UNITED STATES OF AMERICA
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q


[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
        EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2004.

                                       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: 333-29001-01



                          ENERGY CORPORATION OF AMERICA
             (Exact name of registrant as specified in its charter)



                            WEST VIRGINIA  84-1235822
         (State or other jurisdiction of incorporation or organization)
                        (IRS Employer Identification No.)

                      4643 SOUTH ULSTER STREET, SUITE 1100
                             DENVER, COLORADO 80237
              (Address of principal executive offices and zip code)

                                 (303) 694-2667
              (Registrant's telephone number, including area code)


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 ___

     Indicate by check mark whether the registrant is an accelerated filer (as
                       defined in Rule 12b-2 of the Act).
                                   Yes [_] No [X]

    The number of shares of the Registrant's common stock, par value $1.00 per
                              share, outstanding at
                      February 8, 2005 was 601,613 shares.


<PAGE>

<TABLE>
<CAPTION>
                              ENERGY CORPORATION OF AMERICA

                                    TABLE OF CONTENTS


                                                                                    PAGES

<S>      <C>                                                                        <C>
PART I FINANCIAL INFORMATION
         Item 1. Financial Statements

         Unaudited Condensed Consolidated Balance Sheets
           December 31, 2004 and June 30, 2004 . . . . . . . . . . . . . . . . . .      3

         Unaudited Condensed Consolidated Statements of Operations
           For the three and six months ended December 31, 2004 and 2003 . . . . .      5

         Unaudited Condensed Consolidated Statements of Cash Flows
           For the six months ended December 31, 2004 and 2003 . . . . . . . . . .      6

         Unaudited Condensed Consolidated Statements of Comprehensive Income . . .
           For the three and six months ended December 31, 2004 and 2003                7

         Notes to Unaudited Condensed Consolidated Financial Statements. . . . . .      8

         Item 2. Management's Discussion and Analysis of Results of Operations and
           Financial Condition . . . . . . . . . . . . . . . . . . . . . . . . . .     14

         Item 3. Quantitative and Qualitative Disclosures About Market Risk  . . .     24

         Item 4. Controls and Procedures . . . . . . . . . . . . . . . . . . . . .     25


PART II  OTHER INFORMATION

         Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . .     26

         Item 2. Changes in Securities . . . . . . . . . . . . . . . . . . . . . .     26

         Item 3. Defaults Upon Senior Securities . . . . . . . . . . . . . . . . .     26

         Item 4. Submission of Matters to a Vote of Security Holders . . . . . . .     26

         Item 5. Other Information . . . . . . . . . . . . . . . . . . . . . . . .     26

         Item 6. Exhibits and Reports on Form 8-K  . . . . . . . . . . . . . . . .     26

         Signatures  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     27
</TABLE>


                                      - 2 -
<PAGE>

<TABLE>
<CAPTION>
PART I  FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS


ENERGY CORPORATION OF AMERICA
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
-----------------------------------------------------------------------------------


                                                          DECEMBER 31,    JUNE 30,
                                                              2004          2004
                                                         --------------  ----------
<S>                                                      <C>             <C>
ASSETS

CURRENT ASSETS:
    Cash and cash equivalents                            $       5,325   $   5,821
  Accounts receivable:
      Oil and gas sales                                         10,992       8,632
      Gas aggregation and pipeline                              14,328       9,079
      Other                                                      4,066       4,000
                                                         --------------  ----------
        Accounts receivable                                     29,386      21,711
  Less allowance for doubtful accounts                            (898)     (1,022)
                                                         --------------  ----------
        Accounts receivable, net of allowance                   28,488      20,689

      Deferred income tax asset                                    612       2,087
      Deferred taxes - other comprehensive loss                    563       2,889
      Notes receivable, related party                               54          59
      Derivatives                                                1,650           -
      Prepaid and other current assets                           2,164       4,141
                                                         --------------  ----------
        Total current assets                                    38,856      35,686

  Property, plant and equipment, net of accumulated
    depreciation and depletion of $150,475 and $143,846        254,927     246,391

OTHER ASSETS:
    Deferred financing costs, net of accumulated
      amortization of $7,446 and $6,833                          2,126       2,015
    Notes receivable, related party                                369         113
    Derivatives                                                    428           -
    Other                                                        5,940       6,007
                                                         --------------  ----------
      Total other assets                                         8,863       8,135
                                                         --------------  ----------

TOTAL                                                    $     302,646   $ 290,212
                                                         ==============  ==========
<FN>
The accompanying notes are an integral part of the condensed consolidated financial
statements.
</TABLE>


                                      - 3 -
<PAGE>

<TABLE>
<CAPTION>
ENERGY CORPORATION OF AMERICA
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
-------------------------------------------------------------------------------------------


                                                                  DECEMBER 31,    JUNE 30,
                                                                      2004          2004
                                                                 --------------  ----------
<S>                                                              <C>             <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
  Accounts payable and accrued expenses                          $       9,149   $  14,823
  Current portion of long-term debt                                        152       1,145
  Funds held for future distribution                                    19,746      16,701
  Income taxes payable                                                   2,349         128
  Accrued taxes, other than income                                      10,022       9,289
  Derivatives                                                            1,350       7,303
  Other current liabilities                                              1,798       3,562
                                                                 --------------  ----------
    Total current liabilities                                           44,566      52,951

LONG-TERM OBLIGATIONS:
  Long-term debt                                                       179,124     162,894
  Deferred trust revenue                                                 2,318       2,511
  Deferred income tax liability                                         16,739      19,552
  Derivatives                                                              154           -
  Other long-term obligations                                            7,867       8,447
                                                                 --------------  ----------
    Total liabilities                                                  250,768     246,355

Minority Interest                                                        1,375       1,495
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
    Common stock, par value $1.00; 2,000,000 shares
      authorized; 730,039 shares issued                                    730         730
    Class A non-voting common stock, no par value;
    100,000 shares authorized; 69,893 and 68,237 shares issued           8,264       8,027
    Additional paid-in capital                                           5,503       5,503
    Retained earnings                                                   51,935      48,200
    Treasury stock and notes receivable arising from the
      issuance of common stock                                         (15,438)    (14,954)
    Deferred compensation on restricted stock                           (1,677)     (1,887)
    Accumulated other comprehensive income (loss)                        1,186      (3,257)
                                                                 --------------  ----------
      Total stockholders' equity                                        50,503      42,362
                                                                 --------------  ----------

TOTAL                                                            $     302,646   $ 290,212
                                                                 ==============  ==========
<FN>
The accompanying notes are an integral part of the condensed consolidated financial
statements.
</TABLE>


                                      - 4 -
<PAGE>

<TABLE>
<CAPTION>
ENERGY CORPORATION OF AMERICA
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS)
------------------------------------------------------------------------------------------------------------


                                                               THREE MONTHS ENDED        SIX MONTHS ENDED
                                                                   DECEMBER 31,            DECEMBER 31,
                                                            ------------------------  ----------------------
                                                               2004         2003        2004        2003
                                                            -----------  -----------  ---------  -----------
<S>                                                         <C>          <C>          <C>        <C>
REVENUES:
  Oil and gas sales                                         $   16,562   $   14,379   $ 29,902   $   28,520
  Gas aggregation and pipeline sales                            18,891       14,567     34,940       30,076
  Well operations and service revenues                           1,319        1,277      2,664        2,669
  Other                                                              -           48        467           48
                                                            -----------  -----------  ---------  -----------
    Total revenues                                              36,772       30,271     67,973       61,313
                                                            -----------  -----------  ---------  -----------
COST AND EXPENSES:
  Field operating expenses                                       2,795        2,993      5,616        5,710
  Gas aggregation and pipeline cost of sales                    17,529       13,750     32,132       27,996
  General and administrative                                     3,720        3,757      7,351        7,489
  Taxes, other than income                                       1,314          895      2,246        1,834
  Depletion and depreciation of oil and gas properties           3,132        3,439      5,966        6,917
  Depreciation of pipelines, other property and equipment        1,049        1,023      2,081        2,049
  Exploration and impairment                                       481        1,624      2,434        2,621
  Gain on sale of assets                                        (2,104)        (103)    (2,917)        (108)
                                                            -----------  -----------  ---------  -----------
    Total costs and expenses                                    27,916       27,378     54,909       54,508
                                                            -----------  -----------  ---------  -----------
  Income from operations                                         8,856        2,893     13,064        6,805
OTHER (INCOME) EXPENSE:
  Interest expense                                               3,171        3,782      6,388        7,588
  Interest income and other                                      1,078         (271)     1,357       (1,075)
                                                            -----------  -----------  ---------  -----------
Income before income taxes and minority interest                 4,607         (618)     5,319          292
Income tax expense (benefit)                                     1,281         (229)     1,012          158
                                                            -----------  -----------  ---------  -----------
Income (loss) before minority interest                           3,326         (389)     4,307          134
Minority interest                                                   62           41        120          105
                                                            -----------  -----------  ---------  -----------
NET INCOME (LOSS)                                           $    3,388   $     (348)  $  4,427   $      239
                                                            ===========  ===========  =========  ===========
<FN>
The accompanying notes are an integral part of the condensed consolidated financial statements.
</TABLE>


