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): February 2, 2004




                        PIONEER NATURAL RESOURCES COMPANY
                       -----------------------------------
             (Exact name of Registrant as specified in its charter)



          DELAWARE                     1-13245                 75-2702753
----------------------------       ---------------       ----------------------
(State or other jurisdiction         (Commission            (I.R.S. Employer
      of incorporation)              File Number)        Identification Number)



5205 N. O'CONNOR BLVD., SUITE 900, IRVING, TEXAS                   75039
------------------------------------------------               -----------
    (Address of principal executive offices)                    (Zip code)



       Registrant's telephone number, including area code : (972) 444-9001



                                 Not applicable
          (Former name or former address, if changed since last report)







                        PIONEER NATURAL RESOURCES COMPANY

                                TABLE OF CONTENTS


                                                                     Page

Item 7.   Financial Statements and Exhibits:

          (c)  Exhibits..........................................      3

Item 12.  Results of Operations and Financial Condition..........      3

Signatures.......................................................      4

Exhibit Index....................................................      5


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                        PIONEER NATURAL RESOURCES COMPANY


ITEM 7.     FINANCIAL STATEMENTS AND EXHIBITS

       (c)  Exhibits

            99.1   News Release and Schedules Attached to
                   News Release dated February 2, 2004

ITEM 12.    RESULTS OF OPERATIONS AND FINANCIAL CONDITION

     The information in this document includes  forward-looking  statements that
are made  pursuant  to the Safe  Harbor  Provisions  of the  Private  Securities
Litigation  Reform Act of 1995.  Forward-looking  statements,  and the  business
prospects of Pioneer Natural Resources Company (the "Company"), are subject to a
number of risks and  uncertainties  which may cause the Company's actual results
in future  periods to differ  materially  from the  forward-looking  statements.
These risks and uncertainties include, among other things, volatility of oil and
gas prices, product supply and demand, competition, international operations and
associated   international   political  and  economic  instability,   government
regulation  or  action,  litigation,  the  costs and  results  of  drilling  and
operations,  the Company's ability to replace  reserves,  implement its business
plans or complete its development  projects as scheduled,  access to and cost of
capital,  uncertainties about estimates of reserves,  quality of technical data,
environmental and weather risks, acts of war or terrorism. These and other risks
are described in the Company's Annual Report on Form 10-K and Quarterly  Reports
on Form 10-Q that are available from the Company or the United States Securities
and Exchange Commission.

     On  February 2, 2004,  the Company  issued a news  release  with  financial
statements and schedules that are attached  hereto as exhibits 99.1 and 99.2. In
the news release,  the Company announced financial and operating results for the
quarter and year ended  December 31,  2003,  provided an  operations  update and
provided the  Company's  first quarter 2004  financial  outlook based on current
expectations.


                                       3









                        PIONEER NATURAL RESOURCES COMPANY

                               S I G N A T U R E S

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.

                               PIONEER NATURAL RESOURCES COMPANY




Date:  February 2, 2004        By:    /s/ RICHARD P. DEALY
                                    ------------------------------------------
                                    Richard P.  Dealy
                                    Vice President and Chief Accounting Officer


                                       4








                        PIONEER NATURAL RESOURCES COMPANY

                                  EXHIBIT INDEX


Exhibit No.          Description

   99.1*             News Release and Schedules Attached to
                     News Release dated February 2, 2004

-------------
* filed herewith


                                       5