<PAGE>  1


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    Form 10-Q


              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934
                 For the quarterly period ended June 30, 2000


                        Commission file number 333-12707


                             Mariner Energy, Inc.
            (Exact name of registrant as specified in its charter)

              Delaware                                86-0460233
      (State or other jurisdiction of           (I.R.S. Employer
       incorporation or                             organization)
       Identification Number)


                       580 WestLake Park Blvd., Suite 1300
                             Houston, Texas 77079
          (Address of principal executive offices including Zip Code)


                                 (281) 584-5500
                         (Registrant's telephone number)



   Indicate  by check mark  whether  the  registrant  (1) has filed all  reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirement for the past 90 days. Yes [_] No [X]

  Note: The Company is not subject to the filing  requirements of the Securities
  Exchange Act of 1934.  This quarterly  report is filed pursuant to contractual
  obligations  imposed  on the  Company by an  Indenture,  dated as of August 1,
  1996, under which the Company is the issuer of certain debt.

   As of August 10,  2000,  there were 1,380 shares of the  registrant's  common
stock outstanding.




<PAGE>  2


                              MARINER ENERGY, INC.
                                    Form 10-Q
                                  June 30, 2000

                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                            Page
<S>                                                                         <C>
PART I - FINANCIAL INFORMATION

Item 1. Balance Sheets at March 31, 2000 (unaudited) and December 31, 1999....1

        Statements of Operations for the three months ended March 31, 2000 and
        1999 (unaudited)......................................................2

        Statements of Cash Flows for the three months ended March 31, 2000 and
        1999 (unaudited)......................................................3

        Notes to Financial Statements (unaudited).............................4

        Independent Accountants' Report ......................................6

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations.................................................7

Item 3. Quantitative and Qualitative Disclosures about Market Risk...........13


PART II - OTHER INFORMATION

Item 1. Legal Proceedings....................................................13

Item 2. Changes in Securities and Use of Proceeds............................13

Item 3. Defaults Upon Senior Securities......................................13

Item 4. Submission of Matters to a Vote of Security Holders..................13

Item 5. Other Information ...................................................13

Item 6. Exhibits and Reports on Form 8-K.....................................13

SIGNATURE ...................................................................14
</TABLE>


<PAGE>  3


Part I, Item 1.
                              MARINER ENERGY, INC.
                                 BALANCE SHEETS
                                 (in thousands)
<TABLE>
<CAPTION>

                                                       June 30,     December 31,
                                                         2000           1999
                                                       --------       ------
                                                      (Unaudited)
<S>                                                  <C>           <C>
                        ASSETS
CURRENT ASSETS:

   Cash and cash equivalents                         $   5,603     $     123
   Receivables                                          44,411        23,683
   Prepaid expenses and other                            6,853         4,891
                                                      --------      --------
          Total current assets                          56,867        28,697
                                                      --------      --------
PROPERTY AND EQUIPMENT:
   Oil and gas properties, at full cost:
     Proved                                            417,824       379,301
     Unproved, not subject to amortization              68,238        81,897
                                                      --------      --------
       Total                                           486,062       461,198
     Other property and equipment                        4,082         3,982
   Accumulated depreciation, depletion and
    amortization                                      (227,190)     (199,233)
                                                      ---------     ---------

       Total property and equipment, net               262,954       265,947

OTHER ASSETS, Net of amortization                        3,224         2,868
                                                      --------      --------
TOTAL ASSETS                                          $323,045      $297,512
                                                      ========      ========
         LIABILITIES AND STOCKHOLDER'S EQUITY
         ------------------------------------
CURRENT LIABILITIES:
   Accounts payable                                  $  18,668     $  30,269
   Accrued liabilities                                  43,244        25,389
   Accrued interest                                      4,397         5,329
                                                      --------      --------

          Total current liabilities                     66,309        60,987
                                                      --------      --------
OTHER LIABILITIES                                        5,516         4,226
LONG-TERM DEBT:
   Revolving credit facility                            20,000        42,600
   Senior subordinated notes                            99,698        99,673
   Senior credit facility                                    0        25,000
                                                    ----------      --------

          Total long-term debt                         119,698       167,273
                                                       -------       -------
STOCKHOLDER'S EQUITY:
   Common stock, $1 par value; 2,000 shared  authorized,  1,380 and 1,378 issued
     and outstanding at June 30, 2000 and December 31,
     1999 respectively                                       1             1
   Additional paid-in-capital                          227,318       172,318
   Accumulated deficit                                 (95,797)     (107,293)
                                                      ---------     ---------
          Total stockholder's equity                   131,522        65,026

TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY            $323,045      $297,512
                                                      ========      ========

</TABLE>
 The accompanying notes are an integral part of these financial statements.


