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

          [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
               For the quarterly period ended September 30, 1999
                                       OR
          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
                For the transition period from _______ to_______

                         Commission file number: 0-610

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

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

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

                                 (801) 521-3515
               Registrant's telephone number, including area code
               --------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

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

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

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:
     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the latest practicable date: 12,643,440


<PAGE>



                          ITEM I:  Financial Statements

                               EQUITY OIL COMPANY
                            Statements of Operations
              For the Nine Months Ended September 30, 1999 and 1998
                                   (Unaudited)

                                          1999             1998
                                          ----             ----

REVENUES

     Oil and gas sales ............    $10,422,320     $ 9,622,792
     Partnership income ...........         22,500          23,500
     Interest income ..............         32,543          48,887
     Other ........................        139,649         178,069
                                        ----------      ----------
     Total Revenues ...............     10,617,012       9,873,248
                                        ----------      ----------
EXPENSES

     Operating costs ..............      4,271,325       4,592,540
     Depreciation, depletion and
       amortization ...............      3,100,000       3,700,000
     Leasehold abandonments .......         29,954         170,601
     Equity loss in
       Symskaya Exploration, Inc. .        130,203         399,457
     3D seismic ...................           --           431,075
     Exploration ..................      1,019,503       1,918,606
     General and administrative ...      1,310,126       1,595,641
     Interest .....................        911,636         959,731
                                        ----------      ----------
     Total expenses ...............     10,772,747      13,767,651
                                        ----------      ----------
         Loss before income taxes .       (155,735)     (3,894,403)

Benefit from income taxes .........       (117,513)     (1,107,843)
                                        ----------      ----------
NET (LOSS) ........................    $  ( 38,222)    $(2,786,560)
                                        ==========      ==========

Basic and diluted net
    (loss) per common share .......    $     (0.00)    $     (0.22)

Basic and diluted weighted
         average shares outstanding     12,636,671      12,620,885

Cash dividends declared per share .    $       .00     $       .00



        The accompanying notes are an integral part of these statements.



                                        2

<PAGE>



                               EQUITY OIL COMPANY
                            Statements of Operations
             For the Three Months Ended September 30, 1999 and 1998
                                   (Unaudited)

                                             1999           1998
                                         -----------     ----------

REVENUES

     Oil and gas sales ..............   $  4,303,735   $  3,105,521
     Partnership income .............          7,500          8,000
     Interest income ................         13,348          8,561
     Other ..........................         83,453         76,364
                                           ---------      ---------
     Total revenues .................      4,408,036      3,198,446
                                           ---------      ---------
EXPENSES

     Operating costs ................      1,615,929      1,561,678
     Depreciation, depletion and
       amortization .................      1,050,000      1,250,000
     Leasehold abandonments .........         21,100          6,510
     Equity loss in
       Symskaya Exploration, Inc. ...         23,997         80,344
     3D seismic .....................           --              302
     Exploration ....................        275,853      1,172,724
     General and administrative .....        391,720        498,502
     Interest .......................        319,002        389,826
                                           ---------      ---------
     Total expenses .................      3,697,601      4,959,886
                                           ---------      ---------
Net income (loss) before income taxes        710,435     (1,761,440)

Provision for (benefit from)
         income taxes ...............        287,903       (510,614)

                                           ---------      ---------
NET INCOME (LOSS) ...................   $    422,532   $ (1,250,826)
                                           =========      =========

Net income (loss) per common share:

         Basic ......................   $       0.03   $      (0.10)
         Diluted ....................   $       0.03   $      (0.10)

Weighted average shares outstanding:

     Basic ..........................     12,643,440     12,629,440
     Diluted ........................     13,663,440     12,629,440



Cash dividends declared per share       $        .00   $        .00





        The accompanying notes are an integral part of these statements.