                                      - 5 -
<PAGE>

<TABLE>
<CAPTION>
ENERGY CORPORATION OF AMERICA
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)
------------------------------------------------------------------------------------


                                                                SIX MONTHS ENDED
                                                                   DECEMBER 31
                                                             ----------------------
                                                               2004        2003
                                                             ---------  -----------
<S>                                                          <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                                 $  4,427   $      239
  Adjustments to reconcile net income to
    net cash provided (used) by operating activities:
  Depletion, depreciation and amortization                      8,047        8,967
  Gain on sale of assets                                       (2,917)        (108)
  (Gain) loss on redemption of senior bonds                       249         (546)
  Deferred income taxes                                        (1,337)           -
  Exploration and impairment                                    2,387        2,578
  Other, net                                                      182          548
                                                             ---------  -----------
                                                               11,038       11,678

  Changes in assets and liabilities:
  Accounts receivable                                          (7,800)       3,810
  Income taxes payable                                          2,222          172
  Prepaid and other assets                                     (1,514)        (949)
  Accounts payable and accrued expenses                        (5,336)      (6,275)
  Funds held for future distribution                            3,045       (3,610)
  Other                                                        (2,297)         647
                                                             ---------  -----------
  Net cash provided (used) by operating activities               (642)       5,473

CASH FLOWS FROM INVESTING ACTIVITIES
  Expenditures for property, plant and equipment              (17,616)      (7,745)
  Proceeds from sale of assets                                  3,895          620
  Notes receivable and other                                     (251)          (6)
                                                             ---------  -----------
  Net cash used by investing activities                       (13,972)      (7,131)

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from long-term debt                                109,691       21,026
  Principal payments on long-term debt                        (94,453)     (19,598)
  Purchase of treasury stock and other financing activities      (505)        (531)
  Proceeds from issuance of stock                                   -          257
  Dividends paid                                                 (615)        (595)
                                                             ---------  -----------
  Net cash provided by financing activities                    14,118          559
                                                             ---------  -----------
  Net decrease in cash and cash equivalents                      (496)      (1,099)
  Cash and cash equivalents, beginning of period                5,821        4,831
                                                             ---------  -----------
  Cash and cash equivalents, end of period                   $  5,325   $    3,732
                                                             =========  ===========
<FN>
The accompanying notes are an integral part of the condensed consolidated financial
statements.
</TABLE>


                                      - 6 -
<PAGE>

<TABLE>
<CAPTION>
ENERGY CORPORATION OF AMERICA
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(AMOUNTS IN THOUSANDS)
-------------------------------------------------------------------------------------------------


                                                    THREE MONTHS ENDED        SIX MONTHS ENDED
                                                       DECEMBER 31,             DECEMBER 31,
                                                 ------------------------  ----------------------
                                                    2004         2003        2004        2003
                                                 -----------  -----------  ---------  -----------
<S>                                              <C>          <C>          <C>        <C>
Net income (loss)                                $    3,388   $     (348)  $  4,427   $      239
Other comprehensive income (loss), net of tax:
  Foreign currency translation adjustment:
    Current period change                               582          750        916          893
  Oil and gas derivatives:
    Current period transactions                       2,913         (683)     1,005          126
    Reclassification to earnings                      1,762         (227)     2,655         (279)
  Interest rate hedging:
    Current period transactions                        (134)           -       (134)           -
    Reclassification to earnings                          -            -          -            -
                                                 -----------  -----------  ---------  -----------
Other comprehensive income (loss), net of tax         5,123         (160)     4,442          740
                                                 -----------  -----------  ---------  -----------
Comprehensive income (loss)                      $    8,511   $     (508)  $  8,869   $      979
                                                 ===========  ===========  =========  ===========
<FN>
The accompanying notes are an integral part of the condensed consolidated financial statements.
</TABLE>


                                      - 7 -
<PAGE>

                          ENERGY CORPORATION OF AMERICA
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                DECEMBER 31, 2004


1.   Nature  of  Organization

     Energy  Corporation  of  America  (the  "Company")  is  a  privately  held
     energy  company  engaged  in  the  exploration,  development,  production,
     gathering  and  aggregation  of  natural  gas  and  oil,  primarily  in the
     Appalachian  Basin  and  Gulf Coast regions in the United States and in New
     Zealand.  The  Company  conducts  business  primarily through its principal
     wholly  owned  subsidiaries and is one of the largest oil and gas operators
     in  the  Appalachian  Basin.  As  used  herein  the "Company" refers to the
     Company alone or together with one or more of its subsidiaries.

2.   Accounting  Policies

     Reference  is  hereby  made  to  the  Company's  Annual Report on Form 10-K
     for  the fiscal year ended June 30, 2004, which contains a summary of major
     accounting  policies  followed in preparation of its consolidated financial
     statements.  Those  policies  were also followed in preparing the quarterly
     report included herein.

     Management  of  the  Company  believes  that  all  adjustments,  consisting
     of  only  normal  recurring  accruals, necessary for a fair presentation of
     the  results  of  such  interim  periods  have  been  made.  The results of
     operations  for  the  period  ended  December  31, 2004 are not necessarily
     indicative of the results to be expected for the full year.

     Certain  amounts  in  the  financial  statements  of  prior  periods  have
     been reclassified to conform to the current period presentation.

     Recent  Accounting  Pronouncements  -  On  December  16,  2004,  the
     Financial  Accounting  Standards  Board  ("FASB")  published  Statement  of
     Financial  Accounting Standards No. 123 (Revised 2004), Share Based Payment
     ("SFAS  123R").  SFAS  123R  requires  that  compensation  cost  related to
     share-based  payment  transactions  be  recognized  in  the  financial
     statements.  Share-based payment transactions within the scope of SFAS 123R
     include  stock  options,  restricted stock plans, performance-based awards,
     stock  appreciation  rights,  and  employee  share  purchase  plans.  The
     provisions  of  SFAS 123R are effective as of the first interim period that
     begins  after  June  15,  2005. Accordingly, the Company will implement the
     revised  standard  in the first quarter of fiscal year 2006. Currently, the
     Company  accounts  for  its  share-based  payment  transactions  under  the
     provisions  of  APB  25, which does not necessarily require the recognition
     of  compensation  cost in the financial statements. Management is assessing
     the  implications  of  this revised standard and the effect of the adoption
     of  SFAS  123R  will have on our financial position, results of operations,
     or cash flow.

3.   Note  Repurchases

     The  Company  purchased  $34.0  million  of  its 9 1/2% Senior Subordinated
     Notes  ("Notes")  during the six months ended December 31, 2004 pursuant to
     an  Asset Sale Offer as defined in the Indenture for the Notes. The Company
     purchased $2.04 million


                                      - 8 -
<PAGE>

     of  its  Notes  during  the  six  months  ended  December  31,  2003  in
     privately negotiated transactions.

4.   Industry  Segments

     The  Company's  reportable  business  segments  have  been identified based
     on  the  differences  in  products  and  service provided. Revenues for the
     exploration  and  production  segment  are  derived from the production and
     sale  of  natural  gas  and crude oil. Revenues for the gas aggregation and
     pipeline  segment  arise from the marketing of both Company and third party
     produced  natural  gas  volumes  and the related transportation. Management
     utilizes  earnings  before  interest,  taxes,  depreciation,  depletion,
     amortization  and  exploration and impairment costs ("EBITDAX") to evaluate
     the operations of each segment.

