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

                                  FORM 10-QSB

(Mark  One)

[X]    QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
      SECURITIES  AND  EXCHANGE  ACT  OF  1934
        For  the  quarterly  period  ended  September  30,  1997

[    ]    TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
      SECURITIES  ACT  OF  1934
        For  the  transition  period  from  to.

                          Commission File No. 0-6119
                          --------------------------

                            Tri-Valley Corporation
                            ----------------------
            (Exact name of registrant as specified in its charter)

         Delaware                                        No.  84-0617433
-----------------                                        ---------------
(State  or other jurisdiction of          (I.R.S. Employer Identification No.)
incorporation  or  organization)

     230 South Montclair Street, Suite 101, Bakersfield, California 93309
     --------------------------------------------------------------------
                   (Address of principal executive offices)

                                (805) 837-9300
                                --------------
             (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.

                             [ ]              [X ]
                              No             Yes

The number of shares of Registrant's common stock outstanding at September 30,
1997  was  18,480,248.
                            TRI-VALLEY CORPORATION

                                     INDEX
<TABLE>
<CAPTION>


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

Item 1.  Unaudited Consolidated Financial Statements

  Consolidated Balance Sheets September 30, 1997 and
    December 31, 1996. . . . . . . . . . . . . . . . . . .     3

  Consolidated Statements of Operations for the nine
    months ended September 30, 1997 and 1996 . . . . . . .     5

  Consolidated Statements of Cash Flows for the nine
    months ended September 30, 1997 and 1996 . . . . . . .     6

  Notes to Consolidated Financial Statements . . . . . . .     7


Item 2.  Management's Discussion and Analysis of Financial
  Condition and Results of Operations. . . . . . . . . . .     8


PART II - OTHER INFORMATION. . . . . . . . . . . . . . . .    11

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . .    12
</TABLE>



                        PART I - FINANCIAL INFORMATION

                                       3

ITEM  1.    UNAUDITED  CONSOLIDATED  FINANCIAL  STATEMENTS
            ----------------------------------------------

                            TRI-VALLEY CORPORATION
                          CONSOLIDATED BALANCE SHEETS
                                  (Unaudited)

                                    ASSETS

<TABLE>
<CAPTION>


                                 Sept. 30, 1997   Dec. 31, 1996
                                 ---------------  --------------
<S>                              <C>              <C>
Current Assets
  Cash. . . . . . . . . . . . .  $     1,214,723  $      894,365
  Accounts receivable, trade. .          593,462         278,110
  Prepaid expenses. . . . . . .            2,029           2,029
                                 ---------------  --------------

    Total Current Assets. . . .        1,810,214       1,174,504
                                 ---------------  --------------

Property and Equipment, Net . .        3,510,220       3,182,860
                                 ---------------  --------------

Other Assets
  Deposits. . . . . . . . . . .           62,000          62,000
  Acquisition Costs . . . . . .          243,200          29,753
  Investments in partnerships .           20,682          20,682
  Goodwill (net of accumulated
    amortization of $175,344 at
  Sept. 30, 1997 and $167,209
    at December 31, 1996. . . .          258,509         266,644
                                 ---------------  --------------

      Total Other Assets. . . .          584,391         379,079
                                 ---------------  --------------

      Total Assets. . . . . . .  $     5,904,825  $    4,736,443
                                 ===============  ==============
</TABLE>


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

                                       5







                     LIABILITIES AND SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>


                                     Sept. 30, 1997    Dec. 31, 1996
                                    ----------------  ---------------
<S>                                 <C>               <C>
CURRENT LIABILITIES
  Notes and contracts payable. . .  $        88,816   $       11,042 
  Trade accounts payable . . . . .           76,174           57,566 
  Amounts payable to joint venture
    participants . . . . . . . . .          550,857          484,008 
  Advances from joint venture
    participants . . . . . . . . .          103,008          196,527 
  Due to related parties . . . . .          113,032          196,142 
                                    ----------------  ---------------

    Total Current Liabilities. . .          931,887          945,285 
                                    ----------------  ---------------

Long-term Portion of Notes and
  Contracts Payable. . . . . . . .           64,873           37,608 
  Investor Payable . . . . . . . .                -          662,680 
                                    ----------------  ---------------

Commitments

Shareholders' Equity
  Common stock . . . . . . . . . .        7,754,574        5,608,111 
  Retained Earnings. . . . . . . .       (2,846,509)      (2,517,241)
                                    ----------------  ---------------

