UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549

                                  FORM 10-K/A
                                AMENDMENT NO. 2


[X]   ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934 for the fiscal year ended June 30, 2005

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 for the transition period from __________.

                          Commission File No. 0-16203

                          DELTA PETROLEUM CORPORATION
            ------------------------------------------------------
            (Exact name of registrant as specified in its charter)

             Colorado                               84-1060803
- -------------------------------         ------------------------------------
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
 incorporation or organization)

          370 17th Street, Suite 4300
               Denver, Colorado                             80202
   ----------------------------------------               ----------
   (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code:  (303) 293-9133

Securities registered under Section 12(b) of the Act: None

Securities registered under to Section 12(g) of the Act:  Common Stock, $.01
par value

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days:  [X] Yes    [ ] No

Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Section 229.405 of this chapter) is not contained
herein, and will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K:  [ ]

Indicate by a check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act):  [X] Yes    No [ ]

Indicate by a check mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act):  [ ] Yes    No [X]

The aggregate market value as of September 30, 2005 of voting stock held by
non-affiliates of the registrant was approximately $971,379,500.

As of September 30, 2005, 47,683,000 shares of registrant's Common Stock,
$.01 par value, were issued and outstanding.

Documents incorporated by reference:  The information required by Part III of
this Form 10-K is incorporated by reference to the Company's Definitive Proxy
Statement for the Company's 2005 Annual Meeting of Shareholders.





EXPLANATORY NOTE:

     This amendment to the Annual Report on Form 10-K of Delta Petroleum
Corporation is being filed to correct certain information in Items 11 and 12
of the Form 10-K.


                              TABLE OF CONTENTS

                                                                       PAGE
                                  PART III

Item 11.   EXECUTIVE COMPENSATION ....................................   3

Item 12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
             MANAGEMENT ..............................................   8


                                  PART IV

Item 15.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES ...................  12




































                                      2


                                  PART III

Item 11.  EXECUTIVE COMPENSATION

                          SUMMARY COMPENSATION TABLE






                                                                     Long-term Compensation
                                                           --------------------------------------
                                                                    Awards
                                                           ----------------------
                                      Annual Compensation  Restricted
                                      -------------------    Stock     Securities    All Other
        Name and                       Salary     Bonus     Awards(s)  Underlying   Compensation
   Principal Position       Period     ($) (1)     ($)      ($) (7)    Options (#)     ($) (8)
- ------------------------  ----------  ---------  --------  ----------  -----------  ------------
                                                                  
Roger A. Parker           Year Ended
President, Chief          6/30/2005   $450,000   $340,000   $383,500    175,000 (2)   $37,000
Executive Officer and     Year Ended
Director                  6/30/04      340,000    340,000       -       500,000 (2)    41,000
                          Year Ended
                          6/30/03      240,000    272,000       -          -           40,000


Aleron H. Larson, Jr.     Year Ended
Chairman, Secretary       6/30/05     $300,000   $   -      $168,740     70,000 (4)   $39,000
and Director(3)           Year Ended
                          6/30/04      275,000    200,000       -       500,000 (4)    41,000
                          Year Ended
                          6/30/03      240,000    192,500       -          -           40,000

Kevin K. Nanke            Year Ended
Treasurer and Chief       6/30/05     $225,000   $180,000   $191,750     87,500 (5)   $37,000
Financial Officer         Year Ended
                          6/30/04      200,000    200,000       -       250,000 (5)    41,000
                          Year Ended
                          6/30/03      180,000    130,000       -          -           40,000

John R. Wallace           Year Ended
Executive Vice President  6/30/05     $225,000   $180,000   $191,750     87,500 (6)   $37,000
and Chief Operating       Year Ended
Officer                   6/30/04      150,000    200,000       -       200,000 (6)      -
__________________________

(1)   Includes reimbursement of certain expenses.

(2)   Includes options to purchase 175,000 shares of Common Stock at $15.34 per share until
      December 31, 2014, and options to purchase 500,000 shares of Common Stock at $5.29
      per share until August 26, 2013.

(3)   Mr. Larson retired as Chairman on July 1, 2005.

(4)   Includes options to purchase 70,000 shares of Common Stock at $15.34 per share until
      December 31, 2014.

(5)   Includes options to purchase 87,500 shares of Common Stock at $15.34 per share until
      December 31, 2004, and options to purchase 250,000 shares of Common Stock at $5.29
      per share until August 26, 2013.


                                                3


(6)   Includes options to purchase 87,500 shares of Common Stock at $15.34 per share until
      December 31, 2004, and options to purchase 200,000 shares of Common Stock at $5.44
      per share until December 8, 2013.