                                        3

<PAGE>



                               EQUITY OIL COMPANY
                                  Balance Sheet
                 as of September 30, 1999 and December 31, 1998



                                   (Unaudited)
                                   September 30,         December 31,
ASSETS                                 1999                 1998
------                             ------------           ---------

Current assets:
  Cash and cash equivalents ........   $     661,699    $     444,476
  Accounts and advances receivable .       3,354,394        2,696,160
  Income taxes receivable ..........          10,747          291,597
  Deferred income taxes ............          18,800           19,417
  Other current assets .............         207,616          318,904
                                         -----------      -----------
                                           4,253,256        3,770,554
                                         -----------      -----------
Property and equipment .............     105,539,623      104,407,815
Less accumulated depreciation,
 depletion and amortization ........      64,256,230       61,191,368
                                         -----------      -----------
                                          41,283,393       43,216,447
Other assets:
  Investment in Raven Ridge
    Pipeline Partnership ...........         205,773          220,997
  Other assets .....................         243,497           63,170
                                         -----------      -----------
                                             449,270          284,167
                                         -----------      -----------
TOTAL ASSETS .......................   $  45,985,919    $  47,271,168
                                         ===========      ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
  Accounts payable .................   $     696,641    $   1,675,758
  Accrued liabilities ..............         127,679          164,163
  Federal, state and foreign
    income taxes payable ...........         145,292          212,583
  Accrued profit sharing ...........          54,073           90,413
                                         -----------      -----------
                                           1,023,685        2,142,917
                                         -----------      -----------
Revolving credit facility ..........      16,500,000       16,500,000
Deferred income taxes ..............       1,495,655        1,642,700
                                         -----------      -----------
                                          17,995,655       18,142,700
                                         -----------      -----------
Stockholders' equity:
  Common stock .....................      12,808,040       12,794,040
  Paid in capital ..................       3,719,743        3,714,493
  Less cost of treasury stock ......        (528,302)        (528,302)
  Retained earnings ................      10,967,098       11,005,320
                                         -----------      -----------
                                          26,966,579       26,985,551
                                         -----------      -----------
TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY .............   $  45,985,919    $  47,271,168
                                         ===========      ===========


The accompanying notes are an integral part of these statements.



                                                         4

<PAGE>



                       EQUITY OIL COMPANY
                     Statement of Cash Flows
      For the Nine Months Ended September 30, 1999 and 1998
                           (Unaudited)

                                              1999            1998
                                          -----------     ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net (loss) ......................... $    ( 38,222)   $(2,786,560)
   Adjustments:
     Depreciation, depletion and
       amortization ...................     3,100,000      3,700,000
     Partnership distributions in
       excess of (less than) income ...       (22,500)        39,681
     Loss on property dispositions ....        29,954        167,887
     Equity loss in
           Symskaya Exploration, Inc. .       130,203        399,457
         Change in other assets .......        37,724         31,585
     Common stock issued for services .        19,250         79,725
     Decrease in deferred income taxes       (146,428)    (1,552,325)

   Increase (decrease) from changes in:
     Accounts and advances receivable .      (658,234)       409,534
     Other current assets .............       111,288        125,847
     Accrued profit sharing ...........       (36,340)       (44,973)
     Accounts payable and accrued
       liabilities ....................    (1,015,601)       157,874
     Income taxes receivable/payable ..       213,559        239,610
   Net cash provided                      -----------    -----------
     by operating activities ..........     1,724,653        967,342
                                          -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Advances to Symskaya Exploration ...      (130,203)      (399,457)
   Capital expenditures ...............    (1,196,900)    (3,417,633)
   Net cash used in                       -----------    -----------
       investing activities ...........    (1,327,103)    (3,817,090)
                                          -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Payment of loan fees ...............      (180,327)          --
   Net borrowings on
      revolving credit facility .......          --        2,521,170
                                          -----------    -----------
   Net cash provided by financing
      activities ......................      (180,327)     2,521,170
                                          -----------    -----------

NET INCREASE (DECREASE) IN CASH .......       217,223       (328,578)

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD .............       444,476        378,801
                                          -----------    -----------

CASH AND CASH EQUIVALENTS
   AT END OF PERIOD ...................   $   661,699    $    50,223
                                          ===========    ===========


Supplemental  disclosures of cash flow information:  Cash paid during the period
     for:
          Income taxes                    $   127,938    $   246,185
          Interest                        $   911,636    $   959,731



        The accompanying notes are an integral part of these statements.