                                       1

<PAGE>  4

                              MARINER ENERGY, INC.
                            STATEMENTS OF OPERATIONS
                            (Unaudited, in thousands)

<TABLE>
<CAPTION>

                                     Three Months Ended       Six Months Ended
                                          June 30                 June 30
                                   ----------------------  --------------------
                                      2000       1999         2000       1999
                                   ---------  ----------    --------  ----------
<S>                                <C>         <C>         <C>         <C>
 REVENUES:

   Oil sales ..................... $  9,546    $  2,739    $ 16,691    $  4,624
   Gas sales .....................   25,483      12,085      41,617      21,222
                                   --------    --------    --------    --------
          Total revenues .........   35,029      14,824      58,308      25,846
                                   --------    --------    --------    --------
COSTS AND EXPENSES:
   Lease operating expenses ......    4,277       3,189       8,470       5,764
   Depreciation, depletion and
    amortization .................   16,055       8,337      28,982      15,803
   General and administrative
    expenses .....................    1,526       1,282       3,254       2,821
                                   --------    --------    --------    --------
          Total costs and expenses   21,858      12,808      40,706      24,388
                                   --------    --------    --------    --------
OPERATING INCOME .................   13,171       2,016      17,602       1,458
INTEREST:
   Income ........................       38          11          53          21
   Expense .......................   (2,767)     (3,671)     (6,159)     (6,611)
                                   --------    --------    --------    --------
INCOME (LOSS) BEFORE TAXES .......   10,442      (1,644)     11,496      (5,132)
PROVISION FOR INCOME TAXES .......     --          --          --          --
                                   --------    --------    --------    --------
NET INCOME (LOSS) ................ $ 10,442    $ (1,644)   $ 11,496    $ (5,132)
                                   ========    ========    ========    ========

</TABLE>


The accompanying notes are an integral part of these financial statements.

                                       2

<PAGE>  5

<TABLE>
<CAPTION>


                              MARINER ENERGY, INC.
                      STATEMENTS OF CASH FLOWS (Unaudited)
                                 (in thousands)

                                                      Six Months Ended June 30
                                                      ------------------------
                                                          2000         1999
                                                      -----------  -----------
<S>                                                     <C>         <C>
OPERATING ACTIVITIES:
   Net Income (loss) ................................   $ 11,496    $ (5,132)
   Adjustments to reconcile net income (loss) to
    net cash provided by (used in) operating activities:
          Depreciation, depletion and amortization ..     29,272      16,059
   Changes in operating assets and liabilities:
          Receivables ...............................    (20,728)     (2,249)
          Other current assets ......................     (1,962)        (32)
          Other assets ..............................       (356)        222
          Accounts payable and accrued liabilities ..      5,322     (27,940)
                                                        --------    --------
            Net cash provided by (used in)
            operating activities ....................     23,044     (19,072)
                                                        --------    --------
INVESTING ACTIVITIES:
   Additions to oil and gas properties ..............    (53,866)    (19,000)
   Proceeds from property conveyances ...............     29,002        --
   Additions to other property and equipment ........       (100)       (290)
                                                        --------    --------
            Net cash used in investing activities....    (24,964)    (19,290)
                                                        --------    --------
FINANCING ACTIVITIES:
   Proceeds (payments) from revolving credit facility    (22,600)     (9,400)
     Capital contribution from parent ...............     55,000      23,284
   Proceeds (payments) from senior credit facility ..    (25,000)     25,000
                                                        --------    --------
            Net cash provided by financing activities      7,400      38,884
                                                        --------    --------
INCREASE (DECREASE) IN CASH AND CASH EQUIV ..........      5,480         522
CASH AND CASH EQUIV. AT BEGINNING OF PERIOD .........        123           2
                                                        --------    --------
CASH AND CASH  EQUIV. AT END OF PERIOD ..............   $  5,603    $    524
                                                        ========    ========
</TABLE>




The accompanying notes are an integral part of these financial statements.

