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 AND EXCHANGE ACT OF 1934


         Date of Report (Date of earliest event reported) July 22, 2004

                             WASTE CONNECTIONS, INC.
             (Exact name of registrant as specified in its charter)

                                    DELAWARE
         (State or other jurisdiction of incorporation or organization)


                           COMMISSION FILE NO. 0-23981


                                   94-3283464
                      (I.R.S. Employer Identification No.)


                35 Iron Point Circle, Suite 200, Folsom, CA 95630
                    (Address of principal executive offices)

                                 (916) 608-8200
              (Registrant's telephone number, including area code)





                    INFORMATION TO BE INCLUDED IN THE REPORT


Item 9. Regulation FD Disclosure.

        In accordance with General Instruction B.2 of Form 8-K, the information
        furnished pursuant to this Item 9 shall not be deemed to be "filed" for
        the purposes of Section 18 of the Securities Exchange Act of 1934, as
        amended, nor shall it be deemed incorporated by reference into any
        registration statement or other filing pursuant to the Securities and
        Exchange Act of 1933, as amended, except as otherwise expressly stated
        in such filing.

        During our earnings conference call on July 22, 2004, we highlighted the
        following outlook for the third quarter and full year, 2004:

        (Dollar amounts are approximations and in millions)

               For the third quarter of the year, we estimate our revenue to be
               approximately $164 - $166, our operating income before
               depreciation and amortization expense to be approximately $57 -
               $58, our depreciation and amortization expense to be
               approximately 8.8% of revenue, SG&A to be around 9.4% of revenue,
               and minority interest expense to be approximately 2% of revenues.

               For the full year, we estimate our revenue to be approximately
               $630 - $635, our operating income before depreciation and
               amortization expense to be approximately $213 - $215, our
               depreciation and amortization expense to be approximately 8.8% of
               revenue, and minority interest expense to be approximately 1.9%
               of revenues. Free cash flow is estimated to be approximately 13%
               - 14% of revenues.

        Operating income before depreciation and amortization and free cash
        flow, each a non-GAAP financial measure, are provided supplementally
        because they are widely used by investors as valuation, liquidity and
        financial performance measures in the solid waste industry. These
        measures should be used in conjunction with GAAP financial measures.
        Management uses operating income before depreciation and amortization
        and free cash flow as two of the principal measures to evaluate and
        monitor the ongoing financial performance of our operations. Other
        companies may calculate operating income before depreciation and
        amortization and free cash flow differently. Refer to the Non-GAAP
        Reconciliation Schedule contained in our second quarter 2004 press
        release furnished in our Current Report on Form 8-K filed with the SEC
        on July 21, 2004, for a reconciliation of these items in the second
        quarter.

        Safe Harbor for Forward-Looking Statements

        Certain statements contained in this Current Report on Form 8-K are
        forward-looking in nature. These statements can be identified by the
        use of forward-looking terminology such as "believes", "expects",
        "may", "will", "should" or "anticipates" or the negative thereof or
        comparable terminology, or by discussions of strategy. Waste
        Connections' business and operations are subject to a variety of risks
        and uncertainties and, consequently, actual results may differ
        materially from those projected by any forward-looking statements.
        Factors that could cause actual results to differ from those projected
        include, but are not limited to, the following: (1) difficulties in
        making acquisitions, acquiring exclusive contracts and generating
        internal growth may cause the Company's growth to be slower than
        expected; (2) the Company's growth and future financial performance
        depend significantly on its ability to integrate acquired businesses
        into its organization and operations; (3) the Company's acquisitions
        may not be successful, resulting in changes in strategy, operating
        losses or a loss on sale of the business acquired; (4) the Company
        competes for acquisition candidates with other purchasers, some of
        which have greater financial resources than it does, and these other
        purchasers may be able to offer more favorable acquisition terms, thus
        limiting the Company's ability to grow through acquisition; (5) timing
        of acquisitions may cause fluctuations in the Company's quarterly
        results, which may cause its stock price to decline; (6) rapid growth
        may strain its management, operational, financial and other resources;
        (7) the Company may be unable to compete effectively with governmental
        service providers and larger and better capitalized companies, which
        may result in reduced revenues and lower profits; and (8) the Company
        may lose contracts through competitive bidding, early termination or
        governmental action, which would cause its revenues to decline.





        These risks and uncertainties, as well as others, are discussed in
        greater detail in the Company's other filings with the Securities and
        Exchange Commission, including its most recent Annual Report on Form
        10-K. There may be additional risks of which the Company is not
        presently aware or that it currently believes are immaterial which
        could have an adverse impact on its business. The Company makes no
        commitment to revise or update any forward-looking statements in order
        to reflect events or circumstances after the date any such statement is
        made.





                                   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.


                                               WASTE CONNECTIONS, INC.
                                               (Registrant)

                                               BY: /s/ Ronald J. Mittelstaedt
Date: July 22, 2004                                --------------------------
                                                   Ronald J. Mittelstaedt,
                                                   President and Chief Executive
                                                   Officer