8-K

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): November 7, 2005

HOLLY CORPORATION

(Exact name of Registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)	001-03876 (Commission File Number)	75-1056913 (I.R.S. Employer Identification Number)
100 Crescent Court, Suite 1600 Dallas, Texas (Address of principal executive offices)		75201-6927 (Zip code)

Registrant’s telephone number, including area code: (214) 871-3555

Not applicable

(Former name or former address, if changed since last report)

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:

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

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

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

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

Item 7.01. Regulation FD Disclosure.

     On November 7, 2005, Holly Corporation (the “Company”) issued a press release announcing a $200 million stock repurchase program. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein in its entirety.

     On November 7, 2005, the Company issued a press release announcing that Matthew Clifton has been appointed Chief Executive Officer of the Company effective January 1, 2006. A copy of the Company’s press release is attached hereto as Exhibit 99.2 and incorporated herein in its entirety.

     In accordance with General Instruction B.2. of Form 8-K, the information furnished in this report on Form 8-K, including Exhibits 99.1 and 99.2, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically incorporates it by reference in a document filed under the Exchange Act or the Securities Act of 1933. By filing this report on Form 8-K and furnishing this information, the Company makes no admission as to the materiality of any information in this report, including Exhibits 99.1 and 99.2, or that any such information includes material investor information that is not otherwise publicly available.

     The information contained in this report on Form 8-K, including the information contained in Exhibits 99.1 and 99.2, is intended to be considered in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that the Company may make, by press release or otherwise from time to time. The Company disclaims any current intention to revise or update the information contained in this report, including the information contained in Exhibits 99.1 and 99.2, although the Company may do so from time to time as its management believes is warranted. Any such updating may be made through the furnishing or filing of other reports or documents with the SEC, through press releases or through other public disclosure.

Item 9.01 Financial Statements and Exhibits.

(c)	Exhibits.
		99.1	—	Press Release of the Company issued November 7, 2005 announcing a $200 million stock repurchase program.*
		99.2	—	Press Release of the Company issued November 7, 2005 announcing that Matthew Clifton has been appointed Chief Executive Officer of the Company effective January 1, 2006.*

* Furnished herewith.

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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 thereunto duly authorized.

HOLLY CORPORATION
By:	/s/ Stephen J. McDonnell
	Stephen J. McDonnell
	Vice President and Chief Financial Officer

Date: November 7, 2005

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EXHIBIT INDEX

Exhibit
Number		Exhibit Title
99.1	—	Press Release of the Company issued November 7, 2005 announcing a $200 million stock repurchase program.*
99.2	—	Press Release of the Company issued November 7, 2005 announcing that Matthew Clifton has been appointed Chief Executive Officer of the Company effective January 1, 2006.*

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EX-99.1

HOLLY CORPORATION ANNOUNCES NEW $200 MILLION STOCK REPURCHASE PROGRAM

     November 7, 2005

     Dallas, Texas — Holly Corporation (NYSE: HOC) announced today its Board of Directors has authorized the repurchase of up to $200 million of the Company’s common stock. Repurchases will be made from time to time in the open market or privately negotiated transactions based on market conditions, securities law limitations and other factors. In October, the Company completed the previous $100 million share repurchase program which began in May 2005.

     “This decision demonstrates our Board’s confidence in our current business and underscores our continuing commitment to enhancing long term value for Holly shareholders” said Company Chairman and Chief Executive Officer Lamar Norsworthy.

     Holly Corporation, headquartered in Dallas, Texas, is an independent petroleum refiner and marketer that produces high value light products such as gasoline, diesel fuel and jet fuel. Holly operates through its subsidiaries a 75,000 barrels per day (“bpd”) refinery located in Artesia, New Mexico, a 26,000 bpd refinery in Woods Cross, Utah, and an 8,000 bpd refinery in Great Falls, Montana. Holly also owns a 45% interest (including the general partner interest) in Holly Energy Partners, L.P. (NYSE-HEP), which through subsidiaries owns or leases approximately 1,600 miles of petroleum product pipelines in Texas, New Mexico and Oklahoma and refined product terminals in several Southwest and Rocky Mountain states.

