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): November 27, 2001




                            STONE ENERGY CORPORATION
             (Exact name of registrant as specified in its charter)



           Delaware                          1-12074              72-1235413
 (State or other jurisdiction           (Commission File      (I.R.S. employer
of incorporation or organization)            Number)         identification no.)



       625 E. Kaliste Saloom Road
            Lafayette, Louisiana                              70508
  (Address of principal executive offices)                 (Zip code)


       Registrant's telephone number, including area code: (337) 237-0410




Item 7.  FINANCIAL STATEMENTS AND EXHIBITS

   (c)   Exhibit 99.1 - Press Release dated November 26, 2001

Item 9.    REGULATION FD DISCLOSURE

     In accordance with General  Instruction B.2 of Form 8-K, the information in
this report (including  Exhibit 99.1) shall not be deemed "filed" for purpose of
Section  18 of the  Securities  Exchange  Act of 1934,  nor  shall it be  deemed
incorporated  by  reference  in any filing.  This report does not  constitute  a
determination of whether any information included in this report is material.

     During the  conference  call  referenced in the press  release  included as
Exhibit 99.1, the Company announced that it was currently  preparing an offering
of debt  securities in a "Rule 144A" private  placement  that would be an exempt
transaction  under the  Securities  Act of 1933.  These  securities  will not be
registered  under the Securities Act of 1933 or under any state  securities laws
and,  unless so  registered,  may not be offered  or sold in the  United  States
except in a  transaction  not  subject  to, or exempt  from,  such  registration
requirements. This is neither an offer to sell nor a solicitation of an offer to
buy any of these securities.






                                 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 thereunto duly authorized.

                                       STONE ENERGY CORPORATION


Date: November 27, 2001                By:    /s/James H. Prince
                                          ------------------------------
                                                 James H. Prince
                                         Vice President, Chief Financial
                                             Officer and Treasurer
                                         (On behalf of Registrant and as
                                           Principal Financial Officer)