    Total Shareholders' Equity . .        4,908,065        3,090,870 
                                    ----------------  ---------------

    Total Liabilities and
      Shareholders' Equity . . . .  $     5,904,825   $    4,736,443 
                                    ================  ===============
</TABLE>


                            TRI-VALLEY CORPORATION
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)
<TABLE>
<CAPTION>

                                             For  the  Three  Months      For the Nine Months
                                                 Ended  Sept.  30,         Ended  Sept.  30,
                                            -------------------------  -------------------------

                                                1997         1996          1997         1996
                                            ------------  -----------  ------------  -----------
<S>                                         <C>           <C>          <C>           <C>
Revenues
  Sale of oil and gas. . . . . . . . . . .  $   153,668   $  109,288   $   459,044   $  368,543 
  Other income . . . . . . . . . . . . . .        6,220          -0-        29,231        4,131 
  Interest income. . . . . . . . . . . . .       24,710        1,914        67,384        4,513 
                                            ------------  -----------  ------------  -----------

    Total Revenues . . . . . . . . . . . .      184,598      111,202       555,659      377,187 
                                            ------------  -----------  ------------  -----------

Cost and Expenses
  Oil and  gas lease expense . . . . . . .       24,399        7,570        65,228       56,535 
  Depletion, depreciation and amortization       17,580       10,653        52,739       31,959 
  Interest . . . . . . . . . . . . . . . .        3,751        1,513        12,676       28,654 
  General administrative . . . . . . . . .      196,539      110,715       754,283      310,599 
                                            ------------  -----------  ------------  -----------

    Total Cost and Expenses. . . . . . . .      242,269      130,451       884,926      427,747 
                                            ------------  -----------  ------------  -----------

Net Loss . . . . . . . . . . . . . . . . .  $  ( 57,671)  $  (19,249)  $  (329,267)  $  (50,560)
                                            ============  ===========  ============  ===========

Net Income (Loss) per Common Share . . . .  $      (.02)  $        -   $      (.03)  $        - 
                                            ============  ===========  ============  ===========

Weighted Average Number of Shares. . . . .   18,343,915    7,071,126    18,343,915    7,071,126 
                                            ============  ===========  ============  ===========
</TABLE>


                            TRI-VALLEY CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)


<TABLE>
<CAPTION>

                                                 For  the  Nine  Months
                                                 ----------------------
                                                    Ended  Sept.  30,
                                                    -----------------

                                                    1997        1996
                                                 -----------  ---------
<S>                                              <C>          <C>
Cash Flows from Operating Activities
  Net loss. . . . . . . . . . . . . . . . . . .  $ (329,267)  $(50,560)
  Adjustments to reconcile net income
    to net cash used from operating activities:
      Depreciation, depletion and amortization.      52,739     31,959 
      Changes in operating capital:
      Amounts receivable. . . . . . . . . . . .    (315,352)    72,677 
      Deposits. . . . . . . . . . . . . . . . .           -          - 
      Trade accounts payable. . . . . . . . . .      18,608     53,020 
      Amounts payable to joint venture
        participants and related parties. . . .     (16,261)   (28,293)
      Advances from joint venture
        participants. . . . . . . . . . . . . .     (93,519)    (5,796)
      Accrued expenses and other liabilities. .           0          0 
                                                 -----------  ---------

Net Cash Used by Operating Activities . . . . .    (683,052)    73,007 
                                                 -----------  ---------

Cash Flows from Investing Activities
  Capital expenditures. . . . . . . . . . . . .    (584,619)   (86,634)
                                                 -----------  ---------

Cash Flows from Financing Activities
  Investor payable. . . . . . . . . . . . . . .    (662,680)         0 
  Principal payments on long-term debt. . . . .     105,039          0 
  Proceeds from issuance of common stock. . . .   2,571,185          0 
  Stock offering costs. . . . . . . . . . . . .    (425,515)         0 
                                                 -----------  ---------

      Net Cash Provided by Financing Activities   1,588,029          0 
                                                 -----------  ---------

Net Increase in Cash and Cash Equivalents . . .     320,358    (13,627)
Cash and Cash Equivalents at Beginning
  Of Period . . . . . . . . . . . . . . . . . .     894,365    246,316 
                                                 -----------  ---------

