UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (date of earliest event reported):      December 31, 2003
                                                       -----------------

                               TRANS ENERGY, INC.
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             (Exact Name of Registrant as Specified in its Charter)



    NEVADA                            0-23530                    93-0997412
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 State or Other                    (Commission                 (IRS Employer
 Jurisdiction)                      File Number)               Identification
                                                                  Number)

        210 Second Street, P.O. Box 393, St. Mary's, West Virginia 26170
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    (Address of Principal Executive Offices and Principal Place of Business)


Registrant's Telephone Number, Including Area Code: (304) 684-7053
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                                    FORM 8-K

Item 2.  Acquisition or Disposition of Assets

         On December 31, 2003, Trans Energy,  Inc. sold its 75% working interest
ownership in five oil and gas wells  located in Tyler  County,  West Virginia to
Ultra-Light Investements for $380,000. The wells included Eastlack #1, Nolan #2,
Nolan #3, Nolan #4 and Nolan #5. The sale price was  determined  by  negotiation
between the parties and was  considered  fair and reasonable by us. Of the total
proceeds, $30,000 was used to pay off existing debt on the wells.

Item 5.  Other Events

         The balance of $350,000 from the proceeds of the sale of the five wells
described  in Item 2 above was used to  settle an  ongoing  dispute  with  Baker
Hughes Oilfield Operations, Inc. d/b/a/ Baker Hughes Inteq, Western Geophysical,
a division of Western Atlas International, Inc. (the "Baker Entities"). Pursuant
to the terms of that  certain  Settlement  Agreement  and Mutual  Release  dated
December 23, 2003 between Trans Energy and the Baker Entities,  the $350,000 was
paid to the Baker  Entities as payment in full for all monies owed by us and the
Baker Entities gave us a release of all judgments and liens against us.

         On February  7, 2001,  the United  States  Bankruptcy  Court,  Southern
District of Texas, entered an Order Granting Motion to Dismiss Chapter 7 Case in
the action entitled In Re: Trans Energy, Inc., Case No. 00-39496-H4-7. The Order
dismissed the involuntary bankruptcy action instituted against us on October 16,
2000.  The sole  petitioning  creditor  named in the  Involuntary  Petition  was
Western  Atlas  International,  Inc.  An Order for  Relief  Under  Chapter 7 was
entered by the Court on November 22, 2000.

         On April 23, 2000, the 189th  District  Court of Harris  County,  Texas
entered an Agreed Final Judgment in favor of Western against us in the amount of
$600,665.36,  together with post judgment  interest at 10% per annum.  Following
the judgment,  we entered into settlement  negotiations with Western  concerning
our  satisfaction  of the judgment  through  payments  over a four to five month
period,  together with the pledge of collateral on certain  unencumbered assets.
Previously,  on or about July 9, 1998,  a judgment had been entered in the 152nd
District Court of Harris County, Texas against us in favor of the Baker Entities
in the amount of  $41,142.00,  together  with interest and attorney  fees.  This
judgment was outstanding at the time of the filing of the Involuntary Petition.

         During our negotiations with Western for settlement of the Judgment, we
made a $200,000  "good faith  payment" to its  counsel on October 23,  2000.  On
December  12, 2000,  Joe Hill was named as the Chapter 7 Trustee.  Subsequently,
Western's counsel delivered the $200,000 to the Trustee.

         On January 19, 2001, we filed with the  Bankruptcy  Court the Motion to
Dismiss  Chapter 7 Case.  The reasons  cited in support of the Motion to Dismiss
included,  but were not limited to, (i) the Texas Court being an improper  venue
for the action, and (ii) we never receiving the Involuntary Petition and Summons
notifying it of the action.  In anticipation of the Bankruptcy  Court dismissing
the  Involuntary  Petition,  on February 2, 2001,  we entered  into a settlement
agreement with the Baker Entities.  In entering its order on February 7, 2001 to
dismiss the action,  the Court  ordered  the  Trustee to retain  $17,694.80  for
satisfaction of administrative fees and expenses,  and to pay to Western and the
Baker Entities the sum of  $182,736.66,  on our behalf and pursuant to the terms
of the Settlement Agreement.

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         The agreement  provided that, subject to the approval of the Bankruptcy
Court, we agreed to pay to the Baker Entities $759,664.31, plus interest at 10%.
In addition to the $200,000  payable from the escrow,  we pledged as  collateral
certain  properties,  personal  property  and fixtures  and two  directors  each
pledged   750,000  shares  of  our  common  stock  which  they  personally  own.
Subsequently,  we assigned  the income  stream from the sale of oil in the Pinon
Fee #1,  Sagebrush #1 and Sagebrush #2 to the Baker Entities as payments  toward
the amounts owed. The Baker Entities  continued  their  proceedings to enforce a
foreign judgment against us in Pleasants County, West Virginia. A hearing with a
special  commission of the court was held on May 29, 2003 in Pleasant County, at
which time no additional  action was taken.  In August 2003, we received  notice
that the Baker Entities had filed an involuntary  bankruptcy petition against us
in the United States Bankruptcy Court, Northern District of West Virginia.

         On January  5,  2004,  we made  payment  to the Baker  Entities  of the
$350,000 which satisfied the terms of the Settlement  Agreement.  In addition to
the cash  payment,  the Baker  Entities  retained all prior  payments from us in
connection with the dispute.  In return the Baker Entities released all actions,
claims, judgments and liens against Trans Energy and two of our directors, Loren
Bagley and William Woodburn. We now consider this matter settled.







                                   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.


                                  TRANS ENERGY, INC.



Date:  January 15, 2004           By   /S/ ROBERT L. RICHARDS
                                     ----------------------------------------
                                       Robert L. Richards
                                       President and Chief Executive Officer

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