     Summarized  financial  information  for  the  Company's  reportable
     segments  for  operations is as follows (in thousands) for the three months
     ended December 31, 2004 and 2003:

<TABLE>
<CAPTION>
                                              Exploration &    Gas Aggregation
                                                Production       & Pipeline       Other    Consolidated
                                              --------------  -----------------  --------  -------------
<S>                                           <C>             <C>                <C>       <C>
For the three months ended December 31, 2004
--------------------------------------------
  Revenue from unaffiliated customers         $       17,881  $         18,891   $     -   $      36,772
  Depreciation, depletion, amortization                3,545               152       484           4,181
  Exploration and impairment costs                       481                 -         -             481
  Interest expense, net                                5,558            (2,065)     (345)          3,148
  EBITDAX                                             13,200               556    (1,254)         12,502
  Total assets                                       176,653           108,955    17,038         302,646
  Capital expenditures                                10,360                95       309          10,764

========================================================================================================

For the three months ended December 31, 2003
--------------------------------------------
  Revenue from unaffiliated customers         $       15,657  $         14,566   $    48   $      30,271
  Depreciation, depletion, amortization                3,770               158       534           4,462
  Exploration and impairment costs                     1,624                 -         -           1,624
  Interest expense, net                                5,628            (1,817)      (85)          3,726
  EBITDAX                                              9,969               300      (978)          9,291
  Total assets                                       179,105            89,842    18,627         287,574
  Capital expenditures                                 3,660                 7        42           3,709

========================================================================================================
</TABLE>


                                      - 9 -
<PAGE>

     Reconciliation  of  EBITDAX  is  as  follows  (in  thousands) for the three
     months ended December 31, 2004 and 2003:

<TABLE>
<CAPTION>
                                                                Three Months Ended
                                                           December 31,    December 31,
                                                               2004            2003
                                                           -------------  --------------
<S>                                                        <C>            <C>
  Net income (loss)                                        $       3,388  $        (348)

Add:
  Interest expense                                                 3,171          3,782
  Depletion and depreciation of oil and gas properties             3,132          3,439
  Depreciation of pipelines, other property and equipment          1,049          1,023
  Exploration and impairment                                         481          1,624
  Income tax expense (benefit)                                     1,281           (229)

                                                           -------------  --------------
EBITDAX                                                    $      12,502  $       9,291
                                                           =============  ==============
</TABLE>

     Summarized  financial  information  for  the  Company's  reportable
     segments  for  operations  is  as follows (in thousands) for the six months
     ended December 31, 2004 and 2003:

<TABLE>
<CAPTION>
                                            Exploration &    Gas Aggregation
                                              Production       & Pipeline       Other    Consolidated
                                            --------------  -----------------  --------  -------------
<S>                                         <C>             <C>                <C>       <C>
For the six months ended December 31, 2004
------------------------------------------
  Revenue from unaffiliated customers       $       32,566  $         34,940   $   467   $      67,973
  Depreciation, depletion, amortization              6,783               306       958           8,047
  Exploration and impairment costs                   2,434                 -         -           2,434
  Interest expense, net                             11,014            (4,098)     (585)          6,331
  EBITDAX                                           22,561             1,384    (1,637)         22,308
  Total assets                                     176,653           108,955    17,038         302,646
  Capital expenditures                              16,704               197       715          17,616

======================================================================================================

For the six months ended December 31, 2003
------------------------------------------
  Revenue from unaffiliated customers       $       31,188  $         30,076   $    49   $      61,313
  Depreciation, depletion, amortization              7,577               319     1,070           8,966
  Exploration and impairment costs                   2,605                16         -           2,621
  Interest expense, net                             11,325            (3,597)     (276)          7,452
  EBITDAX                                           19,395             1,055      (878)         19,572
  Total assets                                     179,105            89,842    18,627         287,574
  Capital expenditures                               7,598                10       137           7,745

======================================================================================================
</TABLE>


                                     - 10 -
<PAGE>

     Reconciliation  of  EBITDAX  is  as  follows  (in  thousands)  for  the six
     months ended December 31, 2004 and 2003:

<TABLE>
<CAPTION>
                                                                 Six Months Ended
                                                           December 31,   December 31,
                                                               2004           2003
                                                           -------------  -------------
<S>                                                        <C>            <C>
  Net income                                               $       4,427  $         239

Add:
  Interest expense                                                 6,388          7,588
  Depletion and depreciation of oil and gas properties             5,966          6,917
  Depreciation of pipelines, other property and equipment          2,081          2,049
  Exploration and impairment                                       2,434          2,621
  Income tax expense                                               1,012            158

                                                           -------------  -------------
EBITDAX                                                    $      22,308  $      19,572
                                                           =============  =============
</TABLE>

     Revenues  are  priced  and  accounted  for  consistently  for  both
     unaffiliated  and  intersegment  sales.  The  'Other' column includes items
     related  to  non-reportable segments, including drilling rig, corporate and
     elimination  items.  Included  in  the  total assets of the exploration and
     production  segment  are  net  long-lived  assets located in New Zealand of
     $10.3  million  and  $6.9  million as of December 31, 2004 and 2003 with no
     significant  revenues  recorded  for the three or six months ended December
     31,  2004 and $0.2 million recorded for the three months ended December 31,
     2003 and $0.3 million recorded for the six months ended December 31, 2003.

5.   Derivative Instruments

     The  Company  periodically  hedges  a  portion  of  its  gas  production
     through  futures,  swaps,  floors and collar agreements. The purpose of the
     hedges  is to provide a measure of stability in the volatile environment of
     oil  and  gas  prices  and  to  manage its exposure to commodity price risk
     under  existing  sales  commitments.  All  of the Company's swap, floor and
     collar  agreements  in place are designated as cash flow hedges, except for
     one swap agreement designated as a fair value hedge.

     For  swaps  in  place  at  December  31,  2004,  the Company had recorded a
     $0.9  million  other  comprehensive  loss, $0.6 million short-term deferred
     tax  asset,  $1.3 million short-term derivative liability, and $0.2 million
     long-term  derivative  liability.  The estimated net amount of the existing
     losses  within  other  comprehensive  income  that  are  expected  to  be
     reclassified  into  earnings within the next twelve months is approximately
     $0.8  million.  The  Company  has  partially  hedged  its  exposure  to the
     variability in future cash flows through March 2006.

     For  floors  and  collars  in  place  at December 31, 2004, the Company had
     recorded  a  $0.2 million other comprehensive gain, $0.1 million short-term
     deferred  tax liability, $1.6 million short-term derivative asset, and $0.2
     million  long-term derivative asset. No amount of the existing gains within
     other  comprehensive  income  is  expected to be reclassified into earnings
     within  the  next  twelve  months.  The  Company  has  partially hedged its
     exposure to the variability in future cash flows through March 2006.


                                     - 11 -
<PAGE>

     In  August  2004,  the  Company  entered  into  four  interest  rate  cap
     agreements  with  Foothill,  in an effort to reduce the potential impact of
     increases  in  interest  rates  on  floating-rate  long-term  debt.  The
     agreements  range from two to three years covering $40,000,000 in long-term
     debt  and  cap  the  one  month  London Interbank Offered Rate ("LIBOR") at
     3.5%.  At  December 31, 2004, the Company has recorded a $0.1 million other
     comprehensive  loss,  $0.1  million  short-term  deferred  tax  asset, $0.1
     million  short-term derivative asset, and $0.2 million long-term derivative
     asset.  No  amount of the existing losses within other comprehensive income
     that  are  expected to be reclassified into earnings within the next twelve
     months.  The  Company  has partially hedged its exposure to the variability
     in future cash flows through July 2007.

6.   Commitments and Contingencies

     The  Company  is  involved  in  legal  actions  and  claims  arising in the
     ordinary  course  of  business. While the outcome of these lawsuits against
     the  Company cannot be predicted with certainty, management does not expect
     these  matters  to  have  a  material  adverse  effect  on  the  Company's
     operations or financial position.

     Pursuant  to  an  Agreement  dated  December  28,  1998,  the  Company  is
     required  to  purchase  all shares owned by Kenneth W. Brill upon notice by
     Mr.  Brill's  estate  or  promptly  after the passage of two years from Mr.
     Brill's  death if the estate does not sooner tender the shares. The Company
     entered  into a repurchase agreement on January 21, 2004 with the KWB Trust
     to  define  the  purchase  price  and  establish  the  conditions  for  the
     repurchase  of  stock  owned  by the Kenneth W. Brill estate. The agreement
     outlines  the  repurchase  of  49,110  shares  of  stock  by the Company or
     through  third  parties,  at  an  anticipated  value  of approximately $3.7
     million  over  the  next  five  years,  and provides for payments in twenty
     quarterly  installments  on  the  majority of the shares to be repurchased.
     The  repurchase  of  shares  is  subject  to  certain  restrictions  in the
     Company's  credit agreements. On December 31, 2004, the Company's remaining
     repurchase  obligation under the Agreement is approximately $2.6 million of
     which  $1.4  million  was  classified as a liability and the remaining $1.2
     million  is  included  in stockholders' equity as third parties have agreed
     to purchase such amount.

     During  June  2004,  the  Company  sold  its  membership  interest  in
     Breitburn  Energy  Company,  LLC  and  established  a  $1.8 million reserve
     against  items  for  which  the Company was required to indemnify the buyer
     for  a  period  of  180  days after closing pursuant to the agreement. This
     requirement  was  fulfilled during the quarter ended December 31, 2004 with
     no such claims from the buyer and was recorded as gain on sale of assets.

7.   Related Party Transaction

     Pursuant  to  an  Agreement  dated  December  31,  2004,  the  Company
     advanced  $0.3  million  to  a  certain  officer  bearing  5% interest. The
     principal  amount  is due in full, unless paid sooner, on December 31, 2008
     and is secured by a stock pledge agreement.


8.   Income Taxes

     The  Company  is  currently  under  examination  by  the  U.S.  Internal
     Revenue  Service of its federal income tax returns for the tax years ending
     June  30,  2002 and 2003. At December 31, 2004, the Company recorded a $2.3
     million  current  income  taxes  payable  and  corresponding  reduction  to
     deferred  tax  liability resulting from a deferral in the timing of certain
     deductions arising from


                                     - 12 -
<PAGE>

     abandoned  properties.  Management  of  the  Company  continues  to believe
     that  it  has  adequately provided for any potential tax liability that may
     be ultimately assessed by the IRS.

9.   Debt

     The  Company  has  an  unsecured  revolving  line  of  credit totaling $3.0
     million  with  a  financial institution with an interest rate of prime plus
     0.25%.  Based  upon  the  original  terms of the agreement, the line was to
     reduce  by  $1.0  million in November 2004 and expire on June 30, 2005. The
     unsecured  revolving  line  of  credit  was renegotiated during the quarter
     ended  December  31,  2004  to extend the terms of the agreement. Under the
     new  agreement  the  Company  has an unsecured line of credit totaling $3.0
     million,  which  reduces  by $1.0 million in June 2005 and expires on April
     1, 2007.


                                     - 13 -
<PAGE>

      ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
     ----------------------------------------------------------------------
                            AND FINANCIAL CONDITION
                            -----------------------

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
--------------------------------------------------------------------------------

     This  discussion  and  analysis  of  financial  condition  and  results  of
operations,  and  other  sections  of  this  Form  10-Q, contain forward-looking
statements  that  are  based  on  management's  beliefs,  assumptions,  current
expectations,  estimates,  intentions  and  projections  about  the  oil and gas
industry,  the  economy  and  about  the  Company  itself.  Words  such  as
"anticipates,"  "believes,"  "estimates," "expects," "forecasts," "intends," "is
likely,"  "plans,"  "predicts," "projects," variations of such words and similar
expressions  are  intended to identify such forward-looking statements under the
Private  Securities  Litigation  Reform  Act of 1995.  The Company cautions that
these  statements  are  not guarantees of future performance and involve certain
risks,  uncertainties  and assumptions that are difficult to predict with regard
to  timing,  extent,  likelihood  and  degree  of occurrence.  Therefore, actual
results  and  outcomes  may  materially  differ  from  what  may be expressed or
forecasted  in  such  forward-looking  statements.  Furthermore,  the  Company
undertakes no obligation to update, amend or clarify forward-looking statements,
whether  as  a  result  of  new  information,  future  events  or  otherwise.

     Important factors that could cause actual results to differ materially from
the  forward-looking  statements  include,  but  are  not  limited  to,  weather
conditions, changes in production volumes, worldwide demand and commodity prices
for  petroleum natural resources, the timing and extent of the Company's success
in  discovering,  acquiring,  developing  and  producing  oil  and  natural  gas
reserves,  risks  incident  to the drilling and operation of oil and natural gas
wells, future production and development costs, foreign currency exchange rates,
the  effect  of  existing  and  future  laws,  governmental  regulations and the
political  and economic climate of the United States and New Zealand, the effect
of  hedging  activities,  and  conditions  in  the  capital  markets.

     The  following  should  be read in conjunction with the Company's Financial
Statements  and  Notes  (including  the  segment information) at Part I, Item 1.


COMPARISON OF RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 2004
--------------------------------------------------------------------------------
                                    AND 2003
                                    --------

     The  Company  recorded  net  income  of  $3.4 million for the quarter ended
December  31,  2004  compared  to net loss of $0.3 million for the quarter ended
December  31,  2003.  The  increase  in  net income of $3.7 million is primarily
attributable  to  the net of a $6.5 million increase in revenues, a $0.5 million
increase  in  costs and expenses, a $0.6 million decrease in interest expense, a
$1.3  million decrease in interest income and other, and a $1.5 million increase
in  income  tax  expense.


                                     - 14 -
<PAGE>

     Production,  gas  aggregation  and  pipeline  volumes,  revenue and average
sales  prices for the quarters ended December 31 and their related variances are
as follows:

<TABLE>
<CAPTION>
                                                          THREE MONTHS ENDED
                                                              DECEMBER 31          VARIANCE
                                                        ---------------------  -----------------
                                                           2004       2003     AMOUNT   PERCENT
                                                        ----------  ---------  -------  --------
<S>                                                     <C>         <C>        <C>      <C>
  Natural Gas
    Production (Mmcf)                                       2,557       2,781    (224)     -8.1%
    Average sales price received ($/Mcf)                     7.35        4.77    2.58      54.1%
                                                        ----------  ---------  -------  --------
    Sales ($in thousands)                                  18,785      13,266   5,519      41.6%
  Oil
    Production (Mbbl)                                          18          30     (12)    -40.0%
    Average sales price received ($/Bbl)                    44.78       27.80   16.98      61.1%
                                                        ----------  ---------  -------  --------
    Sales ($in thousands)                                     806         834     (28)     -3.4%
  Hedging gain (loss)                                      (3,118)        190  (3,308)  -1741.1%
  Other                                                        89          89       -       0.0%
                                                        ----------  ---------  -------  --------
  Total oil and gas sales ($in thousands)                  16,562      14,379   2,183      15.2%
                                                        ==========  =========  =======  ========
  Aggregation Revenue
    Volume (Million Mmbtu)                                  1,884       2,147    (263)    -12.2%
    Average sales price received ($/Mmbtu)                   7.12        5.17    1.95      37.7%
                                                        ----------  ---------  -------  --------
    Sales ($in thousands)                                  13,408      11,091   2,317      20.9%
  Pipeline Revenue
    Volume (Million Mmbtu)                                  2,202       1,404     798      56.8%
    Average sales price received ($/Mmbtu)                   2.49        2.48    0.01       0.4%
                                                        ----------  ---------  -------  --------
    Sales ($in thousands)                                   5,483       3,476   2,007      57.7%
                                                        ----------  ---------  -------  --------
  Total aggregation and pipeline sales ($in thousands)     18,891      14,567   4,324      29.7%
                                                        ==========  =========  =======  ========
  Aggregation Gas Cost
    Volume (Million Mmbtu)                                  1,884       2,147    (263)    -12.2%
    Average price paid ($/Mmbtu)                             6.85        5.10    1.75      34.3%
                                                        ----------  ---------  -------  --------
    Cost ($in thousands)                                   12,914      10,956   1,958      17.9%
  Pipeline Gas Cost
    Volume (Million Mmbtu)                                    976       1,166    (190)    -16.3%
    Average price paid ($/Mmbtu)                             4.73        2.40    2.33      97.1%
                                                        ----------  ---------  -------  --------
    Cost ($in thousands)                                    4,615       2,794   1,821      65.2%
                                                        ----------  ---------  -------  --------
  Total aggregation and pipeline cost ($in thousands)      17,529      13,750   3,779      27.5%
                                                        ==========  =========  =======  ========
</TABLE>

     REVENUES.  Total  revenues increased $6.5 million between the periods.  The
     --------
increase  was  due  to  a  $2.2  milion increase in oil and gas sales and a $4.3
million  increase  in  gas  aggregation  and pipeline sales. Well operations and
service revenues remained relatively constant.


                                     - 15 -
<PAGE>

     Revenues  from oil and gas sales increased a net of $2.2 million from $14.4
million for the quarter ended December 31, 2003 to $16.6 million for the quarter
ended  December  31,  2004.  Natural  gas sales increased $5.5 million.  The net
increase  in  natural  gas  sales  is attributable to an increase in gas prices,
offset by a decrease in gas production.  The price increase corresponds with the
rise  in  the  related  natural  gas  indexes.  The  decrease  in  production is
primarily  due  to wells sold in California and certain pipeline curtailments in
the  Appalachian  Basin.  Gas sales were reduced by recognized losses on related
hedging transactions and other revenue, which totaled a loss of $3.0 million for
the  quarter  ended December 31, 2004 compared to a gain of $0.3 million for the
quarter  ended  December  31,  2003.