Cash and Cash Equivalents at
  End of Period . . . . . . . . . . . . . . . .  $1,214,723   $232,689 
                                                 ===========  =========
</TABLE>



                                       9

                            TRI-VALLEY CORPORATION
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
                           FOR THE NINE MONTHS ENDED
                          SEPTEMBER 30, 1997 AND 1996
                                  (Unaudited)

NOTE  1  -  BASIS  OF  PRESENTATION
            -----------------------

The  financial  information  included  herein  is  unaudited;  however,  such
information  reflects  all  adjustments (consisting solely of normal recurring
adjustments)  which  are,  in  the opinion of management, necessary for a fair
statement  of  results  for the interim periods. The results of operations for
the nine month period ended September 30, 1997, are not necessarily indicative
of  the  results  to  be  expected  for  the  full  year.

The  accompanying  consolidated  financial statements do not include footnotes
and certain financial presentations normally required under generally accepted
accounting  principles; and, therefore, should be read in conjunction with the
Company's  Annual  Report  on  Form 10-K for the year ended December 31, 1996.




NOTE  2  -  PER  SHARE  COMPUTATIONS
            ------------------------

Per  share  computations  are based upon the weighted average number of common
shares outstanding during each year. Common stock equivalents are not included
in  the  computations  since  their  effect  would  be  anti-dilutive.


NOTE  3  -  SUBSEQUENT  EVENTS
            ------------------

During  the  nine month ending September 30, 1997 investors exercised warrants
which  resulted  in  the  issuance  of   4,067,000 restricted shares of common
stock.  The current number of issued and outstanding shares of common stock is
18,480,248  as  of  September  30,  1997.
ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         ---------------------------------------------------------------------
           OF  OPERATIONS
           --------------

BUSINESS  REVIEW

Change  in  Year  End
---------------------

The  Company  changed  its  fiscal  year  end  from  July  31  to December 31.

Shareholders  Meeting
---------------------

Tri-Valley  Corporation  held its annual shareholder meeting March 22, 1997 in
the  conference room at the Pepper Tree Inn located in Santa Barbara, CA.  The
meeting  was  attended  by  approximately  100 shareholders.  One of the items
voted  on  was  to  increase  the common share authority to 50,000,000 shares.
This will enable the Company to have the flexibility of using its common stock
to  take  advantage  of  business  opportunities  as  they  arise.

Petroleum  Activities
---------------------

In January 1997, Tri-Valley Oil & Gas, a wholly owned subsidiary of Tri-Valley
Corporation,  hooked  up  the Webb Tract No. 1.  A major dry gas discovery, it
began  producing  nearly  5  million  cubic  feet  of  gas per day from a dual
completion.    During  the  third  quarter  the  Webb Tract #1 paid out.  This
resulted  in  the  investors  getting  their investment back in less than nine
months.    Tri-Valley  increased  its  percentage of ownership in this well at
payout  which resulted in increased revenue for Tri-Valley.  The Webb Tract #2
was  drilled  in  late July and was put into production September 26.  Current
production  is  approximately  3250  per  day.

The  Martin  Severin  No.  6 was drilled in June and completed and put on line
July  15th, stabilized production from the well is approximately 2,700 mcf per
day.

Two  new  pool  discoveries  were announced after the drilling of the Pimentel
1-15  well  in  the city of Tracy, CA.  Testing is continuing to determine the
extent  of  hydrocarbon  bearing  zones  so the well can be completed with the
optimum  production.    The  company  expects  to  drill multiple locations to
develop  the  discovery  and  is  considering  additional  seismic shooting to
further  define  the  field  as  well  as  enhance a deeper, larger target for
drilling  later this year.  The aggressive drilling program should continue to
increase  companys'  reserves,  production  and  revenue  from  new  wells.

In  February,  Tri-Valley Oil & Gas acquired an extensive geologic and seismic
database  from  San  Carlos  Oil  &  Gas Corporation, which was assembled over
nearly  50 years by San Carlos President, Charles W. Hatten.  Much of the data
is  concentrated in California, it also includes other areas of North America,
South  America,  Africa,  the  Middle  East  and  the  Far  East.