                                        5

<PAGE>



                          NOTES TO FINANCIAL STATEMENTS

Note 1.  Interim Financial Statements

     The accompanying  financial  statements of Equity Oil Company  ("Equity" or
"the Company") have not been audited by independent accountants,  except for the
Balance  Sheet  as of  December  31,  1998.  In the  opinion  of  the  Company's
management,  the financial statements reflect the adjustments,  all of which are
of a normal and  recurring  nature,  necessary to present  fairly the  financial
position  of the  Company  as of  September  30,  1999,  and the  results of its
operations  for the three and nine month  periods  ended  September 30, 1999 and
1998, and its cash flows for the nine month periods ended September 30, 1999 and
1998.

     The financial statements and the accompanying notes to financial statements
have been prepared  according to rules and  regulations  of the  Securities  and
Exchange Commission.  Accordingly, certain notes and other information have been
condensed or omitted  from the interim  financial  statements  presented in this
Quarterly  Report on Form 10-Q.  These  financial  statements  should be read in
conjunction  with  the  Company's  1998  Annual  Report  on Form  10-K,  and the
Company's Form 10-Q for the first and second quarters of 1999.

     The results for the three and nine month periods  ended  September 30, 1999
are not necessarily indicative of future results.

Note 2.  Net Income (Loss) Per Share

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

     Basic net income  (loss) per share was  computed by dividing the net income
(loss) by the weighted average number of common shares outstanding.  Diluted net
income  (loss) per share was computed by dividing  the net income  (loss) by the
sum of the weighted  average  number of common shares and the effect of dilutive
unexercised stock options. Options to purchase approximately 1,024,000 shares of
common stock at prices of $2.50 to $6.00 per share were  outstanding  during the
first nine months of 1999 and were  included in the  computation  of diluted net
income per share for the three  months  ended  September  30,  1999.  Options to
purchase  approximately  985,000  shares of  common  stock at prices of $3.56 to
$6.00 per share were  outstanding  during the first nine months of 1998. For all
other periods  presented,  options were not included in the  computation  of net
loss per share because the effect would have been antidilutive.

Note 3.  Credit Facility

     In  September  of 1999,  the Company  announced a new $50 million  reducing
revolving credit facility with Bank One Texas,  N.A. The facility has an initial
commitment of $17 million,  and replaces a prior  facility with HSBC  Investment
Bank, which has exited the energy industry. The maturity date of the facility is
September 9, 2002, three years from the date of closing.  The new facility has a
LIBOR or a prime  interest  rate option;  the interest  rate at closing was 7.69
percent.

     As part of the new credit  facility,  the  Company is  required to hedge at
least  50% but not more than 75% of its  daily  oil  production,  at a price not
lower than the lowest price used in the bank's price deck,  for a period between
12 and 18 months.  The Company  has 120 days after the closing  date to have the
hedge or hedges in place.  The Company entered into one collar  agreement for 12
months effective  October 1, 1999,  covering 400 barrels per day with a floor at
$18.00 per barrel and a ceiling at $25.30 per barrel. Additional agreements will
be consummated within the 120 day period required by the bank.

                                        6

<PAGE>



                                     PART I

                                     ITEM 2

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

RESULTS OF OPERATIONS

FINANCIAL RESULTS

     Rising oil and gas prices  during the third  quarter of 1999,  coupled with
reductions in most expense  categories,  enabled the Company to record  positive
net income for the quarter,  improve its liquidity, and generate additional cash
to fund its future drilling  programs.  The Company  recorded net income for the
third quarter of 1999 in the amount of $422,532,  or $.03 per share, on revenues
of  $4,408,036.  This compared to a net loss during the third quarter of 1998 of
$(1,250,826), or $(.10) per share, on revenues of $3,198,446.

     The Company  recorded a net loss for the first nine months this year in the
amount of $(38,222),  or $(.00) per share,  compared to a net loss for the first
nine months of 1998 in the amount of  $(2,786,560),  or $.(22) per share.  Total
revenues for the first nine months of 1999 were  $10,617,012,  an increase of 8%
from revenues of $9,873,248 recorded during the same period of 1998.

