U.S. 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: October 28, 2002



                              HADRO RESOURCES, INC.
        (Exact Name of Small Business Issuer as Specified in its Charter)

                                     NEVADA
              (State or other Jurisdiction as Specified in Charter)



        00-25579                                         87-0571853
(Commission file number)                    (I.R.S. Employer Identification No.)



                          435 Martin Street, Suite 2000
                            Blaine, Washington 98270
                    (Address of Principal Executive Offices)

                                 (360) 332-1644
                           (Issuer's telephone number)

<PAGE>

Items 1 through 4, 6 and 8 not applicable.

Item 5. Other Events

Potential Acquisition of Petrogen, Inc.

     The Board of Directors of Hadro Resources, Inc., a Nevada corporation (the
"Company"), at a special meeting, approved the execution of an agreement in
principle dated October 11, 2002 (the "Agreement") among the Company, Petrogen,
Inc., a Colorado corporation ("Petrogen"), and the shareholders of Petrogen
(collectively, the "Petrogen Shareholders"). It is anticipated that the
Agreement will become effective and the acquisition of Petrogen will be
consummated on or before approximately December 31, 2002, pending shareholder
approval.

     Petrogen is an energy company specializing in the development of domestic
energy. Petrogen has operations based in Houston, Texas, and is committed to
developing into a leading independent oil and gas competitor through
systematically expanding operations, increasing yearly revenues and booking new
reserves. In accordance with the terms of the Agreement, it has been agreed,
subject to normal due diligence, formal agreement and board or director and
shareholder ratification conditions precedent, that: (i) Petrogen will become a
wholly-owned subsidiary of the Company and its business operations will be in
oil and gas exploration and development; (ii) the Company will change its name
to "Petrogen Corp." and its trading symbol; (iii) the Company will sell
substantially all of its remaining assets consequent upon the consummation of
the Agreement; and (iv) the Company will adopt and implement a stock option plan
for key personnel of the Company subject to approval by the shareholders of the
Company.

     Pursuant to the terms of the Agreement, the Company will acquire from the
Petrogen Shareholders one hundred percent (100%) of the issued and outstanding
shares of common stock of Petrogen in exchange for issuance to the Petrogen
Shareholders of approximately 7,000,000 post-reverse stock split shares of the
Company's restricted common stock (assuming that a prior reverse stock split of
one-for-twenty will have been effectuated). The Company and Petrogen desire to
provide for and maintain an orderly trading market and stable price for the
Company's shares of common stock. It is anticipated that upon consummation of
the Agreement, the Company and the Petrogen Shareholders representing an
aggregate of 7,000,000 shares of common stock (collectively, the "Pooled
Shares"), are expected to enter into a proposed voluntary pooling agreement (the
"Pooling Agreement"). Pursuant to the proposed terms and provisions of the
Pooling Agreement, the Pooled Shares will not be traded and become available for
trading and released and sold in the following manner: (i) an initial ten
percent (10%) of the Pooled Shares will be released to the pooled shareholders
on the date which is one calendar year from the closing date of the Agreement
(the "First Release Date"); and (ii) a further ten percent (10%) will be
released to the pooled shareholders on each of the dates which are every three
(3) calendar months from the First Release Date in accordance with each pooled
shareholder's respective shareholdings. In the event the Agreement is
consummated and the Company issues 7,000,000 post-reverse stock split shares of
its restricted common stock, there will be a change in control of the Company.

<PAGE>

     In conjunction with the terms and conditions of the Agreement, the
Company's resulting business upon consummation of the Agreement will be
comprised of a one hundred percent (100%) registered and beneficial working
interest in and to all of Petrogen's business assets at that time, which shall
include all of the then business assets of Petrogen's affiliated company,
Petrogen International Ltd. ("Petrogen Ltd."). As a consequence, Petrogen Ltd.
is expected to retain, at all times, a ten percent (10%) net revenue (carried)
interest in and to such business assets together with the right, as operator in
respect of such business assets, to charge an administrative fee of ten percent
(10%) of project costs for all development expenditures incurred in connection
therewith. Development expenditures are defined as those costs which are
incurred in the normal course of business in the oil and gas industry, which
would include, but are not limited to, the costs incurred in the processes of
exploring upon and/or developing oil and gas leases, operations and
administrative expenses, work over expenses, recompletion and completion
expenses, specialists and consultants fees, environmental protection costs,
clean-up costs, etc.