Tri-Valley  Oil  & Gas subsequently licensed the largest comprehensive seismic
database  in the State of California from GEOONE Corporation.  The information
packet  contains over 20,000 line miles of seismic data located throughout all
of  the  California oil and gas provinces and coastal basins.  This data along
with  the data base acquired from San Carlos Oil and Gas puts the company in a
very  unique  position to rapidly and definitively evaluate on any area in the
State  at  a  time  when  interest  in petroleum exploration and production is
increasing.
ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         ---------------------------------------------------------------------
           OF  OPERATIONS  (Continued)
           --------------

BUSINESS  REVIEW  (continued)

Precious  Metals  Activities
----------------------------

The  Company  is  continuing  discussions  with  a  major  mining company on a
proposed  joint venture of the gold mining claim near Richardson, Alaska.  The
Company  is also considering continuing its own exploration and development of
a  portion  of  this  claim using internal funds.  For the last few months the
company  has had geologists performing additional exploration of the property.
The  program  includes  a  magnetometer  survey  grid, soil auger sample grid,
reverse  circulation  drilling  and  diamond drill coring.  The team is led by
Kent  Ausburn,  Phd.  and  includes  two  senior  scientists  from TsNGRI, the
principal  Russian  mineral research institute in Moscow.  Sampling has so far
extended  the  mineralized  zone  of  the  dike  system  which runs for miles.

Telecommunications
------------------

Tri-Valley  Corporation  is  continuing  its  due  diligence  regarding  the
acquisition  of  a number of FCC licenses, management contracts and options to
buy  licenses held by five partnerships. The company is currently awaiting the
outcome  of  bankruptcy  proceedings  involving Northeast Telecom, Inc. "NET".
Tri-Valley  along  with  two  other  creditors  forced  Northeast Telecom into
bankruptcy  to determine what, if any, assets are claimed by NET that could be
assets of the partnerships.  Additionally the State of New Jersey has filed an
action  against  NET  and two of the partnerships.  Tri-Valley is awaiting the
outcome  of  this  action.  The  interests  acquired would be an all stock and
warrant  acquisition.    As previously reported the partnerships were balloted
and  the  partners  voted  to  be  acquired  by  Tri-Valley  in the event that
Tri-Valley  proceeds  with  the transaction.  If assets actually available for
acquisition  are  sufficient  to  provide  a  viable  business opportunity for
Tri-Valley  then  Tri-Valley expects to proceed with the acquisition according
to  the  actual  make  up  of  the  assets.

Financial  Condition
--------------------

The  financial  condition  of  the  Company  continued  to strengthen from new
capital due to exercise of warrants.  The Company's balance sheet continued to
improve  for  the  nine months as current assets increased  from $1,174,504 at
fiscal year ending December 31, 1996 to $1,810,214 for the third quarter of FY
1997  ending  September  30.    The  number  of  issued and outstanding shares
increased  from  14,102,473  for  the  period  ending  December  31,  1996  to
18,480,248 as of September 30, 1997.  This increase was due to the issuance of
restricted  shares  of common stock due to the exercise of warrants related to
the  private  placement  of  stock.    In  July 1997 the company began a stock
registration  process  to register all of the currently issued and outstanding
shares  that  are  currently  restricted  from  trade  under  Rule  144.  This
registration  will allow these shares to be freely tradeable.  This process is
governed  by  the S.E.C. so the company has no control over the timing of this
event.   However, the company expects this registration to be finalized in the
near future.  During the registration process the company is required to be in
a  quiet  period  and  is restricted as to announcements the company can make.

ITEM 2.  MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         ---------------------------------------------------------------------
           OF  OPERATIONS  (Continued)
           --------------

BUSINESS  REVIEW  (continued)

Three  Months  Ended  September  30,  1997 as compared with Three Months ended
------------------------------------------------------------------------------
September  30,  1996  continued
-------------------------------

Revenues  from  natural  gas  production increased in the third quarter ending
September  30, 1997 generating $153,668 versus $109,288 for the same period in
1996.   Overall revenue was $184,598 for the quarter ending September 30, 1997
versus  $111,202  for  the  same  period  in  1996.

Costs  and  expenses were greater in the quarter ending September 30, 1997 due
to  oil  and  gas lease expenses increasing from $7,570 for the quarter ending
September  30,  1996  to  $24,399 for the current quarter ending September 30,
1997.    This  was due to increased drilling activity.  General administrative
expenses  increased from $110,715 for the quarter ending September 30, 1996 to
$196,539  for the quarter ending September 30, 1997.  This increase was due in
part  to additional staffing and additional business activity.  The President,
F.  Lynn Blystone, took a full salary in this period; he took a reduced salary
for the comparable period last year.  Additionally, the legal expenses related
to  our  lawsuit  (see  Part II, Item I) contributed to these expenses.  These
increased costs resulted in a loss of $57,671 for the quarter ending September
30,  1997  versus a loss of $19,249 for the quarter ending September 30, 1996.