(7)   For the year ended June 30, 2005, the dollar amounts shown represent the value of time-
      based restricted stock awarded to the named executives under the Company's 2004 Stock
      Incentive Plan, as amended, which is calculated by multiplying the total number of
      restricted shares by the fair market value of Delta's common stock on the date of grant
      (see below).  The fair market values calculated do not reflect any adjustments for risk
      of forfeiture or restrictions on transferability.  The restricted shares vest on the third
      anniversary of the date of grant.  A holder of restricted shares has all the rights of a
      holder of shares of common stock, including the right to receive dividends, if any.

                                                                     Fair Market
                                   Date of    Restricted Shares      Value on Date
          Officer                   Grant        Granted (#)      of Grant ($/Share)
          -------                  --------   -----------------   ------------------

          Roger A. Parker          12/21/04        25,000              $15.34
          Aleron H. Larson, Jr.    12/21/04        11,000              $15.34
          Kevin K. Nanke           12/21/04        12,500              $15.34
          John R. Wallace          12/24/04        13,500              $15.34

      The table below lists the aggregate number of restricted shares not vested or subject
      to risk of forfeiture held by the named executive officers and the value of such shares
      on June 30, 2005.  Fair market values are determined by multiplying the number of
      unvested shares by $14.42, the June 30, 2005 closing price for Delta's common stock.

                     Officer                   Shares(#)     Market Value
                     -------                   ---------     ------------

                     Roger A. Parker            25,000         $353,000
                     Aleron H. Larson, Jr.      11,000         $155,320
                     Kevin K. Nanke             12,500         $176,500
                     John R. Wallace            12,500         $176,500

(8)   Represents amounts contributed under the Company's Simple IRA Plan, Profit Sharing Plan
      and 401(k) Plan.
















                                                4


                                  OPTION GRANTS IN LAST FISCAL YEAR


___________________________________________________________________________________________________

                                       Individual Grants
___________________________________________________________________________________________________
                        Number of    Percent of                         Potential realizable value
                       securities   total options                       at assumed annual rates of
                       underlying    granted to                         stock price appreciation
                        options      employees     Exercise                for option term (4)
                       granted (#)   in fiscal      price    Expiration ---------------------------
        Name             (1)(2)       year (3)      ($/Sh)     date         5% ($)       10% ($)
___________________________________________________________________________________________________
                                                                       

Roger A. Parker         175,000        16.91%      $15.34     12/21/14   $1,688,268   $4,278,402

Aleron H. Larson, Jr.    70,000         6.77%      $15.34     12/21/14   $  675,307   $1,711,361

Kevin K. Nanke           87,500         8.46%      $15.34     12/21/14   $  844,134   $2,139,201

John R. Wallace          87,500         8.46%      $15.34     12/21/14   $  844,134   $2,139,201
__________________________________________________________________________________________________

(1)  All options granted in fiscal 2005 have a term of ten years and are subject to a
     three-year vesting schedule, with 33.3% of the options becoming exercisable on each
     of the first three anniversaries of the date of grant.

(2)  All of the unvested portion of these options vests in connection with certain
     terminations of employment.  See "Employee Contracts, Termination of Employment,
     and Change of Control Arrangements."

(3)  The percentage for each year is the amount of stock options granted to each of
     the named executive officers as a percentage of the total stock options granted
     to all employees and directors.  During fiscal 2005, Delta granted options to
     employees and directors to purchase a total of 1,034,700 shares.

(4)  These amounts represent certain assumed rates of appreciation based on actual
     option term and annual compounding from the date of grant.  The 5% and 10%
     appreciation rates are established by the Securities and Exchange Commission
     and are not intended to forecast future appreciation rates for our common stock.
     Actual gains, if any, on stock option exercises and common stock holdings are
     dependent upon the future performance of our common stock. Neither the option
     values reflected in the table nor the assumptions utilized in arriving at the
     values should be considered indicative of our future stock performance.
     There can be no assurance that the amounts reflected in this table will be
     achieved. These numbers do not take into account provisions of the options
     providing for termination of the option following employment termination,
     non-transferability, or vesting.




                                           5



                    AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR
                               AND FY END OPTION VALUES



                                                   Number of
                                                   Securities          Value of
                                                   Underlying          Unexercised
                                                   Unexercised         in the Money
                          Shares                   Options at          Options at
                         Acquired                  June 30, 2005(#)    June 30, 2005($)
                            on        Realized     Exercisable/        Exercisable/
        Name            Exercise(#)     ($)        Unexercisable       Unexercisable
        ----            -----------  -----------   ------------------  --------------
                                                           
Roger A. Parker            675,000   $ 5,616,950   925,000 / 175,000   $6,695,000 / 0
Aleron H. Larson, Jr.    1,205,000   $13,787,450   570,000 /       0   $4,415,000 / 0
Kevin K. Nanke                -             -      532,476 /  87,500   $4,775,061 / 0
John R. Wallace               -             -      287,500 /  87,500   $  434,000 / 0




Compensation of Directors

     The following table provides information concerning compensation paid to
non-employee directors who served on the Board during fiscal 2005.

