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): September 29, 2004

                               TRANS ENERGY, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           NEVADA                    0-023530                93-0997412
----------------------------        -----------         -------------------
(State or other jurisdiction        (Commission           (IRS Employer
      of incorporation)             File Number)        Identification No.)

        210 Second Street, P.O. Box 393, St. Mary's, West Virginia 26170
        ----------------------------------------------------------------
                    (Address of principal executive offices)

Registrant's telephone number, including area code: (304) 684-7053

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]      Written  communications  pursuant to Rule 425 under the  Securities Act
         (17 CFR 230.425)

[ ]      Soliciting  material pursuant to Rule 14a-12 under the Exchange Act (17
         CFR 240.14a-12)

[ ]      Pre-commencement  communications  pursuant to Rule  14d-2(b)  under the
         Exchange Act (17 CFR 240.14d-2(b))

[ ]      Pre-commencement  communications  pursuant to Rule  13e-4(c)  under the
         Exchange Act (17 CFR 240.13e-4(c))





                                    FORM 8-K

Section 8 - Other Events

Item 801.     Other Events

     On September  29,  2004,  Trans  Energy,  Inc.  entered into a  preliminary
agreement  with Texas  Energy  Trust  Company,  a Delaware  Business  Trust with
offices in Irving, Texas ("TETCO"), whereby Trans Energy will acquire from TETCO
certain oil and gas leases and leasehold  interests located in Wetzel and Marion
Counties, West Virginia. The assets to be acquired include wells, pipelines, gas
purchase agreements, oil hauling agreements,  equipment, right of ways and other
miscellaneous  items  related  to the  leases.  A total of 229  wells  are being
acquired,  of which 98 are currently producing,  located on approximately 15,000
leased acres.

     In exchange for the assets to be  acquired,  Trans Energy has agreed to pay
TETCO a purchase price consisting of cash and shares of Trans Energy  restricted
common stock. The final price is to be determined upon finalization of financial
statements and appropriate due diligence.

     It is the intent of the  parties  that the  acquisition  will close  within
approximately 30 days and upon the satisfactory completion of Trans Energy's due
diligence.  There can be no  assurance  that the  acquisition  of assets will be
consummated  or,  if  consummated,  that  it will be  consummated  on the  terms
initially agreed upon.

Notes about Forward-looking Statements

     Statements contained in this Current Report which are not historical facts,
including  all  statements  regarding the  consummation  of the  acquisition  of
assets,  may  be  considered  "forward-looking  statements"  under  the  Private
Securities Litigation Reform Act of 1995.  Forward-looking  statements are based
on current  expectations  and the current  economic  environment.  Trans  Energy
cautions the reader that such  forward-looking  statements are not guarantees of
future   performance.   Unknown  risks  and   uncertainties  as  well  as  other
uncontrollable  or unknown  factors  could cause  actual  results to  materially
differ from the results,  performance  or  expectations  expressed or implied by
such forward-looking statements.



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                                   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:  October 5, 2004                By         /S/ ROBERT L. RICHARDS
                                         ---------------------------------------
                                          Robert L. Richards
                                          President and Chief Executive Officer


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