SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
DC 20549





FORM
8-K




CURRENT
REPORT


PURSUANT
TO SECTION 13 OR 15(d) OF THE


SECURITIES
EXCHANGE ACT OF 1934





March 17,
2008


Date
of report (Date of earliest event reported)














Petroleum
Development Corporation


Exact
Name of Registrant as Specified in Charter





Nevada
            0-7246
            95-2636730State
      or Other Jurisdiction
              of
      Incorporation
            Commission
              File
      Number
            IRS
      Employer
              Identification
      Number





120
Genesis Boulevard, Bridgeport, WV  26330


Address
of Principal Executive Offices





304-842-3597


Registrant's
telephone number, including area code





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 (see General Instruction
A.2. below):





[    
      ]
            Written
      communications pursuant to Rule 425 under 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))








No
Change


Former
Name or Former Address, if Changed Since Last Report














Item
2.02.                      Results
of Operations and Financial Condition





On
Thursday, March 17, 2008, the Company reported fourth quarter net income of $8.2
million or $0.55 per diluted share and for the year ended December 31, 2007, the
Company’s net income was $33.2 million or $2.24 per diluted share. The
comparable numbers for 2006 were fourth quarter net income of $8.0 million or
$0.54 per diluted share and for the year 2006, the Company reported net income
of $237.8 million or $15.11 per diluted share.  The 2006 results
included profits from the $328 million gain on sale of lease rights in the
Piceance Basin.  Adjusted cash flow from operations (a non-GAAP
measure defined as cash flow from operations before changes in assets and
liabilities, see pages 2 and 8 of our press release, filed as an exhibit to this
report, for more information) increased to $27.4 million in the fourth quarter
of 2007 from $(3.3) million in 2006.  Adjusted cash flow from
operations was $95.6 million for the year ended 2007, compared to $29.8 million
for the year ended in 2006.





Year-end
2007 reflects record oil and gas production and sales revenue.  Total
production for 2007 was 28.0 Bcfe compared to 16.9 Bcfe for 2006, a 65.0%
increase.  Each of the Company’s three operating areas contributed to
the Company’s growth. Oil and natural gas sales from the Company's producing
properties for 2007 were up 52.1% to $175.2 million compared to $115.2 million
for the prior year, an increase of $60.0 million.





The
Company also announced that it has filed a Form 12b-25 with the Securities and
Exchange Commission requesting an automatic 15 day filing extension for the 2007
Form 10-K.  The Company is currently awaiting an SEC reply to its
response to an SEC question relating to its Form 10-K for the year ended
December 31, 2006.  The issue is whether the Company’s partnership
drilling activities should be reported on a gross or net basis, and would have
no impact on the results reported here.





The Press
Release is attached herein as Exhibit 99.1








EXHIBIT
INDEX





Item
9.01.  Financial Statements and Exhibits.





(c)            Exhibits.




99.1           PRESS
RELEASE DATED MARCH 17, 2008:


Petroleum
Development Corporation Announces 2007 Results;


Increases
Reserves 112%, Production 65%


Extends
2007 Form 10-K Due Date











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 hereunto
duly authorized.








PETROLEUM
DEVELOPMENT CORPORATION





Date:
            March
      18, 2008By:
            /s/
      Richard W. McCulloughRichard
      W. McCulloughPresident
      and Chief Financial Officer