FORM 10Q
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended    June 30, 1998

                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

For the transition period from                 to

Commission file number: 0-610

                               EQUITY OIL COMPANY
             (Exact name of registrant as specified in its charter)

        COLORADO                           87-0129795
(State or other jurisdiction of          (I.R.S. Employer
 incorporation or organization)        Identification No.)

           Suite 806, #10 West Third South, Salt Lake City, Utah 84101
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (801) 521-3515
               Registrant's telephone number, including area code

              (Former name, former address and former fiscal year,
                          if changed since last report)

     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 requirements for the past 90 days. Yes X No

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

     Indicate by check mark whether the  registrant  has filed all documents and
reports  required  to be filed by  Sections  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes No

     APPLICABLE  ONLY TO  CORPORATE  ISSUERS:  Indicate  the  number  of  shares
outstanding  of each of the issuer's  classes of common stock,  as of the latest
practicable date: 12,615,440

<PAGE>

                          ITEM I:  Financial Statements

                               EQUITY OIL COMPANY
                             Statement of Operations
                 For the Six Months Ended June 30, 1998 and 1997
                                   (Unaudited)

                                                 1998             1997
                                            ------------     -------------

REVENUES

         Oil and gas sales ............     $  6,517,271      $  8,745,718
         Partnership income ...........           15,500           150,000
         Interest income ..............           40,326            83,518
         Other ........................          101,705           552,157
                                            ------------      ------------

                                               6,674,802         9,531,393

EXPENSES

         Operating costs ..............        3,030,862         3,038,935
         Depreciation, depletion and
           amortization ...............        2,450,000         2,200,000
         Equity loss in
           Symskaya Exploration .......          319,113           143,837
         Leasehold abandonments .......          164,091            40,952
         3D seismic ...................          430,773              --
         Exploration ..................          745,882         1,228,047
         General and administrative ...        1,097,139         1,108,018
         Interest .....................          569,905           324,172
                                            ------------      ------------

                                               8,807,765         8,083,961


Income (loss) before income taxes .....       (2,132,963)        1,447,432

Provision (benefit) for income taxes ..         (597,229)          505,847

NET INCOME (LOSS) .....................     $(1,535,734) $         941,585
                                            ============      ============

Basic and diluted net
         income (loss) per common share     $      (0.12)     $       0.07
                                            ============      ============

Weighted average shares outstanding ...       12,612,824        12,704,840



        The accompanying notes are an integral part of these statements.



<PAGE>


                               EQUITY OIL COMPANY
                             Statement of Operations
                For the Three Months Ended June 30, 1998 and 1997
                                   (Unaudited)

                                                1998           1997
                                           -----------    ------------

REVENUES

         Oil and gas sales ............   $  3,016,811    $  3,903,440
         Partnership income ...........          7,500          75,000
         Interest income ..............          6,297          28,592
         Other ........................         66,749         437,357
                                          ------------    ------------

                                             3,097,357       4,444,389

EXPENSES

         Operating costs ..............      1,381,932       1,496,167
         Depreciation, depletion and
           amortization ...............      1,200,000       1,100,000
         Equity loss in
           Symskaya Exploration .......        235,615          58,112
         Leasehold abandonments .......        164,091          22,512
         3D seismic ...................         21,030            --
         Exploration ..................        355,754         589,630
         General and administrative ...        658,561         549,201
         Interest .....................        290,371         173,849
                                          ------------    ------------

                                             4,307,354       3,989,471

Income (loss) before income taxes .....     (1,209,997)        454,918

Provision (benefit) for income taxes ..       (316,269)        293,708

NET INCOME (LOSS) .....................   $   (893,728)   $    161,210
                                          ============    ============

Basic and diluted net
         income (loss) per common share   $      (0.07)   $       0.01
                                          ============    ============

Weighted average shares outstanding ...     12,615,440      12,692,693


        The accompanying notes are an integral part of these statements.