     Revenues  from  gas  aggregation  and pipeline sales increased $4.3 million
from $14.6 million during the period ended December 31, 2003 to $18.9 million in
the  period  ended  December  31,  2004.  Gas aggregation revenue increased $2.3
million primarily because of an increase in average sales prices and corresponds
to the rise in related gas indexes for this period compared to the prior period.
Offsetting  this  increase  in sales prices was a decrease in gas volumes due to
curtailments  and  natural  production  declines.  Pipeline revenue, which has a
sales  and  gathering  component, increased $2.0 million primarily because of an
increase  in the average sales price related to the non-gathering volumes and an
increase  in revenue related to the gathering component for this period compared
to  the  prior  period.  The  increase  in  revenues  and volumes related to the
gathering  component  primarily  is  the result of the acquisition of a 100-mile
long  natural  gas  gathering  system  located  in  northeastern  West  Virginia
finalized  during the first quarter of the current fiscal year.  The increase in
the  average sales price related to the non-gathering volumes corresponds to the
increase  in related gas indexes for the period as compared to the prior period.

          COSTS AND EXPENSES. The Company's costs and expenses increased $0.5
          --------------------
million  between  the  periods  primarily  as  a  net  result  of a $0.2 million
decrease  in  field  and lease operating expense, a $3.8 million increase in gas
aggregation  and  pipeline  costs,  a  $0.4 million increase in taxes other than
income,  a  $0.3  million  decrease in depreciation, depletion, and amortization
costs  for  oil  and  gas properties, a $1.1 million decrease in exploration and
impairment  costs,  and  a  $2.0 million increase in gain on sale of property as
further described below.

     Field  and lease operating expense decreased $0.2 million from $3.0 million
during  the  period  ended December 31, 2003 to $2.8 million in the period ended
December  31, 2004.  This decrease is a result of decrease in operating expenses
in  New  Zealand  and  due  to  wells  sold  in  California.

     Gas  aggregation  and  pipeline  costs  increased  $3.8  million from $13.8
million  during  the  period  ended  December  31,  2003 to $17.5 million in the
period  ended  December  31,  2004. Gas aggregation costs increased $2.0 million
and  pipeline  costs  increased $1.8 million. The increase in costs is primarily
attributable  to  the increase in the average purchase price that corresponds to
the  rise in the related natural gas indexes, offset by a decrease in volume for
this  period  compared  to  the  prior  period.  Pipeline  costs  increased $1.8
million.  The  increase in costs is primarily attributable to an increase in the
average  purchase  price,  which  corresponds to the rise in the related natural
gas indexes, offset by a decline in gas volumes.

     Taxes  other  than  income increased $0.4 million during the period to $1.3
million.  This  increase  is primarily the result of an increase in wellhead oil
and  gas  sales during the period compared to the prior period. Production taxes
are  based on wellhead oil and gas sales, which were higher this period compared
to the prior period.

     Depletion  and  depreciation  for  oil  and  gas  properties decreased $0.3
million  primarily  due  to  a  decrease  in  oil  and  gas  production.


                                     - 16 -
<PAGE>

     Exploration  and  impairment  costs decreased $1.1 million and is primarily
the  result  of  a decline in dry hole expense during the period compared to the
prior period.

     Gain  on  sale  of  assets  increased  $2.0  million  primarily  due to the
recognition  of $1.8 million gain in the current period, related to the reversal
of  a  reserve established at June 30, 2004, against items for which the Company
was  required  to  indemnify  the  buyer of the Company's membership interest in
Breitburn  Energy Company, LLC ("BEC") for a period of 180 days after closing of
the  agreement. The Company also sold certain field equipment in the Appalachian
Basin during the current period.

     INTEREST  EXPENSE.  Interest  expense decreased $0.6 million when comparing
     ------------------
the  periods  primarily due to the purchase of a portion of the Company's senior
notes  resulting  in a decrease in the average interest rate paid on outstanding
debt.

     INTEREST  INCOME  AND  OTHER.  Other  income  decreased  $1.3  million when
     ----------------------------
comparing  the  periods  and  is  primarily  attributable  to  an  accrual  of a
contingent liability and profit sharing costs recorded in the current period.

     INCOME  TAX.  Income tax expense increased by $1.5 million to an income tax
     -----------
expense  of  $1.3  million  as  compared  to an income tax benefit for the prior
period of $0.2 million.  The increase is primarily due to the increase in income
before  taxes  of $5.2 million and the adjustment of the tax contingency balance
of  $0.6 million for items that are closed or no longer applicable.  At December
31,  2004,  the Company recorded a $2.3 million current income taxes payable and
corresponding  reduction  to deferred tax liability resulting from a deferral in
the  timing  of  certain deductions arising from abandoned properties due to the
current  IRS examination of the Company's federal income tax returns for the tax
years  ending  June  30,  2002  and  2003.



COMPARISON  OF  RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED DECEMBER 31, 2004
--------------------------------------------------------------------------------
AND 2003
--------

     The  Company  recorded  net income of $4.4 million for the six months ended
December  31,  2004  compared  to  net income of $0.2 million for the six months
ended  December  31,  2003.  The  increase  in  net  income  of  $4.2 million is
primarily  attributable  to the net of a $6.7 million increase in revenues, $0.4
million  increase  in  costs  and  expenses,  $1.2  million decrease in interest
expense,  $2.4 million decrease in interest income and other, and a $0.8 million
increase  in  income  tax  expense.


                                     - 17 -
<PAGE>

     Production, gas aggregation and pipeline volumes, revenue and average sales
prices  for  the six months ended December 31 and their related variances are as
follows:

<TABLE>
<CAPTION>
                                                          SIX MONTHS ENDED
                                                             DECEMBER 31           VARIANCE
                                                        --------------------  -------------------
                                                          2004       2003      AMOUNT    PERCENT
                                                        --------  ----------  ---------  --------
<S>                                                     <C>       <C>         <C>        <C>
  Natural Gas
    Production (Mmcf)                                     4,979       5,549       (570)    -10.3%
    Average sales price received ($/Mcf)                   6.70        4.89       1.81      37.0%
                                                        --------  ----------  ---------  --------
    Sales ($ in thousands)                               33,372      27,139      6,233      23.0%
  Oil
    Production (Mbbl)                                        33          63        (30)    -47.6%
    Average sales price received ($/Bbl)                  42.85       27.79      15.06      54.2%
                                                        --------  ----------  ---------  --------
    Sales ($ in thousands)                                1,414       1,751       (337)    -19.2%
  Hedging loss                                           (5,053)       (555)    (4,498)   -810.5%
  Other                                                     169         185        (16)     -8.6%
                                                        --------  ----------  ---------  --------
  Total oil and gas sales ($ in thousands)               29,902      28,520      1,382       4.8%
                                                        ========  ==========  =========  ========
  Aggregation Revenue
    Volume (Million Mmbtu)                                3,821       4,494       (673)    -15.0%
    Average sales price received ($/Mmbtu)                 6.48        5.07       1.41      27.8%
                                                        --------  ----------  ---------  --------
    Sales ($ in thousands)                               24,744      22,769      1,975       8.7%
  Pipeline Revenue
    Volume (Million Mmbtu)                                4,143       2,815      1,328      47.2%
    Average sales price received ($/Mmbtu)                 2.46        2.60      (0.14)     -5.4%
                                                        --------  ----------  ---------  --------
    Sales ($ in thousands)                               10,196       7,307      2,889      39.5%
                                                        --------  ----------  ---------  --------
  Total aggregation and pipeline sales ($in thousands)   34,940      30,076      4,864      16.2%
                                                        ========  ==========  =========  ========
  Aggregation Gas Cost
    Volume (Million Mmbtu)                                3,821       4,494       (673)    -15.0%
    Average price paid ($/Mmbtu)                           6.21        4.93       1.28      26.0%
                                                        --------  ----------  ---------  --------
    Cost ($ in thousands)                                23,722      22,174      1,548       7.0%
  Pipeline Gas Cost
    Volume (Million Mmbtu)                                2,121       2,281       (160)     -7.0%
    Average price paid ($/Mmbtu)                           3.96        2.55       1.41      55.3%
                                                        --------  ----------  ---------  --------
    Cost ($ in thousands)                                 8,408       5,822      2,586      44.4%
                                                        --------  ----------  ---------  --------
  Total aggregation and pipeline cost ($ in thousands)   32,132      27,996      4,134      14.8%
                                                        ========  ==========  =========  ========
</TABLE>


     REVENUES.  Total  revenues increased $6.7 million between the periods.  The
     --------
increase  was  due to a $1.4 million increase in oil and gas sales, $4.9 million
increase  in  gas  aggregation and pipeline sales and a $0.4 million increase in
other  revenues.  Well  operations  and  service  revenues  remained  relatively
constant.


