8-K

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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) August 14, 2002
(August 13, 2002)

WESTERN GAS RESOURCES, INC.
(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation)	1-10389 (Commission File Number)	84-1127613 (I.R.S. Employer Identification No.)
12200 N. Pecos Street	Denver, Colorado	80234-3439
(Address of principal executive offices)		(Zip Code)

(303) 452-5603
(Registrant's telephone number, including area code)

No Changes
(Former name or former address, if changed since last report).

ITEM 9. REGULATION FD DISCLOSURE

        Furnished as Exhibit 99.1 is a copy of the certification of the Chief Executive Officer and Chief Financial Officer of Western Gas Resources, Inc., (the "Company") as required by 18 USC Section 1350, adopted pursuant to Section 906 of the Sarbane-Oxley Act of 2002, which accompanied the Company's quarterly report on Form 10-Q for the quarter ended June 30, 2002, which was filed on August 13, 2002.

        Also furnished as Exhibits 99.2 and 99.3 are copies of the statements under oath of the Company's Chief Executive Officer and Chief Financial Officer filed on August 13, 2002 with the Securities and Exchange Commission in accordance with its Order (file no. 4-460) issued on June 27, 2002.

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.

	WESTERN GAS RESOURCES, INC. (Registrant)
Date: August 14, 2002	By:	/s/  WILLIAM J. KRYSIAK William J. Krysiak Chief Financial Officer (Principal Financial and Accounting Officer)

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SIGNATURES

EX-99.1

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Exhibit 99.1

Certification of CEO and CFO Pursuant to
18 U.S.C. Section 1350,
as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

        In connection with the Quarterly Report on Form 10-Q of Western Gas Resources, Inc., (the "Company") for the quarterly period ended June 30, 2002 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), Peter A. Dea, as Chief Executive Officer of the Company, and William J. Krysiak, as Chief Financial Officer of the Company, each hereby certifies, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:

        (1)  The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

        (2)  The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/  PETER A. DEA
Name:	Peter A. Dea
Title:	Chief Executive Officer
Date:	August 13, 2002
/s/  WILLIAM J. KRYSIAK
Name:	William J. Krysiak
Title:	Chief Financial Officer
Date:	August 13, 2002

        This certification accompanies the Report pursuant to § 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of §18 of the Securities Exchange Act of 1934, as amended.

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Exhibit 99.1

Certification of CEO and CFO Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

EX-99.2

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Exhibit 99.2
OMB Number 3235-0569
Expires: January 31, 2003

STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND
PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES
RELATING TO EXCHANGE ACT FILINGS

        I, Peter A. Dea, Chief Executive Officer, state and attest that:

(1)

To the best of my knowledge, based upon a review of the covered reports of Western Gas Resources, Inc., and, except as corrected or supplemented in a subsequent covered report:

•

no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and

•

no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report filed on Form 8-K or definitive proxy materials, as of the date on which it was filed).

(2)

I have reviewed the contents of this statement with the Company's audit committee.

(3)

In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report":

•

Annual Report on Form 10-K filed with the Commission of Western Gas Resources for year ended December 31, 2001;

•

Form 10-Q for quarterly period ended March 31, 2002, Form 10-Q for quarterly period ended June 30, 2002;

•

Proxy materials dated April 17, 2002;

•

Form 8-K dated March 1, 2002,Form 8-K dated April 15, 2002, Form 8-K dated May 31, 2002, Form 8-K dated July 11, 2002, Form 8-K dated August 13, 2002;

/s/  PETER A. DEA Peter A. Dea
August 13, 2002

        Subscribed and sworn to before me this 13^th day of August 2002.

/s/  ROSALYNE I. CONDOS Rosalyne I. Condos
Notary Public

My Commission Expires:

        9-16-04

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Exhibit 99.2 OMB Number 3235-0569 Expires: January 31, 2003

STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS

EX-99.3

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Exhibit 99.3
OMB Number 3235-0569
Expires: January 31, 2003

STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND
PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES
RELATING TO EXCHANGE ACT FILINGS

        I, William J. Krysiak, Chief Financial Officer, state and attest that:

(1)

To the best of my knowledge, based upon a review of the covered reports of Western Gas Resources, Inc., and, except as corrected or supplemented in a subsequent covered report:

•

no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and

•

no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report filed on Form 8-K or definitive proxy materials, as of the date on which it was filed).

(2)

I have reviewed the contents of this statement with the Company's audit committee.

(3)

In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report":

•

Annual Report on Form 10-K filed with the Commission of Western Gas Resources for year ended December 31, 2001;

•

Form 10-Q for quarterly period ended March 31, 2002, Form 10-Q for quarterly period ended June 30, 2002;

•

Proxy materials dated April 17, 2002;

•

Form 8-K dated March 1, 2002,Form 8-K dated April 15, 2002, Form 8-K dated May 31, 2002, Form 8-K dated July 11, 2002, Form 8-K dated August 13, 2002;

/s/  WILLIAM J. KRYSIAK William J. Krysiak
August 13, 2002

        Subscribed and sworn to before me this 13^th day of August 2002.

/s/  ROSALYNE I. CONDOS Rosalyne I. Condos
Notary Public

My Commission Expires:

        9-16-04

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Exhibit 99.3 OMB Number 3235-0569 Expires: January 31, 2003

STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS