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: June 11, 1997

                           QUEEN SAND RESOURCES, INC.
               (Exact name of registrant as specified in charter)

  Delaware                     0-21179                         75-2615565
Jurisdiction of             Commission File                 I.R.S. Employer
Incorporation               Number                          Identification
                                                            Number

             3500 Oak Lawn, Suite 380, LB#31, Dallas, TX 75219-4398
                    (Address of principal executive offices)

                  Registrant's telephone number: (214) 521-9959

Item 9. Sales of Equity Securities Pursuant to Regulation S.


     Pursuant to the Securities Purchase Agreement, dated March 27, 1997 between
Queen  Sand  Resources,  Inc.  (the  "Company")  and  Joint  Energy  Development
Investments  Limited  Partnership,  a Delaware limited partnership , the Company
agreed to raise from the  placement of its common stock at least $5.4 million in
net  proceeds by December  31,  1997.  To this end,  the Company  plans to offer
shares of its common stock to foreign persons and entities on a continuing basis
through the end of December 1997.

     In this regard,  on May 27, 1997,  the Company sold an aggregate of 100,000
shares of its Common  Stock to a foreign  company for an  aggregate of $305,000.
The Company paid $30,500 in  commissions,  including  third party costs,  on the
transaction.  On June 10, 1997,  the Company sold an aggregate of 100,000 shares
of its Common  Stock to a foreign  company for an  aggregate  of  $305,000.  The
Company  paid  $30,500 in  commissions,  including  third  party  costs,  on the
transaction.

     The shares  were  issued to an entity  that is not a "U.S.  person" as that
term is defined  under  Regulation S and were issued  pursuant to the  exemption
from registration provided by Regulation S.








                                   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.


                                                     QUEEN SAND RESOURCES, INC.


                                                     By:/s/Edward J. Munden
                                                        ........................
                                                        Edward J. Munden,
                                                        President

Dated: June 11, 1997