8-K

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                  SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

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                               Form 8-K
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                            CURRENT REPORT
                  PURSUANT TO SECTION 13 OR 15(d) OF
                  THE SECURITIES EXCHANGE ACT OF 1934

  Date of Report (Date of earliest event reported): February 2, 2005

                        GIANT INDUSTRIES, INC.
      (Exact name of registrant as specified in its charter)


         Delaware                 1-10398             86-0642718
(State of jurisdiction of    (Commission File)      (IRS Employer
      incorporation)              Number)         Identification No.


     23733 North Scottsdale Road
          Scottsdale, Arizona                         85255
(Address of principal executive offices)            (Zip Code)


           Registrant's telephone number, including area code
                            (480) 585-8888

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 (see General Instruction A.2. below):

[ ] 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))

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ITEM 2.02.  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

    On February 2, 2005, the Registrant issued a press release containing
earnings guidance information for the quarter and year ended December 31,
2004. A copy of the press release is attached hereto as Exhibit 99 and is
incorporated herein 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 thereunto duly authorized.


                        By: /s/ MARK B. COX
                           -------------------------------------------
                           MARK B. COX
                           Executive Vice President and Chief
                           Financial Officer (Principal Financial Officer)

Date: February 3, 2005




                       INDEX TO EXHIBITS


Exhibit
Number        Description
- -------       --------------------------------------------
  99          Press Release, dated as of February 2, 2005

EX-99

                                                             EXHIBIT 99
GIANT INDUSTRIES, INC.
NEWS RELEASE

Contact:  Mark B. Cox
          Executive Vice President, Treasurer, & Chief Financial Officer
          (480) 585-8888

FOR IMMEDIATE RELEASE

February 2, 2005



      GIANT INDUSTRIES, INC. PROVIDES FOURTH QUARTER EARNINGS GUIDANCE


Scottsdale, Arizona (February 2, 2005) - Giant Industries, Inc. [NYSE: GI]
today reported that it expects net earnings of $627,000 to $1,254,000 or
$0.05 to $0.10 per diluted share for the fourth quarter ended December 31,
2004. This compares to fourth quarter 2003 net earnings of $1.6 million or
$0.18 per diluted share. For the year ended December 31, 2004, Giant expects
net earnings of $16.1 million or $1.42 per diluted share to $16.7 million or
$1.47 per diluted share versus net earnings of $11.2 million or $1.27 per
diluted share in 2003. Fourth quarter 2004 results were positively impacted
by, among other things, lower interest expense and the impact of insurance
and tax settlement recoveries. Earnings were negatively impacted by, among
other things, lower refining margins in the fourth quarter in comparison to
the first nine months of 2004, and lower throughput volumes at the Yorktown
refinery due to the delayed completion of the upgrades at the refinery in
order to process additional higher acid crude oil and unrelated operating
problems with two units that were resolved by early January.

Giant Industries, Inc., headquartered in Scottsdale, Arizona, is a refiner
and marketer of petroleum products. Giant owns and operates one Virginia and
two New Mexico crude oil refineries, a crude oil gathering pipeline system
based in Farmington, New Mexico, which services the New Mexico refineries,
finished products distribution terminals in Albuquerque, New Mexico and
Flagstaff, Arizona, a fleet of crude oil and finished product truck
transports, and a chain of retail service station/convenience stores in New
Mexico, Colorado, and Arizona. Giant is also the parent company of Phoenix
Fuel Co., Inc., an Arizona wholesale petroleum products distributor. For more
information, please visit Giant's website at www.giant.com.

This press release contains forward-looking statements that involve known and
unknown risks and uncertainties. Forward-looking statements are identified by
words or phrases such as "believes," "expects," "anticipates," "estimates,"
"should," "could," "plans," "intends," "will," variations of such words and
phrases, and other similar expressions. While these forward-looking statements
are made in good faith, and reflect the Company's current judgment regarding
such matters, actual results could vary materially from the forward-looking
statements. Important factors that could cause actual results to differ from
forward-looking statements include, but are not limited to: financial results
for the fourth quarter are preliminary and not yet audited, and, accordingly,
actual results may differ from current expectations, and other risks detailed
from time to time in the Company's filings with the Securities and Exchange
Commission. All subsequent written and oral forward-looking statements
attributable to the Company, or persons acting on behalf of the Company, are
expressly qualified in their entirety by the foregoing. Forward-looking
statements made by the Company represent its judgment on the dates such
statements are made. The Company assumes no obligation to update any forward-
looking statements to reflect new or changed events or circumstance.