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 1, 2004
                                                         ----------------

                             ARETE INDUSTRIES, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

      Colorado                        33-16820-D                   84-1508638
- --------------------                 ------------             ------------------
(State or other jurisdiction          (Commission            (I.R.S.  Employer
      of incorporation)               File Number)           Identification No.)


 7102 La Vista Place Suite 100, Niwot, Colorado                         80503
- ------------------------------------------------                      ----------
   (Address of Principal Executive Offices)                           (Zip Code)


        Registrant's telephone number including area code: (303) 652-3113
                                                           ---------------

       (Former name or former address, if changed since last report): N/A

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:

[ ]  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 8.01. Other Events.

The  Registrant  has  simultaneously  with  filing this  report,  issued a Press
Release  disclosing  that  it has  received  a  binding  written  offer  from an
unrelated third party oil and gas developer, giving it an exclusive period of 45
days from December 1, 2004 to purchase  three oil and gas  prospects  located in
Texas and Oklahoma. The Registrant voluntarily attaches a copy of the referenced
Press Release hereto and incorporates it herein by reference as an exhibit under
Item 601 (20) of Regulation  S-B of the US Securities  and Exchange  Commission.
The written Offer Sheets contain proprietary and confidential  information which
if  disclosed   partially  or  completely   would   compromise  the  Registrants
proprietary  interests in the subject matter of the referenced Press Release and
therefore  have not been  included as exhibits nor filed or furnished  under the
provisions of this Form 8-K.

                                    SIGNATURE

Pursuant to the  requirements of Section 13 or 15(a) 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.

ARETE INDUSTRIES, INC.

Date:    December 14, 2004            By:   /s/ THOMAS P.  RAABE
         -----------------                  ----------------------------------
                                            Thomas P. Raabe, President,
                                            Chief Executive Officer, and
                                            Chairman of the Board of Directors



                                  EXHIBIT INDEX


   Exhibit Number                         Description
   --------------                         -----------

       99.1                               Company Press Release