                                       3

<PAGE>  6

                              MARINER ENERGY, INC.
                          Notes to Financial Statements
                                   (unaudited)

1. Basis of Presentation

   The financial  statements of Mariner Energy,  Inc. (the  "Company")  included
herein have been prepared,  without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission ("SEC"). Accordingly, they reflect all
adjustments  (consisting only of normal,  recurring  accruals) which are, in the
opinion  of  management,  necessary  for a fair  presentation  of the  financial
results for the interim periods. Certain information and notes normally included
in  financial   statements   prepared  in  accordance  with  generally  accepted
accounting  principles have been condensed or omitted pursuant to such rules and
regulations,  although the Company believes that the disclosures are adequate to
make the information presented not misleading. These financial statements should
be read in conjunction with the financial  statements and notes thereto included
in the Company's  Form 10-K for the year ended December 31, 1999. The results of
operations  for the three and six months ending June 30, 2000 and the cash flows
for the six months  ending June 30, 2000 are not  necessarily  indicative of the
results for the full year.

2. Oil and Gas Properties

   Under the full cost method of accounting for oil and gas properties,  the net
carrying value of proved oil and gas properties is limited to an estimate of the
future net revenues,  discounted at 10%, from proved oil and gas reserves  based
on period-end prices and costs plus the lower of cost or estimated fair value of
unproved properties.

3. Revolving Credit Facility

   In April 2000 the Company  requested a $10 million  borrowing  base  increase
under the terms of the Revolving Credit Agreement. This increase was approved in
May 2000, raising the borrowing base from $60 million to $70 million.

4.  Affiliate Transactions

   In March and May of 2000, the Company  received cash equity  contributions by
sale of common stock to Mariner Holdings, Inc., the Company's parent ("Parent"),
of $30 million and $25 million,  respectively. The March equity contribution was
used to reduce  accounts  payable  and accrued  liabilities,  and the May equity
contribution  was used to repay the Company's $25 million Senior Credit Facility
with Enron North America Corp.  ("ENA").  These equity  contributions  were made
with proceeds from Mariner Energy LLC's  three-year  $112 million term loan with
ENA. Due to certain  restrictions from the Company's Senior  Subordinated  Notes
and Revolving Credit Agreement,  neither the cash flows from operations nor from
asset sales would be available to repay any portion of the Parent's term loan.



                                       4
<PAGE>  7

5.  Commitments and Contingencies

   Hedging Program -- The Company conducts a hedging program with respect to its
sales of crude oil and natural gas using  various  instruments  whereby  monthly
settlements  are based on the  differences  between the price or range of prices
specified in the instruments  and the settlement  price of certain crude oil and
natural  gas  futures  contracts  quoted  on the open  market.  The  instruments
utilized  by the  Company  differ  from  futures  contracts  in that there is no
contractual  obligation  which requires or allows for the future delivery of the
product. The counter party to all of the Company's current contracts are with an
affiliate.

    The following table sets forth the Company's position as of June 30, 2000:
<TABLE>
<CAPTION>

                                      Notional            Price
                                       ---------------------------
       Time Period                 Quantities Floor   Ceiling  Fixed  Fair Value
                                                                         (in
                                                                       millions)
<S>                                   <C>     <C>      <C>      <C>     <C>
Natural Gas (MMBtu)
  July 1 - December 31, 2000
    Collar purchased................  1,353   $2.25    $2.49            $(2.9)
    Fixed price swap purchased......  4,407                     $2.18   (10.7)

  January 1 - December 31, 2001
    Fixed price swap purchased......  4,501                      2.18    (7.4)

  January 1 - December 31, 2002
    Fixed price swap purchased......  1,831                      2.18    (1.8)

Crude Oil (MBbls)
  July 1 - December 31, 2000
    Fixed price swap purchased......  1,155                     18.46    (9.8)
    Market sensitive price swap sold   (416)                    24.16     2.4
                                                                       -------
         Total .....................                                   $(30.2)
                                                                       =======
</TABLE>

   The fair value of our hedging  instruments was determined based on a broker's
forward  price  quote and a NYMEX  forward  price  quote.  As of June 30, 2000 a
commodity price increase of 10% would have resulted in an unfavorable  change in
fair value of $8.4  million  and a  commodity  price  decrease of 10% would have
resulted in a favorable change in fair value of $8.4 million.

   Litigation - The Company,  in the ordinary course of business,  is a claimant
and/or a defendant in various legal  proceedings,  including  proceedings  as to
which the Company has  insurance  coverage.  The Company  does not  consider its
exposure  in  these  proceedings,  individually  and  in  the  aggregate,  to be
material.