                    Non-Employee Director Compensation Table
                               For Fiscal 2005(1)

     Annual Board Retainer ................................ $50,000
     Audit Committee Chair Retainer ....................... $ 5,000
     Other Committees' Retainer ........................... $ 2,500
     Other Committees' Chair Retainer ..................... $ 3,750
     Equity Compensation - Stock Option(2) ................  14,000 Shares
                         - Restricted Stock(3) ............   2,000 Shares
_________________

(1)  Board and committee retainers are paid in cash.

(2)  During fiscal 2005, each non-employee director received a fully-vested
     stock option grant to purchase 14,000 shares of common stock.  The
     option price of the grants was $15.34, the closing price on the date
     granted.

(3)  During fiscal 2005, each non-employee director received a fully-vested
     2,000 share grant of our restricted common stock.

Employment Contracts and Termination of Employment and Change in Control
Agreements

     On May 5, 2005, we entered into Employment Agreements with the following
executive officers: Roger A. Parker, Kevin K. Nanke and John R. Wallace.  The
initial term of employment under each of the Employment Agreements is through
December 31, 2006, and the term of each Employment Agreement will be
automatically extended for additional one year terms thereafter unless notice
of termination is given by either party at least 60 days prior to the end of
a term.  The base annual salary for Mr. Parker is $450,000, and the base
annual salary for Messrs. Nanke and Wallace is $225,000.  Each of these
executive officers will also be entitled to bonuses based on a percentage of



                                      6


their base salary as determined by the Compensation Committee of the Board of
Directors upon satisfaction of performance criteria established by the
Compensation Committee.

     In the event the employment of any of these executive officers is
terminated other than for cause (as defined in the Employment Agreement) or
if any of them resigns for "good reason" (as defined in the Employment
Agreement), then that executive officer will be entitled to receive a payment
equal to two times his annual base salary, annual automobile allowance and
his average annual bonus.  In the event that any of these Employment
Agreements is not renewed, at the time that his employment is terminated the
executive officer will receive the same payment as stated above, reduced
proportionately by the number of months he continues to be employed by us.
The Employment Agreements also include non-solicitation and non-competition
obligations on the part of the executive officer that survive for one year
following the date of termination.

     Also on May 5, 2005, we entered into Change of Control Executive
Severance Agreements ("CoC Agreements") with Messrs. Parker, Nanke and
Wallace which provide that, following a change in control of the Company as
defined in the CoC Agreements and the termination of employment of the
executive officer, the executive officer would receive, in addition to the
severance payments provided for in his Employment Agreement, the continuation
of certain benefits including medical insurance and other benefits provided
to the executive officer for a period of three years. The CoC Agreements also
include non-solicitation and non-competition obligations on the part of the
executive officer that survive for one year following the date of
termination. The CoC Agreements also provide that in certain circumstances
the severance payment may be reduced so that the payment will not be subject
to U.S. federal excise taxes.  The CoC Agreements have an initial term
through December 31, 2006, and will be automatically extended for additional
two year terms thereafter unless notice of termination is given by either
party at least 60 days prior to the end of a term.

Retirement Savings Plan

     We adopted a profit sharing plan on January 1, 2002.  All employees are
eligible to participate and contributions to the profit sharing plan are
voluntary and must be approved by the Board of Directors.  Amounts
contributed to the Plan will vest over a six year service period.

     We adopted a 401k plan effective May 1, 2005.  All employees are
eligible to participate and make employee contributions once they have met
the plan's eligibility criteria.  Under the 401k plan, our employees make
salary reduction contributions in accordance with the Internal Revenue
Service guidelines.  Our matching contribution is an amount equal to 100% of
the employee's elective deferral contribution which cannot exceed 3% of the
employee's compensation, and 50% of the employee's elective deferral which
exceeds 3% of the employee's compensation but does not exceed 5% of the
employee's compensation.

     For the year ended June 30, 2005, we contributed $291,000 under the
plan.





                                      7



Equity Compensation Plan Information

     The following table provides information about the Common Stock that may
be issued upon the exercise of options, warrants and rights under all of our
existing equity compensation plans as of June 30, 2005.