     Secured and Convertible Loan Agreement

     As a condition to entering into and in accordance with the Agreement, the
Company has agreed to advance to Petrogen the aggregate principal sum of not
less than $250,000 within five (5) business days of raising a minimum of
$250,000. In accordance with any loan made to Petrogen, any principal sum loan
amount will bear interest accruing at the rate of ten percent (10%) per annum,
and any such principal sum loan amount will be secured pursuant to a senior
fixed and floating charge on all of the assets of Petrogen (the "Loan
Agreement").

     Pursuant to the proposed terms and provisions of the Loan Agreement, it is
anticipated that the aggregate principal loan sum amount will be repaid to the
Company on or before the day which is ninety (90) calendar days from the earlier
of one (1) year from the execution date of the Loan Agreement or the date upon
which the Company's proposed purchase of all of the issued and outstanding
shares of Petrogen under the terms of the Agreement terminates for any reason
whatsoever (the "Final Payment Date"). It is also anticipated that Petrogen will
have the right to prepay and redeem any portion of the aggregate principal loan
sum amount and accrued interest due and owing the Company in whole or in part
prior to the Final Payment Date by providing the Company with no less than
thirty (30) calendar day's prior written notice (the "Right of Redemption").

     Subject to Petrogen's Right of Redemption, and should the Agreement
terminate for any reason prior to closing, the terms and provisions of the Loan
Agreement are expected to provide the Company with the right, in its sole and
absolute discretion, to elect to convert the aggregate principal loan sum amount
and accrued interest due and owing the Company into shares of common stock
representing up to five percent (5%) participating and voting interest in and to
Petrogen.

     The Company and Petrogen have agreed that, as a pre-condition to closing
such acquisition and the consummation of the Agreement, both parties may
conduct, to their satisfaction, due diligence which may include, but is not
limited to, financial statements, inventory of assets and liabilities,
confirmation that each party has complied with all regulatory filings and
receipt of necessary approvals regarding the transaction.

<PAGE>

     Petrogen, Inc. Corporate Profile

     Management of the Company has been informed that Petrogen is an emerging
energy company specializing in the development of domestic energy. Petrogen has
operations based in Houston, Texas, and is committed to developing into a
leading independent oil and gas competitor through systematically expanding
operations, increasing yearly revenues and consistently booking new reserves
without risking the stability of operations or shareholder value.

     During the past year, management of the Company has been informed that
Petrogen has assembled a group of highly qualified professionals from the oil
and gas industry who possess major international energy company and independent
operator expertise. This team of professionals has an acute understanding in
assessing highly viable prospect opportunities and the ability to negotiate
favorable project agreements that present high possible upside potential to the
Company. Management of the Company believes that Petrogen has acquired, to date,
net reserves of 23.5 billion cubic feet gas (BCFG) and 935,000 barrels of oil
(BO) of proven developed non-producing (PDNP) and proven undeveloped (PUD)
reserves. Additional probable reserves are estimated to be 28.9 BCFG and 985,000
BO.

     Management of the Company has been informed that Petrogen's immediate
efforts are focused on placing the numerous shut-in gas wells located on its
properties in the states of Texas, Mississippi and Wyoming back into production,
and to immediately implement additional development operations on these same
properties with the commencement of drilling new wells into proven undeveloped
reserves.

     Management of the Company has been further informed that Petrogen is also
currently working in collaboration with its affiliate Petrogen International
Ltd., to complete the acquisition of four additional property opportunities that
fall within the same criteria of providing Petrogen with immediate proven
developed revenue stream potential and undeveloped reserve upside. Petrogen
plans to commence a major development initiative upon its Texas Gulf Coast
property, Hawes Field, in the spring of 2003, under which planned drilling of
several new wells to place back into production a gross natural gas reserve of
12.8 BCFG.

     Management of the Company believes that Petrogen plans to continue building
and increasing a strategic base of proven reserves and production opportunities
that represent outstanding growth opportunity for the Company and its
shareholders over the immediate, near and long term.

     Shareholder Approval - Information Statement

     Based upon review of a wide variety of factors considered in connection
with its evaluation of the Agreement, the Board of Directors of the Company
believes that consummation of the Agreement would be fair to and in the best
interests of the Company and its shareholders. The Board of Directors,
therefore, authorized and directed the submission of an Information Statement
pursuant to Section 14(c) of the Securities Exchange Act of 1934, as amended
(the "Information Statement").