<PAGE>


                               EQUITY OIL COMPANY
                                  Balance Sheet
                   as of June 30, 1998, and December 31, 1997

                                                   June 30,        December 31,
ASSETS                                               1998             1997   
                                                  (Unaudited)
Current assets:                                   ------------    -------------
  Cash and cash equivalents ..................   $      18,274    $     378,801
  Accounts and advances receivable ...........       3,221,261        3,641,535
  Income taxes receivable ....................          31,093           88,174
  Deferred income taxes ......................          18,934           18,934
  Other current assets .......................         529,766          514,713
                                                  ------------    -------------
                                                     3,819,328        4,642,157

Property and equipment .......................     115,367,603      113,371,891
Less accumulated depreciation,
 depletion and amortization ..................      67,199,254       64,846,514
                                                  ------------    -------------
                                                    48,168,349       48,525,377
Other assets:
  Investment in Raven Ridge
    Pipeline Partnership .....................         221,640          268,821
  Other assets ...............................          84,227          105,284
                                                 -------------    -------------
                                                       305,867          374,105

TOTAL ASSETS .................................   $  52,293,544    $  53,541,639
                                                 =============    =============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable ...........................   $   1,324,634    $   1,327,120
  Accrued liabilities ........................         185,533          120,039
  Federal, state and foreign
    income taxes payable .....................         413,856          354,002
  Accrued profit sharing .....................          96,000          188,973
                                                 -------------    -------------
                                                     2,020,023        1,990,134

Revolving credit facility ....................      15,000,000       13,978,830
Deferred income taxes ........................       4,041,195        4,851,966
                                                 -------------    -------------
                                                    19,041,195       18,830,796
Stockholders' Equity:
  Common stock ...............................      12,780,040       12,761,100
  Paid in capital ............................       3,696,118        3,667,707
  Less cost of treasury stock ................        (528,302)        (528,302)
  Retained earnings ..........................      15,284,470       16,820,204
                                                 -------------    -------------

                                                    31,232,326       32,720,709
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY .......................   $  52,293,544    $  53,541,639
                                                 =============    =============




        The accompanying notes are an integral part of these statements.



<PAGE>




                               EQUITY OIL COMPANY
                             Statement of Cash Flows
                 For the Six Months Ended June 30, 1998 and 1997
                                   (Unaudited)
                                                1998           1997
                                             ----------     ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss) ....................   $(1,535,734)   $   941,585
   Adjustments
     Depreciation, depletion and
       amortization .....................     2,450,000      2,200,000
     Partnership distributions in
       excess of income .................        47,181         73,861
     (Gain) loss on
       property dispositions ............       164,091       (284,105)
     Decrease in deferred income taxes ..      (810,771)      (144,790)
         Equity loss in
           Symskaya Exploration .........       319,113        143,837
         Change in other assets .........        21,057         21,057
         Common stock issued for services        47,351         29,375
   Net cash provided before changes in       ----------     ----------
      working capital items .............       702,288      2,980,820
     Increase (decrease) from changes in:
       Accounts and advances receivable .       420,274        363,886
       Other current assets .............       (15,053)        61,961
       Accounts payable and accrued
         liabilities ....................        63,008       (972,501)
       Income taxes receivable/payable ..       116,935        440,473
       Accrued profit sharing ...........       (92,973)       (83,100)
                                             ----------     ----------
   Net cash provided
     by operating activities ............     1,194,479      2,791,539
                                             ----------     ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Advances to Symskaya Exploration .....      (319,113)      (143,837)
   Sale of temporary cash investments ...          --           49,802
   Proceeds from sale of properties .....          --          339,384
   Capital expenditures .................    (2,257,063)    (3,142,196)
                                             ----------     ----------
   Net cash used in investing
     activities .........................    (2,576,176)    (2,896,847)
                                             ----------     ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Purchase of treasury stock ...........          --         (106,547)
   Borrowings under
    revolving credit facility ...........     1,021,170           --
                                             ----------     ----------
   Net cash provided by (used in)
      financing activities ..............     1,021,170       (106,547)
                                             ----------     ----------

NET DECREASE IN CASH ....................      (360,527)      (211,855)

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD ...............       378,801        787,961
                                             ----------     ----------

CASH AND CASH EQUIVALENTS
   AT END OF PERIOD .....................   $    18,274    $   576,106
                                             ==========     ==========



        The accompanying notes are an integral part of these statements.


