Schedule 13G

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


SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ___________)*






(Name of Issuer)
Abraxas Petroleum Corporation




(Title of Class of Securities)
Common Stock




(CUSIP Number)
003830-10-6




(Date of Event Which Requires Filing of this Statement)
9-30-01

Check the appropriate box to designate the rule pursuant to which
this Schedule is filed:
      [ x  ]Rule 13d-1(b)
      [   ]Rule 13d-1(c)
      [   ]Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page. The information required in the remainder
of this cover page shall not be deemed to be "filed" for the
purpose of Section 18 of the Securities Exchange Act of 1934
("Act") or otherwise subject to the liabilities of that section
of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).



      CUSIP No. ..003830-10-
6.....................................



          1.Names of Reporting Persons.
      I.R.S. Identification Nos. of above persons (entities
only).
     Venture Securities Corporation  23-1566733
 .................................................................
 ...............
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 ...............
 ....




      2. Check the Appropriate Box if a Member of a Group (See
Instructions)



(a)..............................................................
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(b)..............................................................
 .................................................................
 .............................




      3.SEC Use Only

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 ..........




      4.Citizenship or Place of Organization
     Spring House, PA
 .................................................................
 ..............................................



      Number of
      Shares
      Beneficially
      Owned by
      Each Reporting
      Person With
      5.Sole Voting Power

744,884..........................................................
 ................................................................



      6.Shared Voting Power

0................................................................
 ......................................................



      7.Sole Dispositive

Power............................................................
 ...............
1,780,123........................................



      8.Shared Dispositive Power

0................................................................
 ...............................................




      9.Aggregate Amount Beneficially Owned by Each Reporting
Person...........................................................
 .....
1,780,123



      10.Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions)...............................




      11.Percent of Class Represented by Amount in Row (9)

6.9.............................................................
 .....................




      12.Type of Reporting Person (See Instructions)
IA



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 ...........................................................


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 ..................................................


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 ....................................................


 .................................................................
 .................................................................
 ....................................................


 .................................................................
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 .................................................................
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 ....................................................











INSTRUCTIONS FOR SCHEDULE 13G
Instructions for Cover Page
      (l)Names and I.R.S. Identification Numbers of Reporting
Persons-Furnish the full legal name of each person for whom the
report is filed-i.e., each person required to sign the schedule
itself-including each member of a group. Do not include the name
of a person required to be identified in the report but who is
not a reporting person. Reporting persons that are entities are
also requested to furnish their I.R.S. identification numbers,
although disclosure of such numbers is voluntary, not mandatory
(see "SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G"
below).
      (2)If any of the shares beneficially owned by a reporting
person are held as a member of a group and that membership is
expressly affirmed, please check row 2(a). If the reporting
person disclaims membership in a group or describes a
relationship with other persons but does not affirm the existence
of a group, please check row 2(b) [unless it is a joint filing
pursuant to Rule 13d1(k)(1) in which case it may not be necessary
to check row 2(b)].
      (3)The third row is for SEC internal use; please leave
blank.
      (4)Citizenship or Place of Organization-Furnish citizenship
if the named reporting person is a natural person. Otherwise,
furnish place of organization.
      (5)-(9), (11)Aggregate Amount Beneficially Owned By Each
Reporting Person, Etc.-Rows (5) through (9) inclusive, and (11)
are to be completed in accordance with the provisions of Item 4
of Schedule 13G. All percentages are to be rounded off to the
nearest tenth (one place after decimal point).
      (10)Check if the aggregate amount reported as beneficially
owned in row (9) does not include shares as to which beneficial
ownership is disclaimed pursuant to Rule 13d-4 (17 CFR 240.13d-4]
under the Securities Exchange Act of 1934.
      (12)Type of Reporting Person-Please classify each
"reporting person" according to the following breakdown (see Item
3 of Schedule 13G) and place the appropriate symbol on the form:
            CategorySymbol
            Broker Dealer BD
            Bank BK
            Insurance Company IC
            Investment Company IV
            Investment Adviser IA
            Employee Benefit Plan, Pension Fund, or Endowment
Fund EP
            Parent Holding Company/Control Person HC
            Savings Association SA
            Church Plan CP
            Corporation CO
            Partnership PN
            Individual IN
            Other OO