<PAGE>

     The Information Statement was filed with the Securities and Exchange
Commission on October 17, 2002. The Information Statement will be circulated to
the shareholders of the Company in connection with the taking of corporate
action without a meeting upon the written consent of ten (10) or less
shareholders holding of record a majority of the outstanding shares of the
Company's common stock (the "Written Consent"). The matters upon which action is
proposed to be taken effective approximately December 15, 2002 pursuant to the
Written Consent include: (i) the approval of the Agreement, the related
conversion of any proposed loans to equity interest by the Company in Petrogen
under the proposed Loan Agreement, and the resulting change in control of the
Company upon the completion and consummation of the Agreement; (ii) the approval
of an amendment to the Articles of Incorporation to effectuate a name change of
the Company to "Petrogen Corp." upon the completion and consummation of the
Agreement; (iii) the approval of the sale of substantially all of the remaining
assets of the Company consequent upon the completion and consummation of the
Agreement (the proposed "Sale and Purchase"); (iv) the authorization for the
Board of Directors to effect a reverse stock split of one-for-twenty (the
"Reverse Stock Split") of the Company's outstanding common stock, depending upon
a determination by the Board of Directors that a Reverse Stock Split is in the
best interests of the Company and its shareholders; (v) the approval of a stock
option plan for key personnel of the Company (the "Stock Option Plan"); and (vi)
ratification of the selection of LaBonte & Co. as the Company's independent
public accountants for the fiscal year ending December 31, 2002.

     As of the date of this Report, the Information Statement has been filed
with the Securities and Exchange Commission with the resulting Written Consent
to be dated approximately December 15, 2002 approving such corporate actions.
Management of the Company intends that the Information Statement will be mailed
to all shareholders of the Company by approximately November 20, 2002.

Item 7. Financial Statements and Exhibits.

     (a) Financial Statements of Businesses Acquired.

         Not Applicable.

     (b) Pro Forma Financial Information.

         Not Applicable.

     (c) Exhibits.

                                   SIGNATURES

     In accordance with 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.


                                                 HADRO RESOURCES, INC.


Date:  October 28, 2002                          By: /s/ Grant Atkins
                                                 --------------------
                                                 Grant Atkins, President/Chief
                                                 Executive Officer
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U.S. 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: October 28, 2002

                              HADRO RESOURCES, INC.
        (Exact Name of Small Business Issuer as Specified in its Charter)

                                     NEVADA
              (State or other Jurisdiction as Specified in Charter)

        00-25579                                         87-0571853
(Commission file number)                    (I.R.S. Employer Identification No.)

                          435 Martin Street, Suite 2000
                            Blaine, Washington 98270
                    (Address of Principal Executive Offices)

                                 (360) 332-1644
                           (Issuer's telephone number)
Items 1 through 4, 6 and 8 not applicable.

Item 5. Other Events

Potential Acquisition of Petrogen, Inc.

     The Board of Directors of Hadro Resources, Inc., a Nevada corporation (the
"Company"), at a special meeting, approved the execution of an agreement in
principle dated October 11, 2002 (the "Agreement") among the Company, Petrogen,
Inc., a Colorado corporation ("Petrogen"), and the shareholders of Petrogen
(collectively, the "Petrogen Shareholders"). It is anticipated that the
Agreement will become effective and the acquisition of Petrogen will be
consummated on or before approximately December 31, 2002, pending shareholder
approval.

     Petrogen is an energy company specializing in the development of domestic
energy. Petrogen has operations based in Houston, Texas, and is committed to
developing into a leading independent oil and gas competitor through
systematically expanding operations, increasing yearly revenues and booking new
reserves. In accordance with the terms of the Agreement, it has been agreed,
subject to normal due diligence, formal agreement and board or director and
shareholder ratification conditions precedent, that: (i) Petrogen will become a
wholly-owned subsidiary of the Company and its business operations will be in
oil and gas exploration and development; (ii) the Company will change its name
to "Petrogen Corp." and its trading symbol; (iii) the Company will sell
substantially all of its remaining assets consequent upon the consummation of
the Agreement; and (iv) the Company will adopt and implement a stock option plan
for key personnel of the Company subject to approval by the shareholders of the
Company.