                                     - 18 -
<PAGE>

     Revenues  from oil and gas sales increased a net of $1.4 million from $28.5
million  for  six  months  ended  December 31, 2003 to $29.9 million for the six
months  ended  December  31, 2004.  Natural gas sales increased $6.2 million and
oil  sales decreased $0.3 million.  The net increase in natural gas sales is the
result  of an increase in average gas prices, offset by a decline in production.
The  price  increase  corresponds  with the rise in related natural gas indexes.
The  production  decline  is  primarily  due  to  the sale of several California
properties  and  certain  pipeline  curtailments  in the Appalachian Basin.  Gas
sales  were  reduced  by recognized losses on related hedging transactions and a
decrease  in  other  revenue,  which  totaled a loss of $4.9 million for the six
months  ended  December  31, 2004 compared to a loss of $0.4 million for the six
months  ended  December  31,  2003.

     Revenues  from  gas  aggregation  and pipeline sales increased $4.9 million
from  $30.0  million for the six months ended December 31, 2003 to $34.9 million
for  the  six  months ended December 31, 2004. Gas aggregation revenue increased
$2.0  million  because  of  an  increase  in  average  sales prices, offset by a
decrease  in  gas  volumes  due to curtailments and natural production declines.
The  increase  in average sales price corresponds to the rise in related natural
gas  price  indexes  for  this  period  compared  to  the prior period. Pipeline
revenue,  which has a sales and gathering component, increased $2.9 million from
$7.3  million  to  $10.2 million primarily because of an increase in the average
sales  price  related  to  the  non-gathering volumes and an increase in revenue
related  to  the  gathering  component  for  this  period  compared to the prior
period.  The increase in revenues and volumes related to the gathering component
primarily  is  the  result  of  the  acquisition  of a 100-mile long natural gas
gathering  system  located  in  northeastern  West Virginia finalized during the
first  quarter  of  the  current  fiscal year. The increase in the average sales
price  related  to  non-gathering volumes corresponds to the increase in related
natural gas indexes for the period as compared to the prior period.

     Other  revenues  increased  $0.4  million between periods. This increase is
the  result  of  the company receiving a partnership distribution from a limited
partnership in which the Company owns an interest.

     COSTS  AND  EXPENSES.  The  Company's  costs  and  expenses  increased $0.4
     --------------------
million  between  the  periods  primarily  as  a  net  result  of a $4.1 million
increase  in  gas  aggregation  and  pipeline  costs,  $0.1  million decrease in
general  and  administrative  costs,  $0.4  million increase in taxes other than
income,  a  $1.0  million  decrease in depreciation, depletion, and amortization
costs  for  oil  and  gas properties, a $0.2 million decrease in exploration and
impairment costs, and a $2.8 million increase in gain on sale of assets.

     Gas  aggregation and pipeline costs increased $4.1 million. Gas aggregation
costs  increased  $1.5 million and is primarily the result of an increase in the
average  price  of  gas  that corresponds to the rise in the related natural gas
indexes,  offset  by  a  decline  in gas volumes for this period compared to the
prior  period. Pipeline costs increased $2.6 million and is primarily the result
of  an  increase  in  the average purchase price that corresponds to the rise in
the related natural gas indexes, offset by a decline in volumes.

     Taxes  other  than  income  increased  $0.4  million  due to an increase in
wellhead  sales in the period compared to the prior period. Production taxes are
based  on  wellhead  oil  and  gas  sales,  which where higher during the period
compared to the prior period.

     Depletion  and  depreciation  of  oil  and  gas  properties  decreased $1.0
million due to a decrease in production.

     Gain  on  sale  of  assets  increased  $2.8  million  primarily  due to the
recognition  of $1.8 million gain in the current period, related to the reversal
of  a  reserve established at June 30, 2004, against items for which the Company
was required to indemnify the buyer of the Company's membership interest in


                                     - 19 -
<PAGE>

Breitburn  Energy Company, LLC ("BEC") for a period of 180 days after closing of
the  agreement.  The  Company  also  realized  a gain on the sale of undeveloped
acreage  and certain field equipment in the Appalachian Basin during the current
period.

     INTEREST  EXPENSE.  Interest  expense decreased $1.2 million when comparing
     ------------------
the  periods  primarily due to the purchase of a portion of the Company's senior
notes  resulting  in a decrease in the average interest rate paid on outstanding
debt.

     INTEREST  INCOME  AND  OTHER.  Other  income  decreased  $2.4  million when
     ----------------------------
comparing  the periods and is primarily attributable to a decrease in recognized
gains  on the purchase of senior bonds, an accrual of a contingent liability and
profit sharing costs recorded in the current period.

     INCOME  TAX.  Income tax expense increased by $0.8 million to an income tax
     -----------
expense  of  $1.0 million as compared to income tax expense for the prior period
of $0.2 million.  The increase is primarily due to the increase in income before
taxes  of $5.0 million and the adjustment of the tax contingency balance of $1.2
million  for  items  that  are  closed or no longer applicable.  At December 31,
2004,  the  Company  recorded  a  $2.3  million current income taxes payable and
corresponding  reduction  to deferred tax liability resulting from a deferral in
the  timing  of  certain deductions arising from abandoned properties due to the
current  IRS examination of the Company's federal income tax returns for the tax
years  ending  June  30,  2002  and  2003.


LIQUIDITY  AND  CAPITAL  RESOURCES
----------------------------------

     The Company's financial condition and liquidity have improved since June 30
2004.  Stockholders'  equity  has increased from $42.4 at June 30, 2004 to $50.5
at  December  31,  2004.  The Company's cash decreased from $5.8 million at June
30,  2004  to $5.3 million at December 31, 2004.  The Company's cash at February
8,  2005  was  $1.6  million.  The  change  in  cash  during  the six months  of
approximately  $0.5  million  resulted  from  various  operating,  investing and
financing  activities  of  the Company.  The activities were primarily comprised
of:  the  borrowing  of $50 million under the Company's $50 million term loan of
the Amended and Restated Credit Agreement (the "Restated Credit Agreement"); the
reduction  of  $0.6  million  under  the  Company's $50 million revolving credit
facility  of  the  Restated  Credit  Agreement;  payments of $34 million for the
purchase  of  a  portion  of  the Company's outstanding Notes; the investment of
approximately  $17.6  million; proceeds from the sale of assets of approximately
$3.9  million;  payments  of  approximately  $1.1 million for the acquisition of
treasury  stock  and  dividends;  and approximately $0.6 million of cash used by
operations  during  the  quarter.

     As  previously  reported,  on July 10, 2002, the Company entered into a $50
million  revolving Credit Agreement with Foothill Capital Corporation, now Wells
Fargo  Foothill, Inc. ("Foothill"). The Company and Foothill have entered into a
Restated  Credit  Agreement  dated  June 10, 2004. The Restated Credit Agreement
provides  for  the  $50 million revolving credit facility to be extended and for
the  Company  to  be  provided  with  additional  credit in the form of a single
advance  term  loan  in  the  amount  of  $50  million.  The  term loan contains
requirements  for  principal  payments of $1 million each at July 10, 2005, 2006
and  2007,  with  the  remaining  balance due on July 10, 2008. Depending on the
Company's  level  of  borrowing  under  the  Restated  Credit  Agreement,  the
applicable  interest  rates for base rate loans are based on Wells Fargo's prime
rate  plus 0.25% to 0.75%. The Company has the ability under the Restated Credit
Agreement  to  designate  certain  loans  as  LIBOR Rate Loans at interest rates
based  upon  the rate at which dollar deposits are offered to major banks in the
London  interbank  market  plus  2.25%  to  2.75%. The Restated Credit Agreement
expires on July 10, 2008.


                                     - 20 -
<PAGE>

     The  obligations under the Restated Credit Agreement are secured by certain
of  the  existing  proved  producing  oil  and  gas  assets of the Company.  The
Restated  Credit  Agreement,  among  other  things, restricts the ability of the
Company  and  its  subsidiaries  to  incur  new  debt, grant additional security
interests  in  its  collateral,  engage  in  certain  merger  or  reorganization
activities,  or  dispose  of  certain  assets.

     The Company has an unsecured revolving line of credit totaling $3.0 million
with  a  financial institution with an interest rate of prime plus 0.25%.  Based
upon the original terms of the agreement, the line was to reduce by $1.0 million
in  November 2004 and expires on June 30, 2005.  The unsecured revolving line of
credit was renegotiated during the quarter ended December 31, 2004 to extend the
terms  of  the  agreement.  Under the new agreement the Company has an unsecured
line of credit totaling $3.0 million, which reduces by $1.0 million in June 2005
and  expires  on  April  1,  2007.