                                                                        Number of Securities
                                                                        Remaining Available for
                                                                        Future Issuance Under
                      Number of Securities        Weighted Average      Equity Compensation
                      To be Issued Upon Exercise  Exercise Price of     Plans (excluding securities
                      of Outstanding Options,     Outstanding Options,  reflected in the second
Plan Category         Warrants and Rights         Warrants and Rights   column)
- -------------         --------------------------  -------------------   ---------------------------
                                                               
Equity Compensation         3,501,401                  $7.59                      585,300
Plans Approved by
Stockholders

Equity Compensation            50,243 (1)                --                        99,757
Plans Not Approved by       ---------                                             -------
Stockholders

     Total                  3,551,644                    --                       685,057
________________

(1)  Includes shares granted to new employees as an inducement to entering into employment
     with Delta.




Item 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(a)  Security Ownership of Certain Beneficial Owners:

     The following table presents information concerning persons known by us
to own beneficially 5% or more of our issued and outstanding voting
securities at September 30, 2005:




                                                      Amount and Nature
                     Name and Address                 of Beneficial        Percent
Title of Class(1)    of Beneficial Owner              Ownership            of Class(2)
- -----------------    -------------------              -----------------    -----------
                                                                  

Common Stock         Sprott Asset Management, Inc.    7,565,576 shares       15.87%
                     Suite 2700 South Tower
                     Royal Bank Plaza
                     Toronto, Ontario M5J 2J1
                     Canada

Common Stock         Castle Energy Corporation        6,700,000 shares(3)    14.05%
                     One Radnor Corporate
                     Center, Suite 250
                     Radnor, PA  19087

Common Stock         Capital Research Management      4,347,500 shares        9.20%
                       Company and SMALLCAP
                       World Fund, Inc.
                     333 South Hope Street
                     Los Angeles, CA  90071




                                           8



Common Stock         Touradji Capital Management, LP  3,895,963 shares        8.17%
                     101 Park Avenue, 48th Floor
                     New York, NY  10178

Common Stock         Steinberg Asset Management,      2,863,965 shares        6.00%
                       Inc.
                     12 East 49th Street
                     Suite 1202
                     New York, NY  10017
___________________________

(1)  We have an authorized capital of 300,000,000 shares of $.01 par value Common
     Stock of which 47,683,000 shares were issued and outstanding as of September 30,
     2005.  We also have an authorized capital of 3,000,000 shares of $.10 par value
     preferred stock of which no shares are outstanding.

(2)  The percentage set forth after the shares listed for each beneficial owner is
     based upon total shares of Common Stock outstanding at September 30, 2005 of
     47,683,000.  The percentage set forth after each beneficial owner is calculated
     as if any warrants and/or options owned had been exercised by such beneficial
     owner and as if no other warrants and/or options owned by any other beneficial
     owner had been exercised. Warrants and options are aggregated without regard to
     the class of warrant or option.





     (b)  Security Ownership of Management:





                                               Amount and Nature
                    Name of                    of Beneficial       Percent
Title of Class(1)   Beneficial Owner           Ownership           of Class(2)
- -----------------   ----------------           -----------------   -----------
                                                          
Common Stock        Roger A. Parker              1,773,201 (3)        3.65%
Common Stock        Aleron H. Larson, Jr.          585,000 (4)        1.21%
Common Stock        Kevin K. Nanke                 574,976 (5)        1.19%
Common Stock        John R. Wallace                324,700 (6)         .68%
Common stock        James B. Wallace                78,500 (7)         .16%
Common stock        Russell S. Lewis                56,000 (8)         .12%
Common stock        Jerrie F. Eckelberger           42,725 (9)         .09%
Common Stock        Neal A. Stanley                 19,000 (10)        .04%
Common Stock        Jordan R. Smith                 16,000 (11)        .03%
Common stock        Kevin R. Collins                  -                --
Common Stock        James P. Van Blarcom              -                --
Common stock        All Officers and Directors   3,470,102 (12)       6.92%
                    as a Group (11 persons)
_________________________



(1)     See Note (1) to preceding table; includes options.

(2)     See Note (2) to preceding table.

(3)     Includes 848,201 shares owned by Mr. Parker directly.  Also includes
        options to purchase 250,000 shares of Common Stock at $5.00 per share
        until October 9, 2010; options to purchase 500,000 shares of Common
        Stock at $5.29 per share until August 26, 2013, and options to
        purchase 70,000 shares of Common Stock at $15.34 per share until
        December 21, 2004.



                                      9


(4)     Includes 11,000 shares owned by Mr. Larson, Jr., options to purchase
        500,000 shares of Common Stock at $5.29 per share until August 26,
        2013, and options to purchase 70,000 shares of Common Stock at $15.34
        per share until December 21, 2014.