The  Company  expects  costs  to  reduce in subsequent quarters while revenues
should  increase  due to increased exploration and production activities.  The
company  expects  to  return  to  profitability  in  the  fourth  quarter.

The  balance  sheet  showed  dramatic improvement due to proceeds from private
placement  of  its unregistered stock.  Total assets increased $1,168,382 from
$4,736,443  December  31,  1996 to $5,904,825 September 30, 1997.  Stockholder
equity  increased  $1,817,195  from $3,090,870 December 31, 1996 to $4,908,065
for  the  period  ending  September  30,  1997.  Additional capital due to the
exercise  of  warrants  attached  to  the private placement of stock increased
shareholder  equity./


                          PART II - OTHER INFORMATION

                                      14

ITEM  1.          LEGAL  PROCEEDINGS
                  ------------------

We have filed a lawsuit in the Superior Court of the Sate of California in and
for  the  County  of  Contra  Costa,  seeking to recover damages incurred as a
result  of a former employee's breach of contract and fiduciary duties when he
used  our  proprietary information to enter into contracts with third parties.
The  case is styled, "Tri-Valley Oil & Gas Co. vs ABA Energy Corporation; Alan
B.  Adler,  Keith  Drummond dba Drummond Exploration Co.", Case No. C97-02561.


ITEM  2.          CHANGES  IN  SECURITIES
                  -----------------------

During  the  nine  months ended September 30, 1997, warrants were exercised at
varying  prices  that  resulted  in  4,377,775 new shares of restricted common
stock  being  issued.   The amount tendered for the exercise of these warrants
was  $2,500,888.75.    The  warrants had originally been issued in 1996 to the
holders of the company's convertible debenture notes, upon conversion of these
notes  into  units  consisting  of  shares  of  the Company's common stock and
warrants.    The  notes, the units and the stock issued upon conversion of the
warrants  were  all  issued  in  reliance  on  the exemption from registration
provided  by  Section  4(2)  of  the  Securities  Act  of  1933  and  rule 506
promulgated  by  the  Securities  and  Exchange  Commission.

ITEM  3.          DEFAULTS  UPON  SENIOR  SECURITIES
                  ----------------------------------

None.


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

The Company held its annual shareholders meeting in Santa Barbara, CA on March
22,  1997.  The  issues  submitted  to  the  shareholders  to  vote  on  were:

a.    Re-elect  the  incumbent  Directors
b.    Approve  the  current  independent  accountants  for  another  year
c.    To  amend the Articles of  Incorporation to increase the total number of
authorized  shares       of Common Stock from 15 million, par value $.01 to 50
million,  par  value  $.001.
d.    To  transact  such other business as may properly come before the Annual
Meeting  and  any            adjournments  thereof

All  of  these  issues  were  voted  on  either in person or by proxy and were
approved  by  the  majority  vote  of  the  shareholders.


ITEM  5.          OTHER  INFORMATION
                  ------------------

None.


ITEM  6.          EXHIBITS  AND  REPORTS  ON  FORM  8-K
                  -------------------------------------

(a)          Exhibits
(27)    Financial  Data  Schedule

(b)          Reports  on  Form  8-K:  Form  8-K,  filed  October  2,  1997:
The  Company  has  hooked up its Martins-Severin No. 6 well and its Webb Tract
No.  2  well,  increasing  its daily production of dry natural gas to over 12,
800,000  cubic  feet per day.  This is an increase of 68% over the most recent
report of 7,625,000 cfd by the State of California Department of Conservation,
which  compiles monthly statistics on petroleum production in the State.  This
increase  would raise the Company to second position among 120 dry natural gas
operators  listed  in  the  May  1997 report where it is listed in 11th place.
                                  SIGNATURES




     Pursuant  to  the requirement 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.


                                        TRI-VALLEY  CORPORATION
                                        --------------------------------
                                              (Registrant)



      November  14,  1997                s/ Thomas J. Cunningham
                                         ----------------------
                                         Thomas    J. Cunningham
                                         Chief  Financial  Officer