SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 8-K


                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(D) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                 DATE OF EARLIEST EVENT REPORTED: MARCH 25, 2004

                            HYPERDYNAMICS CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

             DELAWARE                   000-25496                87-0400335
  (STATE OR OTHER JURISDICTION    (COMMISSION FILE NUMBER)     (IRS EMPLOYER
OF INCORPORATION OR ORGANIZATION)                            IDENTIFICATION NO.)

                           9700 BISSONNET, SUITE 1700
                              HOUSTON, TEXAS 77036
          (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)

                                 (713) 353-9400
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)




ITEM  5.   OTHER EVENTS.

     Since  January 1, 2004, we have succeeded in privately raising funds in the
amount of $5,545,614 of which $4,628,174 has been collected in cash and $917,440
is  due  immediately to be paid in pursuant to subscription agreements.  We have
used part of these funds to pay for exploration work completed by the Company to
date. The additional funds are available for general corporate use as determined
by  management.  The following sets forth certain information for all securities
we  issued  from  January  1,  2004  through  March  25, 2004 in transactions in
reliance  upon  exemptions from registration under the Securities Act of 1933 as
amended  (the  "Act")  as  provided  in  Section 4(2) thereof.  Each certificate
issued  contained  a legend stating that the securities have not been registered
under  the Act and setting forth the restrictions on the transferability and the
sale  of  the  securities.  None of the transactions involved a public offering.
We  believe  that  each  person was an accredited investor and had knowledge and
experience in financial and business matters, which allowed them to evaluate the
merits  and  risks  of  our  securities.  We  believe  that  each  person  was
knowledgeable  about  our  operations  and  financial  condition.

     Between  January  1,  2004  and  January  14,  2004, 8 accredited investors
purchased  960,290  shares  of  restricted  common  stock  pursuant  to  private
subscription  agreements  for  a total purchase price of $576,174. Since January
14,  2004,  52  accredited  investors  purchased  6,211,800 shares of restricted
common  stock  and  warrants  to  purchase 3,105,900 shares of restricted common
stock with a strike price of $2.00 per share, expiring three years from the date
of issue, pursuant to private subscription agreements for a total purchase price
of  $4,969,440.  Under  this private financing structure, we paid and/or accrued
certain  fees  in the amount of $554,561. The Company is issuing a press release
regarding  this material event concurrently with this Form 8-K filing. A copy of
the  press  release  is  attached  hereto  as  Exhibit  99.1.




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.


HYPERDYNAMICS CORPORATION


Date:  March 25, 2004                   By:  /s/  Kent Watts
                                        -------------------------------
                                        Kent Watts, President, CEO, and
                                        Chief  Accounting  Officer