6.    New Accounting Pronouncement

   In June 1998,  the  Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting  Standard  ("SFAS") No. 133,  "Accounting for
Derivative  Instruments and Hedging  Activities".  SFAS No. 133, as amended,  is
effective  for  fiscal  years  beginning  after  June 15,  2000 and  establishes
accounting and reporting  standards for derivative  instruments  and for hedging
activities.  The Company is currently  evaluating what effect,  if any, SFAS No.
133 will have on the Company's financial statements. The Company will adopt this
statement no later than January 1, 2001.

                                       5

<PAGE>  8


Independent Accountants' Report


Board of Directors and Stockholder
Mariner Energy, Inc.
Houston, Texas


We have reviewed the  accompanying  balance sheet of Mariner Energy,  Inc. as of
June 30, 2000 and the related  statements of operations for the  three-month and
six-month  periods ended June 30, 2000 and 1999 and cash flows for the six-month
periods  ended  June 30,  2000 and  1999.  These  financial  statements  are the
responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information  consists primarily of applying  analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with auditing standards generally accepted in the United States of America,  the
objective  of which is the  expression  of an opinion  regarding  the  financial
statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the accompanying  consolidated financial statements for them to be in
conformity with accounting principles generally accepted in the United States of
America.

We have  previously  audited,  in accordance with auditing  standards  generally
accepted in the United  Sates of America,  the balance  sheet as of December 31,
1999, and the related statements of operations,  stockholder's  equity, and cash
flows for the year ended  December 31, 1999 (not presented  herein),  and in our
report  dated March 28,  2000,  we  expressed  an  unqualified  opinion on those
financial  statements.  In  our  opinion,  the  information  set  forth  in  the
accompanying  balance  sheet as of December  31, 1999 is fairly  stated,  in all
material  respects,  in  relation  to the  balance  sheet from which it has been
derived.


/s/ DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP


Houston, Texas
August 10, 2000




                                       6

<PAGE>  9

Part I, Item 2.   Management's Discussion and Analysis of Financial Condition
                  and Results of Operations.

      The  following  review of  operations  for the  three-month  and six-month
periods  ended June 30,  2000 and 1999  should be read in  conjunction  with the
financial statements of the Company and Notes thereto included elsewhere in this
Form 10-Q and with the Financial Statements,  Notes, and Management's Discussion
and Analysis of Financial  Condition and Results of  Operations  included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1999, filed
with the Securities and Exchange Commission on March 30, 2000.

Information Regarding Forward Looking Statements

      All statements  other than  statements of historical fact included in this
quarterly  report  on  Form  10-Q,  including,  without  limitation,  statements
contained in this "Management's  Discussion and Analysis of Financial  Condition
and Results of Operations" regarding the Company's financial position,  business
strategy,  plans  and  objectives  of  management  of  the  Company  for  future
operations,  and industry conditions, are forward-looking  statements.  Although
the Company  believes that the  expectations  reflected in such  forward-looking
statements are reasonable,  it can give no assurance that such expectations will
prove to have been correct,  and actual results could differ materially from the
Company's expectations.  Factors that could influence these results include, but
are not limited to, oil and gas price  volatility,  results of future  drilling,
availability of drilling rigs, future production and costs,  capital  resources,
liquidity  and other factors  described in the  Company's  annual report on Form
10-K for the year  ended  December  31,  1999,  filed  with the  Securities  and
Exchange Commission on March 30, 2000.

                                       7

<PAGE>  10

Results of Operations

The  following  table  sets  forth  certain  information  regarding  results  of
operations for the periods shown:

<TABLE>
<CAPTION>

                                       Three Months Ended      Six Months Ended
                                            June 30                June 30
                                      --------------------    ------------------
                                        2000        1999      2000       1999
                                     ----------  ---------  ---------- ---------

<S>                                     <C>        <C>        <C>        <C>
Total revenue, $MM                      $35.0      $14.8      $58.3      $25.8

EBITDA(1), $MM                           29.3       10.4       46.6       17.3

Net  income (loss), $MM                  10.4       (1.6)      11.5       (5.1)

Production:
     Oil and condensate (Mbbls)           459        179        828        348
     Natural Gas (Mmcf)                 8,262      5,668     14,983     10,583
     Natural Gas equivalents (Mmcfe)   11,016      6,742     19,951     12,671


Average realized sales prices:
     Oil and condensate ($/Bbl)         $20.78    $15.27     $20.15     $13.28
     Natural Gas ($/Mcf)                  3.08      2.13       2.78       2.01
     Natural Gas equivalents ($/Mcfe)     3.18      2.20       2.92       2.04