OPERATING ACTIVITIES

     In recognition of recently depressed oil prices,  reduced cash flows in the
first half of 1999, and the ongoing  volatility in the oil markets,  the Company
has  decreased  the number of wells  drilled in 1999, in addition to cutting its
operating  expenses.   During  the  first  nine  months  of  1999,  the  Company
participated  in a total of 6 wells, 4 of which have been completed as producing
wells.  In addition to the  drilling,  the Company has  recompleted  or reworked
several of its producing wells with encouraging results.

     As reported  previously,  included in the 1999  successful well count is an
exploratory  well  drilled  in  California  on the  Company's  Merlin 3D seismic
project. The Equity P51B tested at a rate of 1.8 million cubic feet per day from
the Kione  formation at a depth of 3,800 feet,  and was placed on  production in
May of 1999.  Equity operates and has a 50% working interest in the well and the
Merlin project.

     The second  successful  well is the #2-9 Davis  Ranch  drilled on  Equity's
Davis Ranch 3-D seismic project.  The well was drilled to a total depth of 7,550
feet and encountered three potentially productive sands that tested at a rate of
2 MMCFD. The well was placed on production in July of 1999.  Equity operates and
has a 60% working interest in the well.

     The third  successful  1999 well is the #1-30  Wallace  well drilled at the
Moon Bend 3D survey  in the  Sacramento  Basin.  The well was  completed  in the
Forbes  formation at an initial  production rate of 2.2 MMCFD. The Company has a
12% working interest in the well, which is operated by Slawson Exploration.


                                        7

<PAGE>


     The initial  exploratory test well at the Company's  Sequoia project in the
San Joaquin Basin was a dry hole. In October, the second well drilled at Sequoia
was also a dry hole.  Drilling  results are currently being  evaluated,  and the
data acquired will be used to help identify the next drilling location.

     In  addition  to the  wells  drilled,  three of the  Company's  wells  were
successfully  recompleted  or  reworked  during  the  third  quarter.  This work
included  the Beaver Creek #24-15 in North  Dakota,  where gross oil  production
increased  from 800  barrels  per day to  approximately  1,250  barrels  per day
following  an acid  stimulation.  The Company has a 33% working  interest in the
well.  This flowing well has recorded  cumulative  production of 460,000 barrels
since May, 1998.

     The  Company  also  recompleted  2  wells  at  its  Merlin  project  in the
Sacramento  Basin.  Gross gas  production  from the #1-15 Henning and #1-22 Otto
Lohse wells increased from 500 Mcf per day to 3,000 Mcf per day. The Company has
a 50% working interest in each well. The Merlin survey has produced in excess of
1 billion cubic feet of gas, with current field  production of 3,200 Mcf per day
from three wells.

     The  Company  continues  to conduct  operations  with  respect to  Symskaya
Exploration  in a  maintenance  mode.  Drilling  operations  have resumed at the
Averinskaya - 150 well, an exploratory  well that is being drilled near the town
of Yeniseysk in Eastern Siberia by the regional geological  committee.  The well
is adjacent to the southern  block of acreage that Symskaya holds as part of its
1.1 million acre exploration,  development and production  license.  The well is
being drilled to evaluate the oil and gas potential of the same geologic section
that  Symskaya  targeted in the drilling of its Lemok No. 1 well on the northern
acreage block of its License area.  The well is currently  drilling  below 9,000
feet, and is projected to be drilled to a total depth of 11,500 feet.

CAPITAL RESOURCES AND LIQUIDITY

     The Company's cash balances increased by $217,000 from December 31, 1998 to
September 30, 1999. The Company's improved financial results and reduced capital
expenditures  were largely offset by a significant  reduction in trade payables,
as well as an increase in accounts receivable.  Overall, the Company's financial
position has been  strengthened,  as working  capital at September  30, 1999 was
almost double that of December 31, 1998.  The Company's  ratio of current assets
to current  liabilities  more than doubled,  reaching 4.15 to 1 at September 30,
compared to 1.76 to 1 at the end of 1998.  Cash flow from  operating  activities
increased by 78% over 1998 levels, also a result of improved financial results.

