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):  May 6, 2004

FRONTIER OIL CORPORATION
(Exact name of registrant as specified in its charter)

Wyoming
(State or other jurisdiction of
incorporation or organization) 1-7627
(Commission File Number) 74-1895085
(I.R.S. Employer
Identification No.)

10000 Memorial Drive, Suite 600
Houston, Texas 77024-3411
(Address of principal executive offices including zip code)

Registrant’s telephone number, including area code: (713) 688-9600

ITEM 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

(c)  –  Exhibits.

99.1  –   News release, dated May 6, 2004, issued by Frontier Oil Corporation.

ITEM 12.    RESULTS OF OPERATIONS AND FINANCIAL CONDITION

         On May 6, 2004, Frontier Oil Corporation (“Frontier”) issued a news release announcing its financial results for the quarter ended March 31, 2004. A copy of the news release is furnished as Exhibit 99.1 to this report. The news release discloses a certain financial measure (EBITDA) that is a non-GAAP financial measure as defined under SEC rules. The news release furnishes a reconciliation of the non-GAAP financial measure to their nearest GAAP financial measure.

         The information in this report is being furnished, not filed, pursuant to Item 12 of Form 8-K. Accordingly, the information in Item 12 of this report will not be incorporated by reference into any registration statement filed by the Registrant under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.

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.

	FRONTIER OIL CORPORATION
By:	/s/ Julie H. Edwards —————————————————— Julie H. Edwards Executive Vice President - Finance and Administration, Chief Financial Officer

Date:  May 6, 2004