<PAGE>



                          NOTES TO FINANCIAL STATEMENTS

NOTE 1.  INTERIM FINANCIAL STATEMENTS

     The accompanying  financial  statements of Equity Oil Company  ("Equity" or
"the Company") have not been audited by independent accountants,  except for the
Balance  Sheet  as of  December  31,  1997.  In the  opinion  of  the  Company's
management,  the financial statements reflect the adjustments,  all of which are
of a normal and  recurring  nature,  necessary to present  fairly the  financial
position of the Company as of June 30, 1998,  and the results of its  operations
for the three and six month periods  ended June 30, 1998 and 1997,  and its cash
flows for the six month periods ended June 30, 1998 and 1997.

     The financial statements and the accompanying notes to financial statements
have been prepared  according to rules and  regulations  of the  Securities  and
Exchange Commission.  Accordingly, certain notes and other information have been
condensed or omitted  from the interim  financial  statements  presented in this
Quarterly  Report on Form 10-Q.  These  financial  statements  should be read in
conjunction  with  the  Company's  1997  Annual  Report  on Form  10-K,  and the
Company's Form 10-Q for the first quarter of 1998.

     The results for the three and six month periods ended June 30, 1998 are not
necessarily indicative of future results.

NOTE 2.  NET INCOME (LOSS) PER SHARE

     Earnings per share for all periods  presented  has been restated to reflect
the adoption of Statement of Financial  Accounting  Standards No. 128,  EARNINGS
PER SHARE ("SFAS 128").  SFAS 128 requires  companies to present basic  earnings
per share, and if applicable, diluted earnings per share, instead of primary and
fully diluted earnings per share. Basic earnings per share excludes dilution and
is computed by dividing net earnings  available  to common  stockholders  by the
weighted  average number of common shares  outstanding  for the period.  Diluted
earnings per share  reflects the potential  dilution that could occur if options
to issue  common  stock were  exercised  into  common  stock.  

     Options to purchase  approximately 912,000 shares of common stock at prices
of $3.56 to $6.00 per share were outstanding  during the first half of 1998, but
were not included in the  computation of diluted  earnings per share because the
exercise prices of the options were greater than the average market price of the
Company's common shares during the period.  Basic and diluted earnings per share
are the same for each of the periods presented.


<PAGE>


                                     PART I

                                     ITEM 2

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION


RESULTS OF OPERATIONS

FINANCIAL RESULTS

     As a result of continued depressed oil prices,  which reached a 12 year low
during the second  quarter,  the  Company  recorded a net loss for the first six
months of 1998 of $(1,535,734),  or $(.12) per share,  compared to net income of
$941,585,  or $.07 per share during the same period of 1997.  Total  revenues of
$6,674,802  were 30% lower than total  revenues  of  $9,531,393  recorded in the
first half of 1997.

     The  Company  also  recorded  a net loss in the  second  quarter of 1998 of
$(893,728),  or $(.07) per share,  compared to second quarter 1997 net income of
$161,210,  or $.01 per share. Second quarter revenues in 1998 of $3,097,357 were
30% lower than the $4,444,389 reported in the second quarter of 1997.