     During the first nine months of 1999, the Company cut its capital  spending
by 65% over the same period of 1998. The reduction reflects lower first half oil
and gas prices, as well as the uncertainty  surrounding the futures markets. The
goal of the  Company  is to  fund  all of its  drilling  projects  in 1999  from
discretionary  cash flows. The Company  continues to high-grade both exploratory
and  development  projects  based on their assumed risks and rewards,  balancing
this with projects that have specific lease related drilling commitments. Should
oil  prices  continue  to  approximate  current  levels,  the  Company  will add
additional projects to its drilling program in the fourth quarter.


                                        8

<PAGE>




     In  September  of 1999,  the Company  announced a new $50 million  reducing
revolving credit facility with Bank One Texas,  N.A. The facility has an initial
commitment of $17 million,  and replaces a prior  facility with HSBC  Investment
Bank, which has exited the energy industry. The maturity date of the facility is
September 9, 2002, three years from the date of closing.  The new facility has a
LIBOR or a prime  interest  rate option;  the interest  rate at closing was 7.69
percent.

     The  Company's  commitment  under  its  credit  facility  is  subject  to a
redetermination  as of May 1 and November 1 of each year, with estimated  future
prices  used  in the  evaluation  determined  by  the  Company's  lender.  As of
September  30,  1999,  the  Company  had  approximately  $500,000  of  remaining
availability on the facility. The Company is in compliance with all its facility
covenants.

     During the first nine  months of 1998,  the  Company  increased  borrowings
under its credit facility by $2,521,170,  which were used to fund investments in
property and equipment and for working  capital  purposes.  Since that time, the
Company has made no additional draws on its credit facility.

     As part of the new credit  facility,  the  Company is  required to hedge at
least  50% but not more than 75% of its  daily  oil  production,  at a price not
lower than the lowest price used in the bank's price deck,  for a period between
12 and 18 months.  The Company  has 120 days after the closing  date to have the
hedge or hedges in place.  The Company entered into one collar  agreement for 12
months effective  October 1, 1999,  covering 400 barrels per day with a floor at
$18.00 per barrel and a ceiling at $25.30 per barrel. Additional agreements will
be consummated within the 120 day period required by the bank.

     The Company believes that existing cash balances,  cash flow from operating
activities, and funds available under the Company's credit facility will provide
adequate resources to meet its capital and exploration  spending  objectives for
1999, which have been  significantly  curtailed due to volatile oil prices.  The
Company has  adequate  liquidity to maintain its  operations  as they  currently
exist.

COMPARISON OF THIRD QUARTER 1999 WITH THIRD QUARTER 1998

     Oil and gas sales  increased 39% in the third quarter of 1999 to $4,303,735
versus  $3,105,521  in the same quarter of last year.  Higher oil and gas prices
were offset somewhat by decreases in both oil and gas production. Total revenues
increased 38% from 1998 to 1999.


                                        9

<PAGE>



     Oil production  decreased 8% in the third quarter of 1999, primarily due to
normal production declines.  Oil production for the quarter was 162,000 barrels,
compared  to  177,000  barrels  in the third  quarter  of 1998.  Gas  production
decreased  12% to  530,000  Mcf in 1999 from  600,000  Mcf in 1998,  also due to
normal production declines.

     Average crude oil prices during the third quarter were significantly higher
in 1999. The Company's average oil price was $19.04,  58% higher than the $12.04
per barrel  realized  during the third  quarter  of 1998.  Gas prices  were also
higher, averaging $2.29 per Mcf in 1999 compared to $1.60 per Mcf in 1998.

     Lease  operating  costs  increased 3% over the prior year.  Higher per unit
costs were offset by reduced volumes. Per unit costs rose as the Company had all
of its high-cost producing  properties on production during the third quarter in
1999, while many of those properties had been shut in during 1998.