Cash Margin(2) per Mcfe:
     Revenue (pre-hedge)                 $3.90     $2.34      $3.55      $2.11
     Hedging impact                      (0.72)    (0.14)     (0.63)     (0.07)
     Lease operating expenses            (0.38)    (0.47)     (0.42)     (0.45)
     Gross G&A costs                     (0.31)    (0.42)     (0.37)     (0.49)
                                         -----     -----      -----      -----
         Cash Margin                     $2.49     $1.31      $2.13      $1.10
                                         =====     ======     ======     =====

Capital Expenditures (3), $MM:
    Exploration:
         Leasehold and G&G costs        $(12.9)    $(4.9)    $(10.2)     $(0.1)
         Drilling                          1.4      (0.2)       2.8        0.4
    Development & other                   15.3      (1.8)      27.3       14.3
    Capitalized G&A and interest costs     2.4       2.2        5.1        4.7
                                        ------    -------    -------     ------

        Total                            $ 6.2    $ (4.7)    $ 25.0     $ 19.3
                                         =====    =======    ======     ======
</TABLE>



(1)  - EBITDA equals  earnings  before  interest,  income  taxes,  depreciation,
     depletion,  amortization  and impairment of oil and gas properties.  EBITDA
     should  be used  as a  supplement  to,  and not as a  supplement  for,  net
     earnings and cash  provided by operating  activities  (as  disclosed in the
     financial  statements) in analyzing the Company's results of operations and
     liquidity.

(2)  - Cash margin  measures the net cash  generated  by a company's  operations
     during a given period, without regard to the period such cash is physically
     received or spent by the company.

(3)  - Net of proceeds from property conveyances.


                                       8

<PAGE>  11

Results of Operations for the Second Quarter of 2000

  Net production  increased 63% to 11.0 Bcfe for the second quarter of 2000 from
6.7 Bcfe for the second quarter of 1999.  OurDeepwater Gulf of Mexico production
was 8.0 Bcfe in the second  quarter of 2000, an increase of 196% compared to the
2.7 Bcfe  produced  in the  second  quarter  of 1999,  with  Pluto,  located  in
Mississippi Canyon 674, and Apia, located in Garden Banks 73, accounting for the
majority  of the  increase.  These two  projects  more than  offset  anticipated
production declines in shallow water and onshore  production,  and a sooner than
anticipated  production decline at our Dulcimer Deepwater Gulf field, located in
Garden Banks 367.  Our  production  for the  remainder of 2000 is expected to be
approximately  equal to first half 2000  production,  with first production from
the Black  Widow  project,  located  in Ewing Bank 966,  expected  in the fourth
quarter of 2000,  offset by  anticipated  production  decline  from the Dulcimer
project, located in Garden Banks 367.

  Hedging  activities  for the second  quarter  of 2000  decreased  our  average
realized  natural gas sales price received by $0.58 per Mcf and revenues by $4.8
million.  Hedging  related  to crude  oil  during  the  second  quarter  of 2000
decreased our average  realized  crude oil sales price received by $6.92 per Bbl
and revenues by $3.2 million.  Hedging  activities  for the second  quarter 1999
reduced our average  realized  natural gas and crude oil prices by $0.15 per Mcf
and $0.53 per Bbl,  resulting in  reductions in revenue of $0.8 million and $0.1
million, respectively.

  Oil and gas revenues increased 136% to $35.0 million for the second quarter of
2000 from $14.8 million for the second quarter of 1999, due to a 63% increase in
production and to a 45% increase in realized  prices,  to $3.18 per Mcfe for the
second quarter from $2.20 per Mcfe in the same period of 1999.

  Lease operating  expenses increased 34% to $4.3 million for the second quarter
of 2000,  from $3.2 million for the second  quarter of 1999, due to the addition
of five new offshore wells.

  Depreciation,  depletion,  and  amortization  expense (DD&A)  increased 93% to
$16.1  million for the second  quarter of 2000 from $8.3  million for the second
quarter of 1999, as a result of the 63% increase in equivalent  volumes produced
and  an  increase  in  the  unit-of-production   depreciation,   depletion,  and
amortization rate to $1.46 per Mcfe from $1.24 per Mcfe. The higher rate for the
second  quarter of 2000 was due to the  occurrence  of three dry holes since the
second  quarter  of 1999,  and does not  include  the  impact on the rate of two
potentially  significant  discoveries  during the same  period for which  proved
reserves may be recorded after certain appraisal activities are completed.