(5)     Consists of 42,500 shares of Common Stock owned directly by Mr.
        Nanke; options to purchase 18,726 shares of Common Stock at $1.125
        per share until September 1, 2008; options to purchase 13,750 shares
        of Common Stock at $1.5625 per share until December 12, 2008; options
        to purchase 55,000 shares of Common Stock at $1.75 per share until
        May 12, 2009; options to purchase 41,250 shares of Common Stock at
        $1.75 per share until November 5, 2009; options to purchase 68,750
        shares of Common Stock at $3.75 per share until July 14, 2010;
        options to purchase 55,000 shares of Common Stock at $3.29 until
        January 9, 2011; options to purchase 55,000 shares of Common Stock
        at $2.38 per share until October 5, 2011; options to purchase 137,500
        shares of Common Stock at $5.29 per share until August 26, 2013; and
        options to purchase 70,000 shares of Common Stock at $15.34 per share
        until December 21, 2014.

(6)     Includes 37,200 shares of Common Stock owned directly by Mr. John
        Wallace, options to purchase 200,000 shares at $5.44 per share
        until December 3, 2013, and options to purchase 70,000 shares of
        Common Stock at $15.34 per share until December 21, 2014.

(7)     Includes 22,000 shares of Common Stock owned directly by Mr. James B.
        Wallace; options to purchase 2,500 shares at $2.02 per share until
        February 5, 2002, options to purchase 20,000 shares at $1.87 per
        share until February 7, 2013; options to purchase 20,000 shares
        at $2.38; and options to purchase 87,500 shares of Common Stock at
        $15.34 per share until December 21, 2014.

(8)     Includes 2,000 shares of Common Stock owned directly by Mr. Russell
        S. Lewis; 20,000 options to purchase shares of Common Stock at $1.87
        per share until February 7, 2013; 20,000 options to purchase
        shares of Common Stock at $2.31 until February 4, 2014; and options
        to purchase 14,000 shares of Common Stock at $15.34 per share
        until December 21, 2014.

(9)     Includes 8,000 shares of Common Stock owned directly by Mr. Jerrie
        F. Eckelberger; options to purchase 725 shares at $2.98 per share
        until December 31, 2006; options to purchase 20,000 shares of
        Common Stock at $2.31 until February 4, 2014; and options to purchase
        14,000 shares of Common Stock at $15.34 per share until December 21,
        2014.

(10)    Includes 5,000 shares of Common Stock owned directly by Neal A.
        Stanley and options to purchase 14,000 shares of Common Stock at
        $15.34 per share until December 21, 2014.

(11)    Includes 2,000 shares of Common Stock owned directly by Jordan A.
        Smith and options to purchase 14,000 shares of Common Stock at
        $15.34 per share until December 21, 2014.




                                      10



(12)    Includes all warrants, options and shares referenced in footnotes
        (3), (4), (5), (6), (7), (8), (9), (10) and (11) above as if all
        warrants and options were exercised and as if all resulting shares
        were voted as a group.

























                                      11



                                   PART IV


Item 15.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES

     (a)(1)  Financial Statements. (Previously filed.)

                                                                   Page No.

     Reports of Independent Registered Accounting Firm ...........  F-1, 2

     Consolidated Balance Sheets as of June 30, 2005 and 2004 ....    F-3

     Consolidated Statements of Operations for the years
     ended June 30, 2005, 2004 and 2003 ..........................    F-4

     Consolidated Statements of Stockholders' Equity
     and Comprehensive Income (Loss) for the
     years ended June 30, 2005, 2004 and 2003 ....................    F-5

     Consolidated Statements of Cash Flows for the
     years ended June 30, 2005, 2004 and 2003 ....................    F-6

     Notes to Consolidated Financial Statements ..................    F-7

     (a)(2)  Financial Statement Schedules.  None.

     (a)(3)  Exhibits.  The Exhibits listed in the Index to Exhibits
appearing at page 46 are filed as part of this report.  Management contracts
and compensatory plans required to be filed as exhibits are marked with a
"*".


















                                      12



                               INDEX TO EXHIBITS

2.     Plans of Acquisition, Reorganization, Arrangement, Liquidation, or
       Succession.  Not applicable.

3.     Articles of Incorporation and By-laws.

3.1    Articles of Incorporation and Articles of Amendment to Articles of
       Incorporation.  Incorporated by reference from Exhibit 3.1 to the
       Company's Annual Report on Form 10-K for the year ended June 30, 2004.

3.2    By-laws.  Incorporated by reference from Exhibit 3.3 to the Company's
       Form 10 Registration Statement under the Securities Exchange Act of
       1934, filed September 9, 1987.