     At  December  31,  2004,  the  Company's  principal  source  of  liquidity
consisted  of  $5.3  million  of cash, $0.3 million available under an unsecured
credit  facility  currently in place, plus amounts available under the revolving
loan  of  the  Restated Credit Agreement. At December 31, 2004, $1.0 million was
outstanding  and  $1.7 million was committed through letters of credit under the
credit  facility,  $35.4  million  was outstanding on the revolving loan and $50
million was outstanding on the term loan under the Restated Credit Agreement.

     As  of  February  8,  2005,  there is $50 million in outstanding borrowings
under  the  term  loan  and  $29.4  million  in outstanding borrowings under the
revolving  loan.  Additional  borrowings  must  comply  with  the  terms  of the
Indenture and the Restated Credit Agreement.

     As  previously  reported,  the  Company had been in litigation with certain
Holders  (the "Noteholders") of its Notes.  The dispute involved the calculation
of  "Net  Proceeds" of an "Asset Sale" as defined in the Indenture. A settlement
agreement  dated  February  24,  2004,  was  negotiated  with the Noteholders to
resolve  the  dispute.  In  settlement  of  the  dispute  the  Company agreed to
repurchase  $38  million  in  Notes.  The repurchase was effected by the Company
making  Asset  Sale  Offers  (as defined in the Indenture) totaling $38 million.
The  Company made an initial Asset Sale Offer of $4 million, which was completed
on  March  25,  2004.  The  Company  consummated another Asset Sale Offer of $34
million  which  was  completed  on  July 29, 2004.    The United States District
Court  for  the Southern District of West Virginia has entered a Dismissal Order
dismissing  the  litigation  with prejudice. Upon the Company meeting all of the
terms  and conditions of the Settlement Agreement it funded the $50 million term
loan  under  the  Restated  Credit  Agreement.


                                     - 21 -
<PAGE>

     Management  utilizes  earnings  before  interest,  taxes,  depreciation,
depletion,  amortization  and  exploration  and  impairment  cost ("EBITDAX") to
evaluate  the  operation  of  each  business segment.  Additionally, EBITDAX and
similar  measures are utilized by the Company's lenders to evaluate the business
and  in calculating various financial coverages required in the debt agreements.
Reconciliation  of  the non-GAAP financial measure is as follows (in thousands):

<TABLE>
<CAPTION>
                                                                  Twelve Months Ended

                                                            June 30,    June 30,    June 30,
                                                              2004        2003        2002
                                                           ----------  ----------  ----------
<S>                                                        <C>         <C>         <C>
  Net income (loss)                                        $   4,295   $   9,844   $ (26,180)

Add:
  Interest expense                                            15,069      16,383      19,671
  Depletion and depreciation of oil and gas properties        13,300      12,140      12,362
  Depreciation of pipelines, other property and equipment      4,190       4,294       2,933
  Exploration and impairment                                  10,796      11,729      27,694
  Income tax expense (benefit)                                (4,722)      6,073     (16,822)
Less:
  Change in accounting principle, net of tax                       0         (73)          0
  Gain on redemption of senior bonds                             513      23,672           0

                                                           ----------  ----------  ----------
EBITDAX                                                    $  42,415   $  36,864   $  19,658
                                                           ==========  ==========  ==========
</TABLE>

The  Company's  net  cash  requirements  will  fluctuate based on timing and the
extent  of  the interplay of capital expenditures, cash generated by operations,
cash  generated  by  the  sale  of assets and interest expense.  EBITDAX, before
inclusion  of  the  gain on the purchase of the Company's Notes, for fiscal year
2004  was  $42.4 million.  EBITDAX for fiscal years 2003 and 2002, measured on a
similar  basis,  was  $36.9 million and $19.7 million, respectively.  Management
anticipates  that  EBITDAX from oil and gas operations for fiscal year 2005 will
approximate $44 million. The Company's ability to achieve EBITDAX of $44 million
from  oil and gas operations for fiscal year 2005 is highly dependant on product
price  and continued drilling success.  There can be no assurance given that the
Company  will  be  able  to  achieve  these goals. Management believes that cash
generated  from  oil and gas operations, together with the liquidity provided by
existing  cash  balances and permitted borrowings, will be sufficient to satisfy
commitments for capital expenditures of $40.7 million, debt service obligations,
working  capital  needs and other cash requirements for the current fiscal year.



     In  order  to  reduce  future  cash  interest  payments,  as well as future
amounts  due at maturity or upon redemption, the Company may, from time to time,
purchase  its  outstanding  Notes  in  open  market  purchases  and/or privately
negotiated  transactions.  The  Company  will  evaluate any such transactions in
light  of  then  existing  market conditions, taking into account its liquidity,
uses  of  capital  and  prospects  for  future  access  to  capital. The amounts
involved  in  any  such  transaction,  individually  or in the aggregate, may be
material.

     The  Company  believes that its existing capital resources and its expected
fiscal  year 2005 results of operations and cash flows from operating activities
will be sufficient for the Company to remain in


                                     - 22 -
<PAGE>

compliance  with  the  requirements  of  its  Notes  and  the  Restated  Credit
Agreement.  However,  since  future  results  of  operations,  cash  flow  from
operating  activities,  debt  service  capability,  levels  and  availability of
capital  resources  and  continuing  liquidity  are  dependent on future weather
patterns,  oil  and  gas  commodity  prices and production volume levels, future
exploration  and  development  drilling  success  and  successful  acquisition
transactions,  no  assurance  can  be  given  that  the  Company  will remain in
compliance  with  the  requirements  of  its  Notes  and  the  Restated  Credit
Agreement.


                                     - 23 -
<PAGE>

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
-------------------------------------------------------------------

COMMODITY  RISK
---------------

     The  Company's  operations  consist  primarily of exploring for, producing,
aggregating  and  selling  natural  gas  and  oil.  Contracts  to deliver gas at
pre-established prices mitigate the risk to the Company of falling prices but at
the  same time limit the Company's ability to benefit from the effects of rising
prices.  The Company occasionally uses derivative instruments to hedge commodity
price  risk.  The  Company  hedges  a  portion  of  its  projected  natural  gas
production  through a variety of financial and physical arrangements intended to
support  natural  gas  prices  at  targeted levels and to manage its exposure to
price  fluctuations.  The  Company may use futures contracts, swaps, options and
fixed  price  physical  contracts to hedge commodity prices.  Realized gains and
losses from the Company's price risk management activities are recognized in oil
and  gas  sales  when  the associated production occurs.  Unrecognized gains and
losses  are  included  as  a  component  of  other  comprehensive  income.
Ineffectiveness  is  recorded  in current earnings. The Company does not hold or
issue  derivative  instruments  for trading purposes.  The Company currently has
elected  to enter into derivative hedge transactions on its estimated production
covering  approximately 60% to 70% for the fiscal year ending June 30, 2005; and
50%  to  60% for the fiscal year ending June 30, 2006.  As of December 31, 2004,
the  Company's  open  gas  derivative  instruments  as  follows:

<TABLE>
<CAPTION>
                                             Total          Average
                                  Market    Volumes    Contract / Strike      Unrealized
Time period                       Index     (MMBtu)          Price          (Gains) Losses
-------------------------------------------------------------------------------------------
<S>                               <C>     <C>          <C>                 <C>

Derivatives

  Natural Gas Swaps

    January 2005 - February 2005  NYMEX       200,000  $             6.14  $         8,409
    January 2005 - March 2005     NYMEX       360,000                5.57          219,974
    January 2005 - March 2005     NYMEX       270,000                5.61          154,263
    January 2005 - March 2005     NYMEX       450,000                8.48       (1,019,819)
    January 2005 - March 2005     NYMEX       270,000                9.32         (832,290)
    January 2005 - June 2005      NYMEX     1,620,000                4.47        2,660,278
    July 2005 - March 2006        NYMEX       900,000                6.25          279,668
                                          -----------                      ----------------
                                            4,070,000                      $     1,470,483
                                          ===========                      ================

  Floors
    Apil 2005 - June 2005         NYMEX     1,200,000  $             6.00  $      (199,206)
    July 2005 - March 2006        NYMEX     2,160,000                6.00          108,734
                                          -----------                      ----------------
                                            3,360,000                      $       (90,472)
                                          ===========                      ================

  Collars
                                          -----------                      ----------------
    July 2005 - March 2006        NYMEX     3,420,000  $      5.50 - 8.70  $      (185,606)
                                          ===========                      ================

                                                                           ----------------
Total Hedged Production                    10,850,000                      $     1,194,405
                                          ===========                      ================
</TABLE>


                                     - 24 -
<PAGE>

     Notwithstanding the above, the Company's future cash flows from gas and oil
production  are  exposed  to  significant volatility as commodity prices change.
Assuming  total  oil  and  gas  production,  pricing,  and the percentage of gas
production  hedged  under physical delivery contracts and derivative instruments
remain  at  December  2004  levels,  a 10% change in the average unhedged prices
realized  would  change the Company's gas and oil revenues by approximately $0.4
million  on  a  quarterly  basis.