      Notes:Attach as many copies of the second part of the cover
page as are needed, one reporting person per page. Filing persons
may, in order to avoid unnecessary duplication, answer items on
the schedules (Schedule 13D, 13G or 14D1) by appropriate cross
references to an item or items on the cover page(s). This
approach may only be used where the cover page item or items
provide all the disclosure required by the schedule item.
Moreover, such a use of a cover page item will result in the item
becoming a part of the schedule and accordingly being considered
as "filed" for purposes of Section 18 of the Securities Exchange
Act or otherwise subject to the liabilities of that section of
the Act. Reporting persons may comply with their cover page
filing requirements by filing either completed copies of the
blank forms available from the Commission, printed or typed
facsimiles, or computer printed facsimiles, provided the
documents filed have identical formats to the forms prescribed in
the Commission's regulations and meet existing Securities
Exchange Act rules as to such matters as clarity and size
(Securities Exchange Act Rule 12b-12).



SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G
Under Sections 13(d), 13(g), and 23 of the Securities Exchange
Act of 1934 and the rules and regulations thereunder, the
Commission is authorized to solicit the information required to
be supplied by this schedule by certain security holders of
certain issuers. Disclosure of the information specified in this
schedule is mandatory, except for I.R.S. identification numbers,
disclosure of which is voluntary. The information will be used
for the primary purpose of determining and disclosing the
holdings of certain beneficial owners of certain equity
securities. This statement will be made a matter of public
record. Therefore, any information given will be available for
inspection by any member of the public. Because of the public
nature of the information, the Commission can use it for a
variety of purposes, including referral to other governmental
authorities or securities self-regulatory organizations for
investigatory purposes or in connection with litigation involving
the Federal securities laws or other civil, criminal or
regulatory statutes or provisions. I.R.S. identification numbers,
if furnished, will assist the Commission in identifying security
holders and, therefore, in promptly processing statements of
beneficial ownership of securities. Failure to disclose the
information requested by this schedule, except for I.R.S.
identification numbers, may result in civil or criminal action
against the persons involved for violation of the Federal
securities laws and rules promulgated thereunder.



GENERAL INSTRUCTIONS
      A. Statements filed pursuant to Rule 13d-1(b) containing
the information required by this schedule shall be filed not
later than February 14 following the calendar year covered by the
statement or within the time specified in Rules 13d-1(b)(2) and
13d2(c). Statements filed pursuant to Rule 13d-1(c) shall be
filed within the time specified in Rules 13d-1(c), 13d-2(b) and
13d-2(d). Statements filed pursuant to Rule 13d-1(d) shall be
filed not later than February 14 following the calendar year
covered by the statement pursuant to Rules 13d-1(d) and 13d-2(b).
      B. Information contained in a form which is required to be
filed by rules under section 13(f) (15 U.S.C. 78m(f)) for the
same calendar year as that covered by a statement on this
schedule may be incorporated by reference in response to any of
the items of this schedule. If such information is incorporated
by reference in this schedule, copies of the relevant pages of
such form shall be filed as an exhibit to this schedule.
      C. The item numbers and captions of the items shall be
included but the text of the items is to be omitted. The answers
to the items shall be so prepared as to indicate clearly the
coverage of the items without referring to the text of the items.
Answer every item. If an item is inapplicable or the answer is in
the negative, so state.


      Item 1.

      (a)Name of Issuer
Abraxas Petroleum Corporation
      (b)Address of Issuer's Principal Executive Offices
500 N. Loop 1604 East, Suite 100, San Antonio, TX 78232

      Item 2.

      (a)Name of Person Filing
Venture Securities Corporation
      (b)Address of Principal Business Office or, if none,
Residence
516 North Bethlehem Pike, Spring House, PA  19477
      (c)Citizenship
Spring House, PA
      (d)Title of Class of Securities
Common Stock
      (e)CUSIP Number
003830-10-6

      Item 3.If this statement is filed pursuant to 240.13d-
1(b) or 240.13d-2(b) or (c), check whether the person filing is
a:

      (a)[   ]Broker or dealer registered under section 15 of the
Act (15 U.S.C. 78o).

      (b)[   ]Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c).

      (c)[   ]Insurance company as defined in section 3(a)(19) of
the Act (15 U.S.C. 78c).

      (d)[   ]Investment company registered under section 8 of
the Investment Company Act of 1940 (15 U.S.C 80a-8).