4.     Instruments Defining the Rights of Security Holders.

4.1    Purchase Agreement dated March 9, 2005, among Delta Petroleum
       Corporation, the Guarantors named therein and the Initial Purchasers
       named therein.  Incorporated by reference from Exhibit 4.1 to the
       Company's Form 8-K dated March 15, 2005.

4.2    Registration Rights Agreement dated March 15, 2005, among Delta
       Petroleum Corporation, the Guarantors named therein and the Initial
       Purchasers named therein.  Incorporated by reference from Exhibit 4.2
       to the Company's Form 8-K dated March 15, 2005.

4.3    Indenture dated as of March 15, 2005, among Delta Petroleum
       Corporation, the Guarantors named therein and US Bank National
       Association, as Trustee. Incorporated by reference from Exhibit 4.3
       to the Company's Form 8-K dated March 15, 2005.

4.4    Form of 7% Series A Senior Notes due 2015 with attached notation of
       Guarantees.  Incorporated by reference from Exhibit 4.4 to the
       Company's Form 8-K dated March 15, 2005.

9.     Voting Trust Agreement.  Not applicable.

10.    Material Contracts.

10.1   Burdette A. Ogle "Assignment, Conveyance and Bill of Sale of Federal
       Oil and Gas Leases Reserving a Production Payment," "Lease Interests
       Purchase Option Agreement" and "Purchase and Sale Agreement."
       Incorporated by reference from Exhibit 28.1 to the Company's
       Form 8-K dated January 3, 1995.

10.2   Delta Petroleum Corporation 1993 Incentive Plan, as amended.
       Incorporated by reference from Exhibit 99.1 to the Company's Form 8-K
       dated November 1, 1996. *

10.3   Delta Petroleum Corporation 1993 Incentive Plan, as amended June 30,
       1999.  Incorporated by reference to the Company's Notice of Annual
       Meeting and Proxy Statement dated June 1, 1999. *



                                      13



10.4   Agreement between Burdette A. Ogle and Delta Petroleum Corporation
       effective December 17, 1998.  Incorporated by reference from Exhibit
       99.2 to the Company's Form 10-QSB for the quarterly period ended
       December 31, 1998.

10.5   Agreement between Whiting Petroleum Corporation and Delta Petroleum
       Corporation (including amendment) dated June 8, 1999.  Incorporated by
       reference from Exhibit 99.1 to the Company's Form 8-K dated June 9,
       1999.

10.6   Purchase and Sale Agreement dated October 13, 1999 between Whiting
       Petroleum Corporation and Delta Petroleum Corporation.  Incorporated
       by reference from Exhibit 99.1 to the Company's Form 8-K dated
       November 1, 1999.

10.7   Agreement between Delta Petroleum Corporation, Roger A. Parker and
       Aleron H. Larson, Jr. dated November 1, 1999.  Incorporated by
       reference from Exhibit 99.3 to the Company's Form 8-K dated
       November 1, 1999.*

10.8   Conveyance and Assignment from Whiting Petroleum Corporation dated
       December 1, 1999. Incorporated by reference from Exhibit 10.1 to the
       Company's Form 8-K dated December 1, 1999.

10.9   Agreement dated December 30, 1999 between Burdette A. Ogle and Delta
       Petroleum Corporation.  Incorporated by reference from Exhibit 99.4
       to the Company's Form 8-K dated January 4, 2000.

10.10  Purchase and Sale Agreement dated June 1, 2000 between Whiting
       Petroleum Corporation and Delta Petroleum Corporation.  Incorporated
       by reference from Exhibit 10.1 to the Company's Form 8-K dated
       July 10, 2000.

10.11  Delta Petroleum Corporation 2001 Incentive Plan.  Incorporated by
       reference to the Company's Notice of Annual Meeting and Proxy
       Statement dated July 26, 2001 for fiscal year 2000 ended June 30,
       2000.*

10.12  Employment Agreements with Aleron H. Larson, Jr., Roger A. Parker
       and Kevin K. Nanke, from  Exhibit 10.4 a, b, and c to the
       Company's Form 8-K dated October 25, 2001. *

10.13  Delta Petroleum Corporation 2002 Incentive Plan incorporated by
       reference from Exhibit A to the Company's definitive proxy statement
       filed May 1, 2002. *

10.14  Agreement between Delta Petroleum Corporation and Amber Resources
       Company dated July 1, 2001.  Incorporated by reference from Exhibit
       10.3 to the Company's Form 8-K dated October 25, 2001.