  General and administrative  expenses, which are net of overhead reimbursements
received by us from other working interest owners, increased 19% to $1.5 million
for the second quarter of 2000 from $1.3 million for the second quarter of 1999,
due to less overhead  recoveries from partners during the second quarter of 2000
as compared to the same period in 1999.

  Interest  expense for the second quarter of 2000 decreased 25% to $2.8 million
from $3.7 million in the second quarter of 1999, due to the repayment of the $25
million Senior Credit Facility with proceeds from a capital  contribution by the
sale of common stock to Mariner Holdings, Inc.

  Income before  income taxes was $10.4 million for the second  quarter of 2000,
as a result of the oil and gas  revenue  increase,  offset in part by  increased
expenses as discussed above.

                                       9
<PAGE>  12


Results of Operations for the First Six Months of 2000

  Net  production  increased  57% to 20.0 Bcfe for the first six  months of 2000
from 12.7 Bcfe for the same period of 1999. Production from our offshore Gulf of
Mexico properties  increased to 9.0 Bcfe in the six month period ending June 20,
2000  from  8.7 Bcfe in the  same  period  of  1999,  primarily  as a result  of
production  commencing  from new wells in the Pluto field located in Mississippi
Canyon 674 and the Apia field  located in Garden  Banks 73.  This  increase  was
offset in part by anticipated  production  declines in shallow water and onshore
production  and sooner than  anticipated  production  declines  at our  Dulcimer
Deepwater  Gulf field,  located in Garden Banks 367.  Total  production  for the
remainder  of 2000 is  expected  to be  approximately  equal to first  half 2000
production, with first production from the Black Widow project, located in Ewing
Bank  966,  expected  in the  fourth  quarter  of 2000,  offset  by  anticipated
production decline from the Dulcimer project, located in Garden Banks 367.

  Oil and gas revenues  increased 126% to $58.3 million for the first six months
of 2000 from $25.8 million for the comparable period of 1999, primarily due to a
43%  increase  in  realized  prices to $2.92 per Mcfe in the first six months of
2000 from  $2.04  per Mcfe in the same  period  last  year,  and the  production
increase discussed above.

  Hedging  activities  for the first six months of 2000  decreased  our  average
realized  natural gas sales price received by $0.43 per Mcf and revenues by $6.4
million.  Hedging  related  to crude oil  during  the  first six  months of 2000
decreased our average  realized  crude oil sales price received by $7.46 per Bbl
and revenues by $6.2  million.  Hedging  activities  for the first six months of
1999 reduced our average  realized natural gas and crude oil prices by $0.08 per
Mcf and $0.28 per Bbl,  resulting in  reductions  in revenue of $0.8 million and
$0.1 million, respectively.

  Lease  operating  expenses  increased  47% to $8.5  million  for the first six
months of 2000, from $5.8 million for the comparable  period of 1999,  primarily
due to the higher offshore production discussed above.

  Depreciation,  depletion,  and  amortization  expense (DD&A)  increased 83% to
$29.0  million  for the first six  months of 2000  from  $15.8  million  for the
comparable period of 1999, as a result of the increase in the unit-of-production
depreciation,  depletion, and amortization rate to $1.45 per Mcfe from $1.25 per
Mcfe, and a 57% increase in equivalent volumes produced. The higher rate for the
second  quarter of 2000 was due to the  occurrence  of three dry holes since the
second  quarter  of 1999,  and does not  include  the  impact on the rate of two
potentially  significant  discoveries  during the same  period for which  proved
reserves may be recorded after certain appraisal activities are completed.

  General and administrative  expenses, which are net of overhead reimbursements
received by us from other working interest owners, increased 15% to $3.3 million
for the first six months of 2000 from $2.8 million for the comparable  period of
1999,  due  primarily to increased  personnel-related  costs  required for us to
pursue its Deepwater Gulf exploration and development plan.

  Interest expense for the first six months of 2000 decreased 7% to $6.2 million
from $6.6 million for the  comparable  period of 1999,  primarily due to capital
contributions  by the sale of  common  stock to our  Parent  which  were used to
reduce debt.

  Income (loss)  before  income taxes was an $11.5 million  income for the first
six months of 2000,  primarily as a result of oil and gas revenue  increases and
partially offset by increased expenses discussed above.