INTEREST  RATE  RISK
--------------------

     Interest  rate  risk  is  attributable  to the Company's debt.  The Company
utilizes United States dollar denominated borrowings to fund working capital and
investment needs.  There is inherent rollover risk for borrowings as they mature
and  are  renewed  at  current  market  rates.  The  extent  of this risk is not
predictable  because  of  the  variability  of  future  interest  rates  and the
Company's future financing needs.  In August 2004, the Company entered into four
interest rate cap agreements with Foothill, in an effort to reduce the potential
impact  of  increases  in  interest  rates on floating-rate long-term debt.  The
agreements  range from two to three years covering $40,000,000 in long-term debt
and cap the one month London Interbank Offered Rate ("LIBOR") at 3.5%.  Assuming
the variable interest debt remained at the December 31, 2004 level, a 10% change
in  rates  would  have  a  $0.2  million impact on interest expense on an annual
basis.

FOREIGN  CURRENCY  EXCHANGE  RISK
---------------------------------

     Some  of the Company's transactions are denominated in New Zealand dollars.
For  foreign  operations  with  the  local  currency as the functional currency,
assets  and  liabilities  are  translated  at the period end exchange rates, and
statements  of  income  are  translated at the average exchange rates during the
period.  Gains  and  losses  resulting  from  foreign  currency  translation are
included  as  a  component  of  other  comprehensive  income.


ITEM 4.  CONTROLS AND PROCEDURES
--------------------------------

     Under  the  supervision  and  with  the  participation  of  our management,
including  our  principal executive officer and principal financial officer, the
Company  has  evaluated  the  effectiveness  of  the design and operation of our
disclosure  controls  and procedures as of the end of the period covered by this
quarterly report and, based on their evaluation, our principal executive officer
and  principal  financial  officer  have  concluded  that  these  controls  and
procedures  are  effective.  There  were  no significant changes in our internal
controls  or  in  other  factors  that could significantly affect these controls
subsequent  to the date of their evaluation.  Disclosure controls and procedures
are  our  controls  and  other  procedures  that  are  designed  to  ensure that
information required to be disclosed by us in the reports that we file or submit
under  the  Securities Exchange Act of 1934, as amended, is recorded, processed,
summarized and reported, within the time periods specified in the Securities and
Exchange  Commission's  rules  and  forms.  Disclosure  controls  and procedures
include,  without  limitation,  controls  and procedures designed to ensure that
information required to be disclosed by us in the reports that we file under the
Securities  Exchange  Act  is  accumulated  and  communicated to our management,
including  our  principal  executive officer and principal financial officer, as
appropriate  to  allow  timely  decisions  regarding  required  disclosure.


                                     - 25 -
<PAGE>

PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

     The Company is involved in legal actions and claims arising in the ordinary
course  of  business.  While  the  outcome of these lawsuits against the Company
cannot  be predicted with certainty, management does not expect these matters to
have  a  material  adverse  effect  on  the  Company's  operations  or financial
position.

ITEM  2.  CHANGES  IN  SECURITIES

     None

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)   Exhibits:

          31.1 Certification  of Chief Executive Officer Pursuant to Section 302
               of the Sarbanes-Oxley Act of 2002

          31.2 Certification  of Chief Financial Officer Pursuant to Section 302
               of the Sarbanes-Oxley Act of 2002

     b)   Reports on Form 8-K:

          None


                                     - 26 -
<PAGE>

                                   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 under
signed  thereunto, duly authorized, in the City of Denver, State of Colorado, on
the  8th  day  of  February  2005.



                                         ENERGY  CORPORATION  OF  AMERICA




                                         By:    /s/John Mork
                                            ---------------------------------
                                         John Mork
                                         Chief Executive Officer and Director




                                         By:    /s/Michael S. Fletcher
                                            ---------------------------------
                                         Michael S. Fletcher
                                         Chief Financial Officer


                                     - 27 -
<PAGE>


EXHIBIT  31.1

                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
           PURSUANT TO 15 U.S.C. SEC. 7241 AND 17 C.F.R. 240.13A-14(A)

I, John Mork, certify that:

     1. I have reviewed this Form 10-Q of Energy Corporation of America (the
     "Company");

     2. Based on my knowledge, this report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this report;

     3. Based on my knowledge, the financial statements, and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the company as of, and for, the periods presented in this report;

     4. The company's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the company and
     have:

          (a) Designed such disclosure controls and procedures, or caused such
          disclosure controls and procedures to be designed under our
          supervision, to ensure that material information relating to the
          company, including its consolidated subsidiaries, is made known to us
          by others within those entities, particularly during the period in
          which this report is being prepared;

          (b) Evaluated the effectiveness of the company's disclosure controls
          and procedures and presented in this report our conclusions about the
          effectiveness of the disclosure controls and procedures, as of the
          end of the period covered by this report based on such evaluation;
          and

          (c) Disclosed in this report any change in the company's internal
          control over financial reporting that occurred during the company's
          most recent fiscal quarter (the company's first fiscal quarter) that
          has materially affected, or is reasonably likely to materially
          affect, the company's internal control over financial reporting; and

     5. The company's other certifying officer and I have disclosed, based on
     our most recent evaluation of internal control over financial reporting,
     to the company's auditors and the audit committee of the company's board
     of directors (or persons performing the equivalent functions):

          (a) All significant deficiencies and material weaknesses in the
          design or operation

<PAGE>

          of internal control over financial reporting which are reasonably
          likely to adversely affect the company's ability to record, process,
          summarize and report financial information; and

          (b) Any fraud, whether or not material, that involves management or
          other employees who have a significant role in the company's internal
          control over financial reporting.


Date:  February 8, 2005


                                        /s/ John Mork
                                        ---------------------------------------
                                                       JOHN MORK
                                          President and Chief Executive Officer


<PAGE>


EXHIBIT 31.2

                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
           PURSUANT TO 15 U.S.C. SEC. 7241 AND 17 C.F.R. 240.13A-14(A)

I, Michael S. Fletcher, certify that:

     1. I have reviewed this Form 10-Q of Energy Corporation of America (the
     "Company");

     2. Based on my knowledge, this report does not contain any untrue
     statement of a material fact or omit to state a material fact necessary to
     make the statements made, in light of the circumstances under which such
     statements were made, not misleading with respect to the period covered by
     this report;

     3. Based on my knowledge, the financial statements, and other financial
     information included in this report, fairly present in all material
     respects the financial condition, results of operations and cash flows of
     the company as of, and for, the periods presented in this report;

     4. The company's other certifying officer and I are responsible for
     establishing and maintaining disclosure controls and procedures (as
     defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the company and
     have:

          (a) Designed such disclosure controls and procedures, or caused such
          disclosure controls and procedures to be designed under our
          supervision, to ensure that material information relating to the
          company, including its consolidated subsidiaries, is made known to us
          by others within those entities, particularly during the period in
          which this report is being prepared;

          (b) Evaluated the effectiveness of the company's disclosure controls
          and procedures and presented in this report our conclusions about the
          effectiveness of the disclosure controls and procedures, as of the
          end of the period covered by this report based on such evaluation;
          and

          (c) Disclosed in this report any change in the company's internal
          control over financial reporting that occurred during the company's
          most recent fiscal quarter (the company's first fiscal quarter) that
          has materially affected, or is reasonably likely to materially
          affect, the company's internal control over financial reporting; and

     5. The company's other certifying officer and I have disclosed, based on
     our most recent evaluation of internal control over financial reporting,
     to the company's auditors and the audit committee of the company's board
     of directors (or persons performing the equivalent functions):

          (a) All significant deficiencies and material weaknesses in the
          design or operation


<PAGE>

          of internal control over financial reporting which are reasonably
          likely to adversely affect the company's ability to record, process,
          summarize and report financial information; and

          (b) Any fraud, whether or not material, that involves management or
          other employees who have a significant role in the company's internal
          control over financial reporting.


Date:  February 8, 2005


                                     /s/ Michael S. Fletcher
                                     ----------------------------------------
                                               MICHAEL S. FLETCHER
                                             Chief Financial Officer


<PAGE>