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                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 10-K/A
                                 AMENDMENT NO. 1

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

                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 1998

                                       OR

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

              FOR THE TRANSITION PERIOD FROM _________ TO ________

                         COMMISSION FILE NUMBER 0-26444


                                 FORCENERGY INC
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                     DELAWARE                                65-0429338
          (State of other jurisdiction of                 (I.R.S. Employer
          incorporation or organization)                 Identification No.)

               2730 S.W. 3RD AVENUE
                      SUITE 800
                  MIAMI, FLORIDA                            33129-2356
     (Address of principal executive offices)               (Zip Code)


       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (305) 856-8500

                              --------------------

           SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                                     NAME OF EACH EXCHANGE ON
                  TITLE OF EACH CLASS                    WHICH REGISTERED
                  -------------------                ------------------------
                     Common Stock                     New York Stock Exchange*

* The shares of common stock were delisted by the New York Stock Exchange on
  March 22, 1999.

        SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE

         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       No   X
                                              ----     -----

         Indicate by checkmark if disclosure of delinquent filings pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of the Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.

         As of May 31, 1999, there were outstanding 24,755,241 shares of common
stock of the Registrant. The aggregate market value on June 7, 1999 of the
voting stock of the Registrant held by non-affiliates was an estimated
$18,250,000.


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                                EXPLANATORY NOTES

         This Amendment No. 1 to the Annual Report on Form 10-K of Forcenergy
Inc (the "Company") for the year ended December 31, 1998 is filed to correct
certain errors appearing in the EDGAR filing that were not consistent with the
final paper document executed by the Company and its Directors and Officers:

1.       The market value of the stock held by non-affiliates of the Company as
         of June 7, 1999 was an estimated $18,250,000. This number was omitted
         in error on the cover page of the initial EDGAR filing.

2.       Exhibit 10.27 on page 40 of the filing is hereby amended to reflect the
         fact that this exhibit was filed with this Annual Report on Form 10-K
         as opposed to being filed on Exhibit 10.1 to the Quarterly Report on
         Form 10-Q filed August 14, 1998.

3.       The signature lines on page 44 of the filing should be, and hereby are,
         each marked to include conformed signature lines indicating the
         signatures of each of the persons indicated. In addition, the dates of
         such signatures should be, and hereby are, corrected to reflect the
         proper date, June 11, 1999, as indicated on the final paper document.

4.       The average oil price of $10.67 indicated on page F-26 of the EDGAR
         filing is incorrect. The correct average oil price used and stated in
         the final paper document is $9.77.


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         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report on Form 10-K/A
to be signed on its behalf by the undersigned, thereunto duly authorized.

                                   FORCENERGY INC

                                   By: /s/ E. Joseph Grady
                                       ----------------------------------------
                                       E. Joseph Grady
                                       Vice President - Chief Financial Officer

Date:  July 20, 1999