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: February 12, 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.

     On January 29, 1997, the Company sold an aggregate of 660,000 shares of its
Common  Stock to two foreign  companies  for an  aggregate  of  $1,650,000.  The
Company  paid  $165,000 in  commissions,  including  third party  costs,  on the
transaction.

     The shares were issued to two entities that are not "U.S.  persons" 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: February 12, 1997
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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: February 12, 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.

     On January 29, 1997, the Company sold an aggregate of 660,000 shares of its
Common  Stock to two foreign  companies  for an  aggregate  of  $1,650,000.  The
Company  paid  $165,000 in  commissions,  including  third party  costs,  on the
transaction.

     The shares were issued to two entities that are not "U.S.  persons" 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: February 12, 1997