     DD&A per unit charges decreased from $4.51 per BOE in 1998 to $4.19 per BOE
in 1999.  The primary  reason for the per unit decrease was the  elimination  of
approximately  $4 million from the Company's  depletable base through a property
impairment charge in the fourth quarter of 1998. In addition,  higher oil prices
enabled  the  Company  to  record  positive  reserve  revisions,  which  in turn
decreased DD&A rates for many of the Company's oil properties.

     The equity loss in Symskaya  Exploration  decreased  by $56,347  during the
third quarter of 1999. The 1998 amount  included the Company's share of a bottom
hole contribution that was not repeated in 1999.

     Lower  exploration  costs  in 1999  resulted  from  the  Company's  reduced
drilling  program.  During the third quarter of 1999 the Company incurred no dry
hole costs.  During the third quarter of 1998, the Company  drilled 4 dry holes,
incurring  total  costs  of  $745,000.  During  October  of  1999,  the  Company
participated in 2 dry holes,  with a total cost of $210,000 net to the Company's
interest.  This  amount  will be  charged to  exploration  expense in the fourth
quarter.

     General and administrative  expenses decreased 21% from 1998 second quarter
levels.  The decrease was due to reduced  compensation and other  administrative
expenses.  Lower interest costs in 1999 reflect lower average  interest rates on
the debt outstanding under the Company's credit facility.

     The income tax  expense/benefit  recorded  for both  periods  reflects  the
Company's  estimate of taxes arising from its  operations  during the respective
periods.


COMPARISON OF FIRST NINE MONTHS OF 1999 WITH FIRST NINE MONTHS OF 1998

     Oil and gas sales  increased  8% in the first nine months of 1999 as higher
oil and gas prices offset lower production volumes. Oil production for the first
nine  months  was  480,000  barrels,  down 7% from 1998  production  of  517,000
barrels. Oil production decreased year over year as the Company had shut in much
of its  low-margin  production  during the first quarter of 1999. In addition to
normal production declines,  the Company's reduced drilling program has resulted
in no additional  oil wells added to production in 1999.  Gas production for the
period  decreased 12% from  1,770,000 Mcf in 1998 to 1,550,000 Mcf in 1999.  The
reduction was caused by normal production declines,  as well as a smaller number
of new wells added to production during this year.


                                       10

<PAGE>


     Average  prices  received  for crude oil were $15.36 per barrel  during the
first nine months of 1999,  compared to $12.54  received in 1998, an increase of
22%. Gas prices rose 9%,  averaging  $2.00 per Mcf in 1999  compared to $1.84 in
1998.

     Lease operating costs declined 7% in 1999, as oil and gas volumes declined.
Per unit costs rose 2% over 1998 levels.

     DD&A per unit charges decreased from $4.56 per BOE in 1998 to $4.20 per BOE
in 1999.  The primary  reason for the per unit decrease was the  elimination  of
approximately  $4 million from the Company's  depletable base through a property
impairment charge in the fourth quarter of 1998. In addition,  higher oil prices
enabled  the  Company  to  record  positive  reserve  revisions,  which  in turn
decreased DD&A rates for many of the Company's oil properties.

     During  the  first  nine  months of 1998,  the  Company  abandoned  certain
Lodgepole prospect undeveloped  leaseholds due to a lack of prospectivity.  This
was the  primary  cause of a 1998 charge to expense of  $170,601  for  leasehold
abandonments. There was no corresponding event in 1999.

     The Company incurred 3D seismic charges of $431,075 in 1998 associated with
its Sequoia project in the San Joaquin Basin of California.  The Company did not
participate in any 3D seismic programs during the first nine months of 1999.

         The Company  recorded an equity loss in Symskaya of $130,203 during the
first nine months of 1999,  down from  $399,457  in the first half of 1999.  The
1998 amount included a writedown of approximately $125,000 in interest income on
a senior note  between  Symskaya  and the Company that had been accrued in prior
periods,  as well as the Company's share of a bottom hole contribution.  Neither
of these two events were recurring.

         Lower  exploration  costs in 1999 resulted  from the Company's  reduced
drilling program described earlier, and the corresponding  reduction in dry hole
costs. Total dry hole costs for the first nine months of 1999 were approximately
$175,000, compared to approximately $750,000 during the same period of 1998.