OPERATING RESULTS

     Sharply  reduced  cash flows have caused the Company to decrease the number
of wells drilled in 1998 from the prior year. During the first half of 1998, the
Company  participated  in a total of 8 wells,  6 of which have been completed as
oil and gas wells. During the first half of 1997, the Company participated in 16
wells, 11 of which were completed as producing wells. Despite the smaller number
of wells drilled in 1998, the wells drilled and completed have added  measurably
to the Company's reserves.

     Included  in  the  1998  well  count  is an  exploratory  well  drilled  in
California on the Company's 16 square mile Merlin 3-D seismic project. The #1-15
Henning,  located in Glenn County,  California,  tested at a rate of 1.4 million
cubic feet per day from  perforations  at 5,565 - 5,568  feet in the  Cretaceous
Forbes  formation  and 5.9 million  cubic feet per day from 5,518 to 5,556 feet.
The well is currently on production at a rate of 2.3 MMCFD.  Equity operates and
has a 50% working interest in the well and the Merlin project.

     A second consecutive gas discovery on the Merlin project,  the Equity #1-22
Otto  Lohse  tested  2.4  million  cubic  feet  per  day  from  perforations  at
5,525-5,540  feet, in the Cretaceous  Forbes  formation.  In addition,  a second
Forbes  reservoir  from 5,414 - 5,463 feet,  which drill stem tested 6.5 million
cubic  feet per day,  represents  proved  behind  pipe  reserves.  This  well is
currently on production at a rate of 1.8 MMCFD.

     At the  Company's  Davis Ranch  prospect,  also  located in the  Sacramento
Basin, the Equity #1-8 Westcott drill stem tested 7.5 million cubic feet per day
from the Cretaceous  Forbes formation at a depth of 7,507-7,524  feet. This well
will go on  production  during  August of 1998.  The  Company  has a 60% working
interest at Davis Ranch.

     Slawson  Exploration  production  tested the #1-18  Armstrong  at 4 million
cubic  feet of gas per day from a Forbes  perforation  interval  at  8,574-8,583
feet. Equity is a 25% working interest participant in the well and the 16 square
mile West Orion  Sacramento Basin 3D project,  where the well was drilled.  This
well is also scheduled to go on production in August.

     Following  the  successful  production  testing of a second pay zone in the
Westport Oil and Gas Company #24-15 Beaver Creek in Golden Valley County,  North
Dakota,  the well  produced at an average  rate of 1,150  barrels of oil per day
during  the month of June.  Equity  has a 32.5%  working  interest  in the well.
Westport Oil and Gas Company  operates the well and holds the remaining  working
interest.

     The Company also participated in an additional successful  development well
in 1998 at its Siberia Ridge field in Sweetwater County,  Wyoming.  The well was
placed on production  at a rate of 700 MMCFD.  The Company has a 50% interest in
the well.

<PAGE>

     The Company is continuing to pursue  additional  outside  financing for its
Symskaya project in Russia.  The Company  recently  announced that its 50% owned
subsidiary,   Symskaya  Exploration,   Inc.  has  entered  into  a  Bottom  Hole
Contribution   Agreement  with  the  Committee  for  Natural  Resources  of  the
Krasnoyarsk Krai in Eastern Siberia to support the drilling of the Averinskaya -
150 well, an exploratory  well that is being drilled near the town of Yeniseysk.
The well is adjacent to the  southern  block of acreage that  Symskaya  holds as
part of its 1.1 million acre  exploration,  development and production  License.
The well is being  drilled to  evaluate  the oil and gas  potential  of the same
geologic section that Symskaya  targeted in the drilling of its Lemok No. 1 well
on the northern acreage block of its License area.

     In exchange for a nominal  payment,  Symskaya will receive all pre-drilling
data from the well,  drilling data acquired during the drilling of the well, and
all final  reports on the well  including  logs,  test  results,  core and drill
cutting samples, and samples of any oil, water or gas recovered during drilling.
In addition,  Symskaya  personnel  will have  complete  access to the drill site
during drilling,  the right to collect drill cuttings and other samples, and the
right to witness all coring and testing.  The well is currently  drilling  below
4,000 feet, and is projected to be drilled to a total depth of 11,500 feet.

