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): DECEMBER 15, 1997





                           SEAGULL ENERGY CORPORATION

             (Exact name of registrant as specified in its charter)


           TEXAS                          1-8094               74-1764876
 (State or other jurisdiction         (Commission File      (I.R.S. Employer
of incorporation or organization)          Number)          Identification No.)



           1001 FANNIN, SUITE 1700
                HOUSTON, TEXAS                                77002-6714
    (Address of principal executive offices)                  (Zip code)


       Registrant's telephone number, including area code: (713) 951-4700












Item 5.  Other Events.

         On December  15,  1997,  Seagull  Energy  Corporation  issued the press
release  included as Exhibit 1 hereto  announcing  that it had  adopted  certain
amendments  to the Rights  Agreement  governing  its  Preferred  Share  Purchase
Rights. Such press release is incorporated herein by reference.  The Amended and
Restated  Rights  Agreement  is included  as Exhibit 2 hereto.  A summary of the
amended  terms of the  Rights  is  included  as  Exhibit C to such  Amended  and
Restated Rights Agreement.

Item 7.  Financial Statements, Pro-Forma Financial Information and Exhibits.

(c)      Exhibits.

         1.       Press Release dated December 15, 1997.

         2.       Amended and Restated Rights Agreement dated March 17, 1989, as
                  amended  effective  June 13, 1992, and amended and restated as
                  of December 12, 1997,  between Seagull Energy  Corporation,  a
                  Texas  corporation  (the "Company"),  and BankBoston,  N.A (as
                  successor  to NCNB Texas  National  Bank),  including  form of
                  Right   Certificate,   Form   of   Statement   of   Resolution
                  Establishing Series of Shares of Series B Junior Participating
                  Preferred  Stock and Form of  Summary  of  Rights to  Purchase
                  Preferred Shares.



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                                    SIGNATURE

         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.


                                                    SEAGULL ENERGY CORPORATION



Date:  December 16, 1997                            By:/s/ William L. Transier
                                                    Name: William L. Transier
                                                    Title: Senior Vice President
                                                           and Chief Financial
                                                           Officer



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                                  EXHIBIT INDEX


         1.       Press Release dated December 15, 1997.

         2.       Amended and Restated Rights Agreement dated March 17, 1989, as
                  amended  effective  June 13, 1992, and amended and restated as
                  of December 12, 1997,  between Seagull Energy  Corporation,  a
                  Texas  corporation  (the "Company"),  and BankBoston,  N.A (as
                  successor  to NCNB Texas  National  Bank),  including  form of
                  Right   Certificate,   Form   of   Statement   of   Resolution
                  Establishing Series of Shares of Series B Junior Participating
                  Preferred  Stock and Form of  Summary  of  Rights to  Purchase
                  Preferred Shares.













VEHOU05:71909.1


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