                                       10

<PAGE>  13

Liquidity, Capital Expenditures and Capital Resources

  As of June 30, 2000, we had a working  capital deficit of  approximately  $9.4
million,  compared to a working capital deficit of $32.3 million at December 31,
1999. The reduction in the working  capital  deficit was primarily a result of a
$30.0  million  cash  equity  contribution  by the sale of  common  stock to our
Parent,  which was used to reduce accounts payable and accrued  liabilities.  We
expect  our  2000   capital   expenditures,   including   capitalized   general,
administrative  and  interest  costs  but  reduced  by  proceeds  from  property
conveyances,  to be approximately $85 million to $90 million, which would exceed
cash flow from operations.  However, we believe there will be adequate cash flow
in order for us to fund our remaining  planned  activities in 2000. There can be
no assurance that our access to capital will be sufficient to meet our needs for
capital. As such, we may be required to reduce our planned capital  expenditures
and forego  planned  exploratory  drilling  or  monetize  portions of our proved
reserves or  undeveloped  inventory  if  additional  capital  resources  are not
available to us on terms we consider reasonable.

  Net cash  used by  operating  activities  was $23.0  million  in the first six
months of 2000,  an increase of $42.1  million  from the same period of 1999.  A
period to period increase of approximately  $29.8 million in operating cash flow
before changes in operating  assets and  liabilities was due primarily to higher
production and higher commodity prices. An increase of $12.3 million in net cash
used for  changes  in  working  capital  was  caused  by  increased  oil and gas
receivables and the timing of payments made on accounts payable.

  Cash used in investing activities in the first six months of 2000 increased to
$25.0  million from $19.3  million for the same period in 1999 due  primarily to
higher development expenditures.

  Cash  provided  by  financing  activities  was $7.4  million for the first six
months of 2000  compared  to $38.9  million  for the same  period  in 1999.  Our
primary  source of cash for the first six  months of 2000 was $55.0  million  in
proceeds from two cash equity  contributions  by the sale of common stock to our
Parent  offset in part by $22.6  million of  payments  on our  Revolving  Credit
Facility and a $25 million repayment of our Senior Credit Facility with ENA.

  The energy markets have historically  been very volatile,  and there can be no
assurance  that  oil  and  natural  gas  prices  will  not be  subject  to  wide
fluctuations in the future. To reduce the effects of the volatility of the price
of oil and  natural gas on our  operating  cash flow,  management  has adopted a
policy of hedging oil and  natural gas prices from time to time  through the use
of  commodity  futures,  options  and swap  agreements.  While  the use of these
hedging arrangements limits the downside risk of adverse price movements, it may
also limit future gains from favorable movements.

  The following table sets forth the increase  (decrease) in our oil and natural
gas  sales as a result  of  hedging  transactions  and the  effects  of  hedging
transactions on prices during the periods indicated.
<TABLE>
<CAPTION>

                                                       Six Months Ended June 30,
                                                      --------------------------
                                                            2000         1999
                                                         ----------    ---------
<S>                                                       <C>             <C>
Decrease in natural gas sales (in thousands).......       ($6,393)        $(843)
Decrease in oil sales (in thousands)...............        (6,178)          (96)

Effect of hedging transactions on average natural gas
sales price (per Mcf)..............................         (0.43)        (0.08)

Effect of hedging transactions on average oil sales
price (per Bbl)....................................         (7.46)        (0.28)
</TABLE>

  A table  setting  forth  our open  hedging  positions  as of June 30,  2000 is
contained in footnote 5. "Commitments and Contingencies" in the footnotes to the
financial statements in Part I, Item 1. of this report.

  Hedging  arrangements  for 2000  cover  approximately  59% of our  anticipated
equivalent production for the year. Hedging arrangements for 2001 and 2002 cover
approximately  11% and 4% of our  anticipated  equivalent  production  for those
years, respectively.

                                       11
<PAGE>  14


  Capital  expenditures  for the first six  months  of 2000 were  $25.0  million
including $5.1 million of capitalized general, administrative and interest costs
and  areduction  for proceeds  received from property  conveyances.  Net capital
expenditures included a $7.4 million credit for exploration activities and $27.3
million for development.

  During the remainder of 2000, we expect to conduct drilling  operations on two
to four exploratory  wells, all in the Deepwater Gulf.  Appraisal  activities on
our Aconcagua and Devils Tower  discoveries also are expected to continue during
the remainder of the year, with another  appraisal well at Devils Tower expected
and the beginning of infrastructure activity on the Canyon Express System, which
includes the Aconcagua  project.  Total capital  expenditures  for 2000,  net of
proceeds from property  conveyances,  are now expected to be $85 to $90 million,
with approximately $30 million for exploration activity,  including expenditures
related to our recently-announced acquisition of Shell's 50% working interest in
the King Kong deepwater development project.