     The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995: The statements in this press release relating to matters that are not historical facts are “forward-looking statements” based on management’s belief and assumptions using currently available information and expectations as of the date hereof, are not guarantees of future performance and involve certain risks and uncertainties, including those contained in our filings with the Securities and Exchange Commission. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that our expectations will prove correct. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in such statements. Such differences could be caused by a number of factors including, but not limited to, risks and uncertainties with respect to the actions of actual or potential competitive suppliers of refined petroleum products in the Company’s markets, the demand for and supply of crude oil and refined products, the spread between market prices for refined products and market prices for crude oil, the possibility of constraints on the transportation of refined products, the possibility of inefficiencies or shutdowns in refinery operations or pipelines, effects of governmental regulations and policies, the availability and cost of financing to the Company, the effectiveness of the Company’s capital investments and marketing strategies, the ability of the Company or Holly Energy Partners, L. P. to acquire refined product operations or pipeline and terminal operations on acceptable terms and to integrate any

future acquired operations, the Company’s efficiency in carrying out construction projects, the possibility of terrorist attacks and the consequences of any such attacks, general economic conditions, and other financial, operational and legal risks and uncertainties detailed from time to time in the Company’s Securities and Exchange Commission filings. The forward-looking statements speak only as of the date made and, other than as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

FOR FURTHER INFORMATION, Contact:
Stephen J. McDonnell, Vice President and Chief Financial Officer
M. Neale Hickerson, Vice President-Investor Relations
Holly Corporation
214-871-3555

EX-99.2

MATTHEW CLIFTON NAMED CHIEF EXECUTIVE OFFICER
OF HOLLY CORPORATION FROM JANUARY 2006

Lamar Norsworthy to Continue to Serve as Chairman

     Dallas, Texas, November 7, 2005 — Holly Corporation (NYSE-HOC) (“Holly”) today announced that Matthew P. Clifton has been appointed Chief Executive Officer, effective January 1, 2006.

     Mr. Norsworthy will transition out of his role as CEO at the end of the year to focus on his responsibilities as Chairman of the Company’s Board of Directors and Mr. Clifton, who has served as President of Holly Corporation since 1995, will assume the title of Chief Executive Officer. Mr. Clifton will also continue to serve on the Company’s Board of Directors.

     “I am very pleased that Matt Clifton will be taking over as Chief Executive Officer in January,” said Mr. Norsworthy. “It has been a pleasure working with Matt in his role as Holly’s President. In that role he has been a big part of our impressive growth up to this point. He will make an outstanding CEO for Holly.”

     Mr. Clifton stated, “It is truly an honor to be named Holly’s Chief Executive Officer. Under Lamar Norsworthy’s leadership as Chairman and CEO, Holly has enjoyed remarkable success. I look forward to working with Lamar and the rest of the talented Holly team to build on our past achievements for the even greater success that I believe lies in our future.”

     Mr. Clifton has been employed by Holly for over twenty years. He has served as President and a director of Holly Corporation since 1995. He previously served as Holly’s Vice President of economics, engineering and legal affairs from 1988 to 1991, and Senior Vice President of Holly Corporation from 1991 to 1995. He also serves as Chairman of the Board and Chief Executive Officer for Holly Energy Partners, L.P., a limited partnership in which Holly has a 45% interest (including the general partner interest), which began its operations in July 2004.

     Mr. Norsworthy joined Holly Corporation in 1967. He was elected to the Board of Directors in 1968 and has been Chairman of the Board since 1977. He has served as Chief Executive Officer of Holly Corporation since 1971.

About Holly Corporation

     Holly Corporation, headquartered in Dallas, Texas, is an independent petroleum refiner and marketer that produces high value light products such as gasoline, diesel fuel and jet fuel. Holly operates through its subsidiaries a 75,000 barrels per day (“bpd”) refinery located in Artesia, New Mexico, a 26,000 bpd refinery in Woods Cross, Utah, and an 8,000 bpd refinery in Great Falls, Montana. Holly also owns a 45% interest (including the general partner interest) in Holly Energy Partners, L.P. (NYSE “HEP”), which through subsidiaries owns or leases approximately 1,600 miles of petroleum product pipelines in Texas, New Mexico and Oklahoma and refined product terminals in several Southwest and Rocky Mountain states.

     The following is a ‘safe harbor’ statement under the Private Securities Litigation Reform Act

of 1995: The statements in this press release relating to matters that are not historical facts are “forward-looking statements” within the meaning of the federal securities laws. These statements are based on our beliefs and assumptions using currently available information and expectations as of the date hereof, are not guarantees of future performance and involve certain risks and uncertainties, including those contained in our filings with the Securities and Exchange Commission. Although we believe that the expectations reflected in these forward-looking statements are reasonable, we cannot assure you that our expectations will prove correct. Therefore, actual outcomes and results could materially differ from what is expressed, implied or forecast in these statements. The forward-looking statements speak only as of the date made, other than as required by law, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

FOR FURTHER INFORMATION, Contact:

Stephen J. McDonnell, Vice President and
     Chief Financial Officer
M. Neale Hickerson, Vice President,
     Investor Relations
Holly Corporation
214/871-3555