10.15  Letter agreement dated December 3, 2001 between Delta Petroleum
       Corporation and Ogle Properties LLC.  Incorporated by reference from
       Exhibit 10.4 to the Company's Form 8-K dated October 25, 2001.



                                      14




10.16  Purchase and Sale Agreement between Castle Energy Company and Delta
       Petroleum Corporation dated December 31, 2001. Incorporated by
       reference from Exhibit 2.1 to the Company's Form 8-K dated
       January 15, 2002.

10.17  Purchase and Sale Agreement between Delta Petroleum Corporation and
       Tipperary Oil & Gas Corporation dated May 8, 2002. Incorporated by
       reference from Exhibit 10.1 to the Company's Form 8-K dated
       April 30, 2002.

10.18  Credit Agreement dated May 31, 2002 by and among Delta Petroleum
       Corporation, Delta Exploration Company, Inc., Piper Petroleum
       Company and Bank of Oklahoma, N.A. Incorporated by reference from
       Exhibit 10.1 to the Company's Form 8-K dated May 24, 2002.

10.19  First Amendment to Credit Agreement dated June 20, 2003 by and
       among Delta Petroleum Corporation, Delta Exploration Company, Inc.,
       Piper Petroleum Company and Bank of Oklahoma, N.A. Incorporated
       by reference from Exhibit 10.3 to the Company's Form 8-K dated
       June 20, 2003.

10.20  Agreement with Arguello, Inc.  Incorporated by reference from
       Exhibit 10.22 to the Company's Form 10-K for the fiscal year
       ended June 30, 2003.

10.21  Purchase and Sale Agreement dated as of June 5, 2003 between
       JAED Production Company, Inc. and Delta Petroleum Corporation.
       Incorporated by reference from Exhibit 10.1 to the Company's
       Form 8-K dated June 20, 2003.

10.22  Purchase and Sale Agreement with Edward Mike Davis and Edward
       Mike Davis, L.L.C.  Incorporated by reference from Exhibit 10.1
       to the Company's Form 8-K dated September 19, 2003.

10.23  First Amendment to Purchase and Sale Agreement with Edward Mike
       Davis and Edward Mike Davis, L.L.C.  Incorporated by reference
       from Exhibit 10.2 to the Company's Form 8-K dated September 19,
       2003.

10.24  Amended and Restated Credit Agreement dated December 30, 2003,
       by and among Delta Petroleum Corporation, Delta Exploration
       Company, Inc., Piper Petroleum Company and Bank of Oklahoma,
       N.A.  Incorporated by reference from Exhibit 10.1 to the Company's
       Form 10-Q dated December 31, 2003.

10.25  Second Amendment to Purchase and Sale Agreement with Edward Mike
       Davis and Edward Mike Davis, L.L.C.  Incorporated by reference from
       Exhibit 10.4 to the Company's Form 8-K dated April 23, 2004.

10.26  Purchase and Sale Agreement dated June 10, 2004 with various
       sellers related to Alpine Resources, Inc.  Incorporated by
       reference from Exhibit 10.1 to the Company's Form 8-K dated
       June 29, 2004.





                                      15



10.27  Second Amendment of Amended and Restated Credit Agreement dated
       June 29, 2004 with Bank of Oklahoma, N.A., US Bank National
       Association and Hibernia National Bank.  Incorporated by reference
       from Exhibit 10.2 to the Company's Form 8-K dated June 29, 2004.

10.28  Amendment No. 1 to Purchase and Sale Agreement dated July 7, 2004
       with Edward Mike Davis and entities controlled by him.  Incorporated
       by reference from Exhibit 10.3 to the Company's Form 8-K dated June
       29, 2004.

10.29  Third Amendment to Credit Agreement between Delta Petroleum
       Corporation and the banks named therein, dated June 30, 2005.
       Incorporated by reference from Exhibit 10.1 to the Company's
       Form 8-K dated June 29, 2005.

10.30  Delta Petroleum Corporation 2005 New-Hire Equity Incentive Plan.
       Incorporated by reference from Exhibit 10.1 to the Company's
       Form 8-K dated June 17, 2005.*

10.31  Amendment No. 1 to Delta Petroleum Corporation 2004 Incentive
       Plan.  Incorporated by reference from Exhibit 10.2 to the
       Company's Form 8-K dated June 17, 2005.*

10.32  Employment Agreement with Roger A. Parker dated May 5, 2005.
       Incorporated by reference from Exhibit 10.1 to the Company's
       Form 8-K dated May 5, 2005.*

10.33  Employment Agreement with Kevin K. Nanke dated May 5, 2005.
       Incorporated by reference from Exhibit 10.2 to the Company's
       Form 8-K dated May 5, 2005.*