     Pursuant to the terms of the Agreement, the Company will acquire from the
Petrogen Shareholders one hundred percent (100%) of the issued and outstanding
shares of common stock of Petrogen in exchange for issuance to the Petrogen
Shareholders of approximately 7,000,000 post-reverse stock split shares of the
Company's restricted common stock (assuming that a prior reverse stock split of
one-for-twenty will have been effectuated). The Company and Petrogen desire to
provide for and maintain an orderly trading market and stable price for the
Company's shares of common stock. It is anticipated that upon consummation of
the Agreement, the Company and the Petrogen Shareholders representing an
aggregate of 7,000,000 shares of common stock (collectively, the "Pooled
Shares"), are expected to enter into a proposed voluntary pooling agreement (the
"Pooling Agreement"). Pursuant to the proposed terms and provisions of the
Pooling Agreement, the Pooled Shares will not be traded and become available for
trading and released and sold in the following manner: (i) an initial ten
percent (10%) of the Pooled Shares will be released to the pooled shareholders
on the date which is one calendar year from the closing date of the Agreement
(the "First Release Date"); and (ii) a further ten percent (10%) will be
released to the pooled shareholders on each of the dates which are every three
(3) calendar months from the First Release Date in accordance with each pooled
shareholder's respective shareholdings. In the event the Agreement is
consummated and the Company issues 7,000,000 post-reverse stock split shares of
its restricted common stock, there will be a change in control of the Company.
In conjunction with the terms and conditions of the Agreement, the
Company's resulting business upon consummation of the Agreement will be
comprised of a one hundred percent (100%) registered and beneficial working
interest in and to all of Petrogen's business assets at that time, which shall
include all of the then business assets of Petrogen's affiliated company,
Petrogen International Ltd. ("Petrogen Ltd."). As a consequence, Petrogen Ltd.
is expected to retain, at all times, a ten percent (10%) net revenue (carried)
interest in and to such business assets together with the right, as operator in
respect of such business assets, to charge an administrative fee of ten percent
(10%) of project costs for all development expenditures incurred in connection
therewith. Development expenditures are defined as those costs which are
incurred in the normal course of business in the oil and gas industry, which
would include, but are not limited to, the costs incurred in the processes of
exploring upon and/or developing oil and gas leases, operations and
administrative expenses, work over expenses, recompletion and completion
expenses, specialists and consultants fees, environmental protection costs,
clean-up costs, etc.

     Secured and Convertible Loan Agreement

     As a condition to entering into and in accordance with the Agreement, the
Company has agreed to advance to Petrogen the aggregate principal sum of not
less than $250,000 within five (5) business days of raising a minimum of
$250,000. In accordance with any loan made to Petrogen, any principal sum loan
amount will bear interest accruing at the rate of ten percent (10%) per annum,
and any such principal sum loan amount will be secured pursuant to a senior
fixed and floating charge on all of the assets of Petrogen (the "Loan
Agreement").

     Pursuant to the proposed terms and provisions of the Loan Agreement, it is
anticipated that the aggregate principal loan sum amount will be repaid to the
Company on or before the day which is ninety (90) calendar days from the earlier
of one (1) year from the execution date of the Loan Agreement or the date upon
which the Company's proposed purchase of all of the issued and outstanding
shares of Petrogen under the terms of the Agreement terminates for any reason
whatsoever (the "Final Payment Date"). It is also anticipated that Petrogen will
have the right to prepay and redeem any portion of the aggregate principal loan
sum amount and accrued interest due and owing the Company in whole or in part
prior to the Final Payment Date by providing the Company with no less than
thirty (30) calendar day's prior written notice (the "Right of Redemption").

     Subject to Petrogen's Right of Redemption, and should the Agreement
terminate for any reason prior to closing, the terms and provisions of the Loan
Agreement are expected to provide the Company with the right, in its sole and
absolute discretion, to elect to convert the aggregate principal loan sum amount
and accrued interest due and owing the Company into shares of common stock
representing up to five percent (5%) participating and voting interest in and to
Petrogen.

     The Company and Petrogen have agreed that, as a pre-condition to closing
such acquisition and the consummation of the Agreement, both parties may
conduct, to their satisfaction, due diligence which may include, but is not
limited to, financial statements, inventory of assets and liabilities,
confirmation that each party has complied with all regulatory filings and
receipt of necessary approvals regarding the transaction.
Petrogen, Inc. Corporate Profile

     Management of the Company has been informed that Petrogen is an emerging
energy company specializing in the development of domestic energy. Petrogen has
operations based in Houston, Texas, and is committed to developing into a
leading independent oil and gas competitor through systematically expanding
operations, increasing yearly revenues and consistently booking new reserves
without risking the stability of operations or shareholder value.

