OIL AND GAS SALES VOLUMES

     The  estimates  are  based  upon  Magnum  Hunter's   historical   operating
performance  and trends,  estimates of oil and gas reserves as of September  30,
2002,  and the  risk-adjusted  results of our planned  capital  expenditure  and
operating  budget for 2002. These estimates also include the effect of completed
divestitures of non-core oil and gas properties as further discussed below.

     We currently assume that total daily production  averaged around 195 to 202
MMcfe per day in the fourth  quarter.  Oil  production  is  expected  to average
approximately  10,000 to 10,300  barrels per day and we estimate gas  production
averaged about 135 to 140 MMcf per day in the fourth quarter.

OIL AND GAS PRICES

     We estimate  that our  realized  natural gas price  averaged  approximately
$3.40 per MCF and our realized  crude price  averaged  approximately  $24.50 per
barrel in the fourth quarter.

     These estimated  realized  commodity prices give effect to commodity hedges
in place and normal basis differentials for our production.

     Magnum  Hunter had hedges in place for the fourth  quarter of 2002 covering
the average daily volumes and weighted average prices shown below.

                                                     4th Qtr.
Natural Gas Swaps:                                     2002
-----------------                                  -----------
Average contract volumes (BBTU/d)                      60.0
Weighted average price (per MMBTU)                     $2.87

Natural Gas Collars:
-------------------
Average contract volumes (BBTU/d)                       8.0
Weighted average floor price (per MMBTU)               $4.07
Weighted average ceiling price (per MMBTU)             $5.52

Crude Swaps:
-----------
Average contract volumes (MBBLS/d)                      5.0
Weighted average price (per BBL)                      $25.27

Crude Collars:
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Average contract volumes (MBBLS/d)                      4.5
Weighted average floor price (per BBL)                $21.27
Weighted average ceiling price (per BBL)              $26.79

<PAGE>

PRODUCTION COSTS

     Production costs include lifting costs,  production taxes, severance taxes,
ad valorem  taxes and other  production  costs.  These costs vary in response to
several factors  including  changes in our property base,  changes in production
taxes,  general  price  changes and the amount of repair and  workover  activity
required.  Based  upon an  assumed  lifting  cost  rate of $0.75  per Mcfe and a
combined  production and ad-valorem tax rate of approximately  13%, we currently
estimate that our all-in production expenses will be between $21 million and $22
million for the fourth quarter.

OTHER REVENUE - (NET)

     Other revenue - (net)  reflects  revenues from  gathering,  processing  and
marketing of natural gas and from oilfield  services,  net of projected costs of
operations  for these  specific  activities.  These net  revenues are assumed to
approximate $1.6 million in the fourth quarter.

DEPRECIATION AND DEPLETION

     Depreciation and depletion expense was calculated using a rate of $1.17 per
Mcfe sold, plus depreciation on all other depreciable assets of approximately $1
million.

INTEREST EXPENSE

     Free  cash  flow  available  after  capital  expenditure  items and the net
proceeds received from non-strategic  property  divestitures were used to reduce
our senior bank debt. We currently  expect  interest  expense to approximate $13
million in the fourth quarter.

INCOME TAXES

     Income taxes were calculated using an effective  federal income tax rate of
approximately  38%. At this time we anticipate that all of the income taxes will
be deferred.

GENERAL AND ADMINISTRATIVE EXPENSE (G&A)

     Magnum Hunter currently expects G&A expenses to approximate $3.9 million in
the fourth quarter of 2002, which includes certain year-end expenses  associated
with bonus accruals and contributions to the Company's defined benefit plan.

NET INCOME PER SHARE - (DILUTED)

     Net income per share - (diluted)  assumes  diluted shares of  approximately
68.5 million.  Diluted shares were calculated on the basis of an assumed average
market  price for our  stock of  approximately  $6.00  per share for the  period
projected.

CAPITAL EXPENDITURES / DIVESTITURES

     For fiscal 2002, Magnum Hunter  anticipates  capital  expenditures to total
approximately $125 million. Of these capital expenditures, approximately 65% was
expended  on offshore  drilling  opportunities  and 35% was  expended on onshore
drilling programs.

     In 2002, Magnum Hunter divested  approximately $100 million of non-core oil
and gas properties.  The net proceeds from these divestitures have been utilized
to reduce outstanding indebtedness.

FINANCIAL GUIDANCE

     In  providing  financial  guidance  for the  fourth  quarter  of  2002,  we
approximated a range of assumptions within the realm of possible outcomes. These
ranges of  possibilities  do not imply any further accuracy than any other range
within the realm of possibilities,  but are arbitrary ranges within the realm of
possibilities.

<PAGE>

     The following is a summary of certain  financial data ranges for the fourth
quarter of 2002.

                                              4th Qtr. 2002
                                                  Range
                                             -----------------

Daily Production Average (MMcfe)                195 - 202
EBITDA (millions)                               $41 - $43
EBITDA per share (diluted)                    $0.60 - $0.62
Operating Cash flow (millions) (i)              $28 - $30
Operating Cash flow per share (diluted)       $0.41 - $0.44
Net Income per share (diluted)                $0.04 - $0.06


     (i) Cash flow from  operations  before  changes  in  operating  assets  and
         liabilities.

<PAGE>

                                   SIGNATURES


<PAGE>

     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.


                                     MAGNUM HUNTER RESOURCES, INC.


                                        /s/ Chris Tong
                                     BY:____________________________
                                        Chris Tong
                                        Sr. Vice President and
                                        Chief Financial Officer



Dated: January 6, 2003