      (e)[ X  ]An investment adviser in accordance with  240.13d-
1(b)(1)(ii)(E);

      (f)[   ]An employee benefit plan or endowment fund in
accordance with  240.13d-1(b)(1)(ii)(F);

      (g)[   ]A parent holding company or control person in
accordance with  240.13d-1(b)(1)(ii)(G);

      (h)[   ]A savings associations as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C. 1813);

      (i)[   ]A church plan that is excluded from the definition
of an investment company under section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3);

      (j)[   ]Group, in accordance with  240.13d-1(b)(1)(ii)(J).


      Item 4.Ownership.
      Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer
identified in Item 1.

      (a)Amount beneficially owned:
_1,780,123_______________________.

      (b)Percent of class: _6.9____________________________.

      (c)Number of shares as to which the person has:


      (i)Sole power to vote or to direct the vote
_744,884___________.


      (ii)Shared power to vote or to direct the vote
_0_________________.


      (iii)Sole power to dispose or to direct the disposition of
      _1,780,123________________.


      (iv)Shared power to dispose or to direct the disposition of
      _0______________.
      Instruction. For computations regarding securities which
represent a right to acquire an underlying security see
 240.13d3(d)(1).


      Item 5.Ownership of Five Percent or Less of a Class
      If this statement is being filed to report the fact that as
of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of
securities, check the following [   ].
      Instruction: Dissolution of a group requires a response to
this item.


      Item 6.Ownership of More than Five Percent on Behalf of
Another Person.
      If any other person is known to have the right to receive
or the power to direct the receipt of dividends from, or the
proceeds from the sale of, such securities, a statement to that
effect should be included in response to this item and, if such
interest relates to more than five percent of the class, such
person should be identified. A listing of the shareholders of an
investment company registered under the Investment Company Act of
1940 or the beneficiaries of employee benefit plan, pension fund
or endowment fund is not required.
Venture Securities Corporation is a registered investment
advisor.  We have over 1200 clients.  Some of our clients hold
Abraxas Petroleum Corporation common stock in their portfolio.
Venture Securities Corporation also holds Abraxas Petroleum
Corporation in its own portfolio.  No one client, nor Venture
Securities Corporation for itself, holds over 5% of the stock for
Abraxas Petroleum Corporation in their account.

      Item 7.Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the Parent
Holding Company
      If a parent holding company has filed this schedule,
pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and
attach an exhibit stating the identity and the Item 3
classification of the relevant subsidiary. If a parent holding
company has filed this schedule pursuant to Rule 13d-1(c) or Rule
13d-1(d), attach an exhibit stating the identification of the
relevant subsidiary.


      Item 8.Identification and Classification of Members of the
Group
      If a group has filed this schedule pursuant to  240.13d-
1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit
stating the identity and Item 3 classification of each member of
the group. If a group has filed this schedule pursuant to
 240.13d-1(c) or  240.13d-1(d), attach an exhibit stating the
identity of each member of the group.


      Item 9.Notice of Dissolution of Group
      Notice of dissolution of a group may be furnished as an
exhibit stating the date of the dissolution and that all further
filings with respect to transactions in the security reported on
will be filed, if required, by members of the group, in their
individual capacity. See Item 5.


      Item 10.Certification

      (a)The following certification shall be included if the
statement is filed pursuant to  240.13d-1(b):
        By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were
acquired and are held in the ordinary course of business and were
not acquired and are not held for the purpose of or with the
effect of changing or influencing the control of the issuer of
the securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.

      (b)The following certification shall be included if the
statement is filed pursuant to  240.13d-1(c):
        By signing below I certify that, to the best of my
knowledge and belief, the securities referred to above were not
acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose
or effect.



SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
      _October 29, 2001_______________________________
      Date
      ________________________________
      Signature
      _Franklin A. Burke, President_____________________________
      Name/Title











The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his
authorized representative other than an executive officer or
general partner of the filing person, evidence of the
representative's authority to sign on behalf of such person shall
be filed with the statement, provided, however, that a power of
attorney for this purpose which is already on file with the
Commission may be incorporated by reference. The name and any
title of each person who signs the statement shall be typed or
printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all exhibits.
See  240.13d-7 for other parties for whom copies are to be sent.
      Attention: Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001)






http://www.sec.gov/divisions/corpfin/forms/13g.htm
Last update: 06/04/2001