CAPITAL RESOURCES AND LIQUIDITY

     Cash and cash  equivalents  totaled $18,274 as of June 30, 1998, a decrease
of  $360,527  since  year-end  1997.  Working  capital  at  June  30,  1998  was
$1,799,305,  compared to $2,652,023 at December 31, 1997. The Company's ratio of
current assets to current  liabilities was 1.89 to 1 at June 30, 1998,  compared
to 2.33 to 1 at  December  31,  1997.  Cash  provided by  operating  activities,
negatively impacted by low oil prices, was $1,194,479 in the first six months of
1998, 57% lower than the $2,791,539 recorded during the same period of 1997.

     Investment  in property and  equipment  for the first six months of 1998 of
$2,257,063 was 28% lower than the investment made during the first half of 1997,
reflecting  the  Company's  decreased  drilling  activity.  As a  result  of the
severely  depressed oil prices,  and their negative  effects on cash flows,  the
Company  has  reduced  its 1998  capital  budget to ensure  that the bulk of its
projects will be paid from discretionary cash flows. The Company has high-graded
both  exploratory  and  development  projects  based on their  assumed risks and
rewards,  and balanced  this with  projects  that have  specific  lease  related
drilling  commitments.  Other  projects have been delayed or deferred  until oil
prices strengthen and cash flows increase.

     The Company  purchased 35,000 shares of its stock on the open market during
the first half of 1997,  at an average  price of $3.04 per  share.  No  treasury
stock was purchased during the first half of 1998.

     During the first half of 1997,  the  Company  did not  increase  borrowings
under its credit  facility,  compared to borrowings of $1,021,170 in 1998, which
were used to fund  investments in property and equipment and for working capital
purposes.  On  March  30,  1998,  the  Company  amended  its  credit  agreement,
increasing the current commitment from $15 million to $18 million.  In addition,
on June 24, 1998,  the  facility  was further  amended in order to set the first
principal  payment date under the facility to July 1, 2001 from July 1, 1999. At
June 30, 1998, the Company had  approximately  $3 million of availability on the
facility, and was in compliance with all its covenants.

     The Company  believes  that existing cash  balances,  cash flow,  and funds
available under the Company's credit facility will provide adequate resources to
meet all of its current capital and exploration spending objectives for 1998.

COMPARISON OF SECOND QUARTER 1998 WITH SECOND QUARTER 1997

     Oil and gas sales in the second quarter of 1998 of $3,016,811  were sharply
lower than the  $3,903,440  recorded for the same quarter of last year, a result
of 1998's depressed oil environment. These lower prices offset increases in both
oil and gas  production.  The  average  net price for crude oil  received by the
Company during the quarter was $11.58 per barrel,  compared to $18.64 during the
second quarter of 1997, a decrease of 38%.  Average gas prices  received  during
the second quarter of 1998 were $1.95 per Mcf,  compared to $1.85 per Mcf during
the second quarter of 1997. Oil production increased from 163,000 barrels in the
second quarter of 1997 to 170,000 barrels during the same quarter of 1998, while
gas production rose from 526,000 Mcf in 1997 to 550,000 Mcf in 1998.

     During the second quarter of 1997, the Company  recorded a gain on the sale
of  certain  oil and gas  properties  of  approximately  $325,000.  There was no
corresponding event in 1998.


<PAGE>

     Total  expenses  in 1998  increased  8% over 1997  second  quarter  levels.
Despite higher production levels,  lease operating costs declined by 8% over the
prior year.  This decline was a combination  of high-cost,  marginal  production
being  shut-in  during  the  quarter  due to low  prices  and lower  value-based
production   taxes.   The  increase  in  production  did  contribute  to  higher
depreciation,  depletion, and amortization (DD&A) charges. In addition, DD&A per
unit charges increased slightly from $4.50 per BOE to $4.57 per BOE in 1998.

