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

Date of Report (Date of earliest event reported)  March 8, 2005

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

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

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

Registrant's telephone number, including area code   (972)
401-0752

Not applicable(Former
name or former address, if changed since last report)

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:

[X]    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 Condition and Item 8.01. Other Events.

On
March 8, 2005, Magnum Hunter Resources, Inc. (the Company) issued a press
release announcing the Companys financial results for the three months and year
ended December 31, 2004. A copy of the press release issued by the Company is attached
hereto as Exhibit 99.1.

The
information in this Current Report, including the attached Exhibit 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, nor shall it be deemed
incorporated by reference into any filing under the Securities Act of 1933, as amended.

Item 9.01. Financial
Statements and Exhibits.

(c)       
          Exhibits. The following exhibit is furnished as part of this Current Report on
          Form 8-K:

99.1
Press Release dated March 8, 2005.

# 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 thereunto duly authorized.

|                       | MAGNUM HUNTER RESOURCES, INC.By:  /s/ M. Bradley DavisM. Bradley Davis,Senior Vice President & Chief Financial Officer
|---------------------- | ----------------------------------------------------------------------------------------------------------------------
|Date:    March 8, 2005 |                                                                                                                       

# EXHIBIT INDEX

|Exhibit Number | Description                       
|-------------- | ----------------------------------
|99.1           | Press Release dated March 8, 2005.