     During the past year, management of the Company has been informed that
Petrogen has assembled a group of highly qualified professionals from the oil
and gas industry who possess major international energy company and independent
operator expertise. This team of professionals has an acute understanding in
assessing highly viable prospect opportunities and the ability to negotiate
favorable project agreements that present high possible upside potential to the
Company. Management of the Company believes that Petrogen has acquired, to date,
net reserves of 23.5 billion cubic feet gas (BCFG) and 935,000 barrels of oil
(BO) of proven developed non-producing (PDNP) and proven undeveloped (PUD)
reserves. Additional probable reserves are estimated to be 28.9 BCFG and 985,000
BO.

     Management of the Company has been informed that Petrogen's immediate
efforts are focused on placing the numerous shut-in gas wells located on its
properties in the states of Texas, Mississippi and Wyoming back into production,
and to immediately implement additional development operations on these same
properties with the commencement of drilling new wells into proven undeveloped
reserves.

     Management of the Company has been further informed that Petrogen is also
currently working in collaboration with its affiliate Petrogen International
Ltd., to complete the acquisition of four additional property opportunities that
fall within the same criteria of providing Petrogen with immediate proven
developed revenue stream potential and undeveloped reserve upside. Petrogen
plans to commence a major development initiative upon its Texas Gulf Coast
property, Hawes Field, in the spring of 2003, under which planned drilling of
several new wells to place back into production a gross natural gas reserve of
12.8 BCFG.

     Management of the Company believes that Petrogen plans to continue building
and increasing a strategic base of proven reserves and production opportunities
that represent outstanding growth opportunity for the Company and its
shareholders over the immediate, near and long term.

     Shareholder Approval - Information Statement

     Based upon review of a wide variety of factors considered in connection
with its evaluation of the Agreement, the Board of Directors of the Company
believes that consummation of the Agreement would be fair to and in the best
interests of the Company and its shareholders. The Board of Directors,
therefore, authorized and directed the submission of an Information Statement
pursuant to Section 14(c) of the Securities Exchange Act of 1934, as amended
(the "Information Statement").
The Information Statement was filed with the Securities and Exchange
Commission on October 17, 2002. The Information Statement will be circulated to
the shareholders of the Company in connection with the taking of corporate
action without a meeting upon the written consent of ten (10) or less
shareholders holding of record a majority of the outstanding shares of the
Company's common stock (the "Written Consent"). The matters upon which action is
proposed to be taken effective approximately December 15, 2002 pursuant to the
Written Consent include: (i) the approval of the Agreement, the related
conversion of any proposed loans to equity interest by the Company in Petrogen
under the proposed Loan Agreement, and the resulting change in control of the
Company upon the completion and consummation of the Agreement; (ii) the approval
of an amendment to the Articles of Incorporation to effectuate a name change of
the Company to "Petrogen Corp." upon the completion and consummation of the
Agreement; (iii) the approval of the sale of substantially all of the remaining
assets of the Company consequent upon the completion and consummation of the
Agreement (the proposed "Sale and Purchase"); (iv) the authorization for the
Board of Directors to effect a reverse stock split of one-for-twenty (the
"Reverse Stock Split") of the Company's outstanding common stock, depending upon
a determination by the Board of Directors that a Reverse Stock Split is in the
best interests of the Company and its shareholders; (v) the approval of a stock
option plan for key personnel of the Company (the "Stock Option Plan"); and (vi)
ratification of the selection of LaBonte & Co. as the Company's independent
public accountants for the fiscal year ending December 31, 2002.

     As of the date of this Report, the Information Statement has been filed
with the Securities and Exchange Commission with the resulting Written Consent
to be dated approximately December 15, 2002 approving such corporate actions.
Management of the Company intends that the Information Statement will be mailed
to all shareholders of the Company by approximately November 20, 2002.

Item 7. Financial Statements and Exhibits.

     (a) Financial Statements of Businesses Acquired.

         Not Applicable.

     (b) Pro Forma Financial Information.

         Not Applicable.

     (c) Exhibits.

                                   SIGNATURES

     In accordance with 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.

                                                 HADRO RESOURCES, INC.

Date:  October 28, 2002                          By: /s/ Grant Atkins
                                                 --------------------
                                                 Grant Atkins, President/Chief
                                                 Executive Officer