         General  and  administrative  expenses  decreased  18% from 1998  third
quarter  levels.  The  decrease  was  due  to  reduced  compensation  and  other
administrative  expenses.  Lower  interest  costs in 1998 reflect  lower average
interest rates on the debt outstanding under the Company's credit facility.

     The income tax benefit  recorded  for both periods  reflects the  Company's
estimate of taxes arising from its operations during the respective periods.


                                       11

<PAGE>



OTHER ITEMS

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

YEAR 2000.

     In 1998 the  Company  began a project to ensure that its  computer  systems
were year 2000 compliant.  The Company identified this project as a priority and
has allocated  personnel and financial  resources to it in an effort to minimize
the impact of year 2000 date  related  problems.  An  officer of the  Company is
supervising  the  project.  In addition,  the Company is  conducting a year 2000
compliance  assessment of those of its vendors and customers whose relationship,
in  the  Company's  business  judgment,  is  material.  Although  the  Company's
assessment  of its year 2000  issues is not  complete,  the  Company  has made a
preliminary  determination  of  its  mission-critical  and  non-mission-critical
items.

     The Company's  mission-critical  items  include its  financial  accounting,
engineering,  and lease/land software. Each of these items has been certified by
the vendor as year 2000  compliant.  All  nonmission-critical  systems have been
certified as being  compliant.  The Company is conducting tests to support these
claims.

         The Company does not anticipate  incurring any  significant  expense to
ensure  compliance.  Although  the  Company  is  undertaking  this  project,  no
assurance  can be given that such a program  will be able to solve the year 2000
issues  applicable  to the Company or that failure to solve them will not have a
material adverse effect on the Company.

FORWARD LOOKING STATEMENTS

     The preceding  discussion and analysis  should be read in conjunction  with
the consolidated financial statements, including the notes thereto, appearing in
the Company's annual report on Form 10-K. Except for the historical  information
contained herein,  the matters discussed in this report contain  forward-looking
statements  within the meaning of Section 27a of the  Securities Act of 1933, as
amended,  and Section 2le of the  Securities  Exchange Act of 1934,  as amended,
that are based on management's  beliefs and assumptions,  current  expectations,
estimates, and projections.  Statements that are not historical facts, including
without limitation  statements which are preceded by, followed by or include the
words "believes,"  "anticipates," "plans," "expects," "may," "should" or similar
expressions  are  forward-looking  statements.  Many of the  factors  that  will
determine the Company's  future results are beyond the ability of the Company to
control or predict. These statements are subject to risks and uncertainties and,
therefore,  actual  results may differ  materially.  The Company  disclaims  any
obligation to update any  forward-looking  statements whether as a result of new
information, future events or otherwise.

                                       12

<PAGE>


     Important  factors  that may affect  future  results  include,  but are not
limited to: the risk of a  significant  natural  disaster,  the inability of the
Company to insure against certain risks,  fluctuations in commodity prices,  the
inherent  limitations in the ability to estimate oil and gas reserves,  changing
government  regulations,  as well as general market conditions,  competition and
pricing,  and  other  risks  detailed  from  time to time in the  Company's  SEC
reports,  copies of which are available upon request from the Company's investor
relations department.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

        Not applicable.


                                     PART II

ITEM 1. LEGAL PROCEEDINGS

        The Company is not aware of any pending or threatened litigation at this
time that will have a material adverse effect on the Company or any of its
properties.

ITEM 2. CHANGES IN SECURITIES

        Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

        Not applicable.

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

        Not applicable.

ITEM 5.  OTHER INFORMATION

        Not applicable.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

      (A) EXHIBITS


EXHIBIT
NUMBER         DESCRIPTION
--------       -----------
10             Loan agreement between Equity Oil Company and
               Bank One Texas, N.A.

                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                        EQUITY OIL COMPANY
                                           (Registrant)





DATE:     November 12, 1999            By /s/ Paul M. Dougan
       -----------------------           ---------------------
                                         Paul M. Dougan, President


DATE:     November 12, 1999            By /s/ Clay Newton
      ------------------------           ---------------------
                                         Clay Newton, Treasurer
                                         Principal Financial Officer