  Debt  outstanding  as of June  30,  2000  was  approximately  $119.7  million,
including $99.7 million of senior  subordinated notes and $20.0 million drawn on
the  Revolving  Credit  Facility.   Following  the  semi-annual  borrowing  base
redetermination,  in May 2000,  the borrowing  base under the  Revolving  Credit
Facility was increased from $60 million to $70 million.

   In March and May of 2000, we received cash equity  contributions  by the sale
of common stock to our Parent of $30 million and $25 million,  respectively. The
March  equity  contribution  was used to reduce  accounts  payable  and  accrued
liabilities,  and the May equity  contribution was used to repay our $25 million
Senior  Credit  Facility  with ENA.  These equity  contributions  were made with
proceeds from the Mariner Energy LLC three-year $112 million term loan with ENA.
Due to certain  restrictions  with our Indenture and Revolving Credit Agreement,
neither the cash flows from  operations  nor from asset sales would be available
to repay any portion of this term loan.

  There can be no  assurance  that  funds  available  to us under the  Revolving
Credit Facility will be sufficient for us to fund our currently  planned capital
expenditures.  We may be required to reduce our planned capital expenditures and
forego  planned  exploratory  drilling  or to  monetize  portions  of our proved
reserves or  undeveloped  inventory  if  additional  capital  resources  are not
available to us on terms we consider reasonable.

  We  believe  there  will be  adequate  cash  flow in order  for us to fund our
remaining  planned  activities in 2000. Our capital  resources  still may not be
sufficient to meet our  anticipated  future  requirements  for working  capital,
capital  expenditures  and  scheduled  payments of principal and interest on our
indebtedness.  There  can  be no  assurance  that  anticipated  growth  will  be
realized,  that our business will generate  sufficient cash flow from operations
or that future  borrowings  or equity  capital  will be  available  in an amount
sufficient to enable us to service our  indebtedness  or make necessary  capital
expenditures.  In addition, depending on the levels of our cash flow and capital
expenditures (the latter of which are, to a large extent, discretionary), we may
need to refinance a portion of the principal  amount of our senior  subordinated
debt at or prior to maturity.  However,  there can be no assurance that we would
be able to obtain financing on acceptable terms to complete a refinancing.


                                       12

<PAGE>  15


Part I, Item 3.     Quantitative and Qualitative Disclosures about Market Risk.

  See Part I, Item 2. "Management's Discussion and Analysis of Financial
                        Condition and Results of Operations".

Part II.  Other Information

  Item 1. Legal Proceedings

  None.

  Item 2. Changes in Securities and Use of Proceeds

On March 21, 2000,  Mariner  Energy,  Inc. sold one share of common stock to its
parent,  Mariner  Holdings,  Inc.,  for  $30,000,000.  The proceeds were used to
reduce accounts payable and accrued liabilities.

On May 1,  2000,  Mariner  Energy,  Inc.  sold one share of common  stock to its
parent, Mariner Holdings,  Inc., for $25,000,000.  The proceeds were used to pay
off the Company's Senior Credit Facility with ENA.

  Item 3. Defaults Upon Senior Securities

  None.

  Item 4. Submission of Matters to a Vote of Security Holders

  None.

  Item 5. Other Information

  None.

  Item 6. Exhibits and Reports on Form 8-K

   (a) The following exhibits are filed herewith.
            27.1 Financial Data Schedule

   (b) The Company filed no Current Reports on Form 8-K during the quarter ended
June 30, 2000.


                                       13
<PAGE>  16


                                    SIGNATURE



  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.


                                                MARINER ENERGY, INC.



Date: August 10, 2000                           /s/ Frank A.
                                                -------------
Pici__________
                                                Frank A. Pici
                                                Vice President of Finance and
                                                Chief Financial Officer
                                                (Principal Financial Officer and
                                                 Officer Duly Authorized to Sign
                                                 on Behalf of the Registrant)









                                       14
<PAGE>  17

                                 EXHIBIT TABLE

<TABLE>
<CAPTION>

EXHIBIT
NUMBER                          DESCRIPTION
<S>                             <C>
27.1                            Financial Data Schedule

</TABLE>