     The decrease in  exploration  expense was  primarily  due to lower dry hole
costs in 1998.  During the second quarter of 1997, the Company  participated  in
five dry  holes,  compared  to only  two dry  holes  during  1998.  General  and
administrative  expenses  increased  over  1997  second  quarter  levels  due to
increased   expenses  related  to  the  Company's   annual  meeting,   increased
compensation  expenses,  and other fees and expenses.  Higher  interest costs in
1998 reflect the higher amount of debt  outstanding  under the Company's  credit
facility.

     The Company  abandoned  certain  undeveloped  leaseholds  during the second
quarter of 1998 associated with a Lodgepole  prospect that were acquired in 1995
and 1996. The Company did not renew selected leases in the area on their renewal
date due to a lack of prospectivity.

     The equity loss in Symskaya  Exploration  increased by $177,503  during the
second  quarter of 1998.  This  increase  included a writedown of  approximately
$125,000 in interest  income on a senior note  between  Symskaya and the Company
that had been accrued in prior periods. In addition,  the 1998 increase included
the Company's share of a bottom hole contribution discussed earlier.  Neither of
these two events are recurring.

COMPARISON OF FIRST HALF 1998 WITH FIRST HALF 1997

     Lower oil prices during the first half of 1998 offset increases in both oil
and gas production to produce an 30% decrease in total revenues  compared to the
same period of 1997. Average oil prices received by the Company during the first
half of 1998 were  $12.51 per barrel,  compared to $19.47 per barrel  during the
first half of 1997.  Average gas prices  received  during the first half of 1998
were  $1.97 per Mcf,  which  compared  to $2.22 per Mcf during the first half of
1997.  Oil  production  of 340,000  barrels  was up 5% from 1997  production  of
324,000 barrels.  Natural gas production  increased 14% to 1,170,000 Mcf in 1998
from 1,028,000 Mcf in 1997.

     During the first half of 1997,  the Company  recorded a gain on the sale of
certain  oil  and  gas  properties  of  approximately  $325,000.  There  was  no
corresponding event in 1998.

     Total  expenses in 1998  increased  9% over 1997 first half  levels.  Lease
operating costs remained flat,  while  depreciation,  depletion and amortization
increased 11%, primarily due to increased oil and gas production in 1998.

     Exploration expense decreased from 1997 levels due to the smaller number of
dry  holes  drilled  in  1998.  During  the  first  half of  1997,  the  Company
participated in five dry holes,  compared to only two dry holes during 1998. The
Company  incurred 3D seismic  charges of $430,773  in 1998  associated  with its
Sequoia  project in the San Joaquin  Basin of  California.  The initial  well at
Sequoia is scheduled  to drill  during the second half of 1998.  The Company did
not participate in any 3D seismic programs during the first half of 1997.

     The Company abandoned certain undeveloped  leaseholds during the first half
of 1998  associated  with a Lodgepole  prospect  that were  acquired in 1995 and
1996.  This  resulted  in a charge to expense of  $164,091.  The Company did not
renew  selected  leases  in the  area on  their  renewal  date  due to a lack of
prospectivity.

     Higher interest costs in 1998 reflect the higher amount of debt outstanding
under the Company's credit facility.

     The equity loss in Symskaya  Exploration  increased by $175,276  during the
first half of 1998. This increase included a writedown of approximately $125,000
in accrued  interest  income on a senior note  between  Symskaya and the Company
that had been  recognized  in prior  periods.  In  addition,  the 1998  increase
included the Company's share of a bottom hole  contribution  discussed  earlier.
Neither of these two events are recurring.