10.34  Employment Agreement with John R. Wallace dated May 5, 2005.
       Incorporated by reference from Exhibit 10.2 to the Company's
       Form 8-K dated May 5, 2005.*

10.35  Change in Control Executive Severance Agreement with Roger A.
       Parker dated May 5, 2005. Incorporated by reference from
       Exhibit 10.2 to the Company's Form 8-K dated May 5, 2005.*

10.36  Change in Control Executive Severance Agreement with Kevin K.
       Nanke dated May 5, 2005. Incorporated by reference from Exhibit
       10.2 to the Company's Form 8-K dated May 5, 2005.*

10.37  Change in Control Executive Severance Agreement with John R.
       Wallace dated May 5, 2005. Incorporated by reference from Exhibit
       10.2 to the Company's Form 8-K dated May 5, 2005.*

10.38  Asset Purchase Agreement dated December 15th, 2004, with Manti
       Resources, Inc., a Texas corporation, Manti Operating Company,
       a Texas corporation, Manti Caballos Creek, LTD., a Texas limited
       partnership, Manti Opossum Hollow, LTD., a Texas limited partnership,
       J&P Oil and Gas, Inc., a Texas corporation, Lara Energy, Inc., a
       Texas corporation, and SofRoc Fuel Co., a Texas corporation.
       Incorporated by reference from Exhibit 10.1 to the Company's Form 8-K
       dated January 21, 2005.




                                     16



10.39  First Amendment to Credit Agreement dated as of January 21, 2005
       with JP Morgan Chase Bank, N.A., U.S. Bank N.A., Bank of Oklahoma and
       Hibernia Bank.  Incorporated by reference from Exhibit 10.2 to the
       Company's Form 8-K dated January 21, 2005.

10.40  Credit Agreement dated November 5, 2004, by and among Delta
       Petroleum Corporation, Bank One, NA, Bank of Oklahoma, N.A., and U.S.
       Bank National Association.  Incorporated by reference from Exhibit
       10.1 to the Company's Form 8-K dated November 5, 2004.

10.41  Fourth Amendment to Purchase and Sale Agreement with Edward Mike
       Davis, et al.  Incorporated by reference from Exhibit 10.1 to the
       Company's Form 8-K dated November 4, 2004.

10.42  Delta Petroleum Corporation 2004 Incentive Plan.  Incorporated by
       reference from Appendix A to the Company's Definitive Proxy Statement
       filed on November 22, 2004.

11.    Statement Regarding Computation of Per Share Earnings. Not
       applicable.

12.    Statement Regarding Computation of Ratios. Not applicable.

13.    Code of Ethics.  The Company's Code of Business Conduct and Ethics is
       posted on the Company's website at www.deltapetro.com.

16.    Letter re: change in certifying accountant.  Not applicable.

18.    Letter re: change in accounting principles.  Not applicable.

21.    Subsidiaries of the Registrant.  Filed electronically with initial
       filing of this report.

22.    Published report regarding matters submitted to vote of security
       holders.  Not applicable.

23.    Consents of experts and counsel.

23.1   Consent of KPMG LLP.  Filed electronically with initial filing of
       this report.

23.2   Consent of Ralph E. Davis Associates, Inc.  Filed electronically
       with initial filing of this report.

23.3   Consent of Mannon Associates.  Filed electronically with initial
       filing of this report.

24.    Power of attorney.  Not applicable.

31.    Rule 13a-14(a)/ 15d-14(a) Certifications.

31.1   Certification of Chief Executive Officer Pursuant to Section 302 of
       the Sarbanes-Oxley Act of 2002.  Filed herewith electronically.

31.2   Certification of Chief Financial Officer Pursuant to Section 302 of
       the Sarbanes-Oxley Act of 2002.  Filed herewith electronically.




                                      17


32.    Section 1350 Certifications.

32.1   Certification of Chief Executive Officer Pursuant to 18 U.S.C.
       Section 1350.  Filed herewith electronically.

32.2   Certification of Chief Financial Officer Pursuant to 18 U.S.C.
       Section 1350.  Filed herewith electronically.
____________________

* Management contracts and compensatory plans.



























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                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange of Act of 1934, we have caused this Form 10-K/A Amendment No. 2 to
be signed on our behalf by the undersigned, thereunto duly authorized, in the
City of Denver and State of Colorado on the 17th day of November, 2005.

                                   DELTA PETROLEUM CORPORATION



                                   By:/s/ Roger A. Parker
                                      Roger A. Parker, Chairman,
                                      President and Chief Executive Officer



                                   By:/s/ Kevin K. Nanke
                                      Kevin K. Nanke, Treasurer
                                      and Chief Financial Officer






















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