<PAGE>

OTHER ITEMS

     In June of 1997, the Financial  Accounting Standards Board issued Statement
of Financial Accounting Standards No. 130, REPORTING  COMPREHENSIVE  INCOME. The
Statement  establishes  standards  for  reporting  and display of  comprehensive
income and its components (revenues,  expenses, gains, and losses) in a full set
of general-purpose financial statements.  This Statement is effective for fiscal
years  beginning after December 15, 1997. The adoption of this Statement did not
have a material effect on the Company's financial statements.

     The  Company  has  reviewed  all  recently  issued,  but not  yet  adopted,
accounting standards in order to determine their effects, if any, on the results
of operations or financial  position of the Company.  Based on that review,  the
Company  believes  that none of these  pronouncements  will  have a  significant
effect on current or future earnings or operations.

YEAR 2000

     The  Company  uses  computers  principally  for  processing  and  analyzing
geophysical and geological data, map making, and  administrative  functions such
as word processing, accounting, and financial reporting. The Company's principal
computer systems have been purchased since December 31, 1995. The Company has an
ongoing program to ensure that its operational and financial systems will not be
adversely affect by year 2000 software  failures.  While the Company believes it
is taking all appropriate steps to assure year 2000 compliance,  it is dependent
substantially  on vendor  compliance.  The Company  intends to modify or replace
those  systems that are not year 2000  compliant.  The Company is requiring  its
systems  and  software  vendors to  represent  that the  services  and  products
provided are, or will be, year 2000 compliant, and has planned a program to test
compliance.  The Company anticipates completing that test no later than year-end
1998. The Company estimates that the cost to redevelop,  replace,  or repair its
technology will not be material.


FORWARD LOOKING STATEMENTS

     Forward-looking statements in this Form 10-Q, future filings by the Company
with the Securities and Exchange  Commission,  the Company's  press releases and
oral statements by authorized officers of the Company are intended to be subject
to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Investors are cautioned that all forward-looking  statements involve risks
and uncertainty, including without limitation, the risk of a significant natural
disaster,  the inability of the Company to ensure  against  certain  risks,  the
adequacy of its loss reserves,  fluctuations in commodity  prices,  the inherent
limitations  in the  inability  to  estimate  oil  and  gas  reserves,  changing
government  regulations,  as well as general market conditions,  competition and
pricing.  The Company  believes that  forward-looking  statements made by it are
based upon  reasonable  expectations.  However,  no assurances can be given that
actual  results  will  not  differ  materially  from  those  contained  in  such
forward-looking     statements.    The    words    "estimate",     "anticipate",
"expect","predict",  "believe" and similar  expressions are intended to identify
forward-looking statements.



ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

     The answers to items listed under Item 3 are inapplicable or negative.


<PAGE>

                                     PART II

                                OTHER INFORMATION

     The answers to items  listed  under Part II are  inapplicable  or negative,
except as shown below.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.


     At the Company's annual meeting, held on May 13, 1998, three Directors were
elected to the staggered board to serve three year terms,  expiring in 2001, and
one  Director  was elected to serve a two year term,  expiring in 2000.  Paul M.
Dougan,  Douglas W.  Brandrup,  and Joseph C. Bennett were elected to three year
terms. William P. Hartl, appointed to the Board in November of 1997, was elected
to a two year term. The following votes were recorded.

                              Dougan        Brandrup

Affirmative votes            9,758,776      9,756,955
Withhold authority             140,074        141,895


                              Bennett         Hartl

Affirmative votes            9,735,555      9,727,661
Withhold authority             163,295        171,189


Each director nominee received at least 98% of the shares voted at the meeting.





                                   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.

                                        EQUITY OIL COMPANY
                                           (Registrant)



DATE:     August 12, 1998             By /s/ Paul M. Dougan
       ----------------------            ------------------
                                         Paul M. Dougan, President


DATE:     August 12, 1998             By /s/ Clay Newton
       ----------------------            ---------------
                                         Clay Newton, Treasurer
                                         Principal Accounting
                                         Officer