UNITED STATES

               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                            FORM 10-Q/A1

(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, 1996            

                               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                         0-19365                       

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

               Utah                                  87-0368981           
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
incorporation or organization)

             215 South State, Suite 550, Salt Lake City, Utah, 84111         
       (Address of principal executive offices, zip code)

                                      (801) 537-5610                         
      (Registrant's telephone number, including area code)

                                      Not applicable                         
(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       


     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the 
latest practicable date.
  
There were 10,980,571 shares of $.02 par value common stock outstanding as of
November 13, 1996.


                    CROWN ENERGY CORPORATION

                              INDEX
                                                            PAGE(S)


PART I.   Financial Information    


     ITEM 1.   Financial Statements

       Condensed Consolidated Balance Sheet at September 30, 
         1996 (unaudited) and December 31, 1995                    3

       Condensed Consolidated Statement of Income for the Three
         Months ended September 30, 1996 and 1995 (unaudited)      5
               
       Condensed Consolidated Statement of Income for the Nine
         Months ended September 30, 1996 and 1995 (unaudited)      6

       Condensed Consolidated Statement of Stockholder's Equity
         (unaudited)                                               7

       Condensed Consolidated Statement of Cash Flows for the
         Nine Months ended September 30, 1996 and 1995 (unaudited) 8
                  
       Notes to Condensed Consolidated Financial Statements
         (unaudited)                                               10


     ITEM 2.   Management's Discussion and Analysis of Financial
                   Condition and Results of Operations             13


PART II.       Other Information                                

     ITEM 1.   Legal Proceedings                                   15

     ITEM 2.   Changes in Securities                               15

     ITEM 3.   Defaults upon Senior Securities                     15

     ITEM 4.   Submission of Matters to a Vote of Security Holders 15

     ITEM 5.   Other Information                                   15

     ITEM 6.   Exhibits and Reports on Form 8-K                    15


PART III.      Signatures                                          16


                  PART I-FINANCIAL INFORMATION
                  ITEM 1.  FINANCIAL STATEMENTS

<TABLE>
                    CROWN ENERGY CORPORATION

              CONDENSED CONSOLIDATED BALANCE SHEETS

                             ASSETS



<S>                                      <C>                 <C>
                                         September 30,       
                                           1996               December 31,
                                          [unaudited]             1995     

CURRENT ASSETS:
     Cash                                  $95,046             $97,247
     Joint interest and trade accounts 
          receivable                        20,957              37,697
     Other current assets                   78,578                   0
          Total Current Assets             194,581             134,944

PROPERTY AND EQUIPMENT                       3,060               5,782
     (net of accumulated depreciation)

INVESTMENT IN OIL AND GAS PROPERTIES     1,102,054           1,145,214
     (full cost method, net of accumulated 
          depletion)

INVESTMENT IN OIL SAND PROPERTIES        2,868,633           2,733,080

OTHER ASSETS                               347,730             325,230

                                                                       
         TOTAL ASSETS                   $4,516,058           $4,344,250


</TABLE>


<TABLE>
                    CROWN ENERGY CORPORATION

              CONDENSED CONSOLIDATED BALANCE SHEETS

              LIABILITIES AND STOCKHOLDERS' EQUITY


     <S>                                <C>                 <C>

                                     September 30,
                                        1996                December 31,
                                      [unaudited]                1995    

CURRENT LIABILITIES
     Accounts payable                     $134,494            $244,314
     Current portion of long-term debt     121,140              67,372
     Other current liabilities             191,340             173,250
          Total Current Liabilities        446,974             484,936

LONG TERM DEBT                              60,349             120,420

LONG TERM DEBT -- RELATED PARTIES          118,578             110,922

DEFERRED TAX LIABILITY                     455,733              63,100

          Total Liabilities              1,081,634           1,279,378

STOCKHOLDERS' EQUITY:
     Preferred stock, $.005 par value, 
     1,000,000 shares authorized, no shares 
     issued and outstanding                  -----          -----
     Common stock, $.02 par value, 50,000,000 
     shares authorized, 10,980,571 and 
     9,861,069 issued and
     outstanding at 1996 and 1995          219,610             197,220
     Capital in excess of par value      5,256,774           4,701,193
     Retained earnings                  (2,041,960)         (1,833,541)

          Total Stockholders' Equity     3,434,424           3,064,872

TOTAL LIABILITIES AND STOCKHOLDERS' 
               EQUITY                   $4,516,058          $4,344,250

</TABLE>

<TABLE>
                    CROWN ENERGY CORPORATION

                           [Unaudited]

         CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS



<S>              <C>                   <C>        <C>
                                                  
                                    For the Three Months Ended
                                            September 30,     
                                          1996         1995   
REVENUE:
Oil and gas production                 $65,646     $37,563

Total Revenue                           65,646      37,563

EXPENSES:
Production costs and related taxes      34,887      33,470
General and administrative expenses     97,312     121,579
Depletion, depreciation and amortization16,110      11,540

Total Expenses                         148,309     166,589

OPERATING INCOME (LOSS)                (82,663)   (129,026)

OTHER INCOME (EXPENSES):
Interest and other income                1,267      10,426 
Gain (loss) on sale of properties            0           0
Interest and other expense              (5,109)     (4,430)

Total Other Income (Expenses)           (3,842)      5,996

INCOME (LOSS) BEFORE TAX PROVISION    ($86,505)  ($123,030)

PROVISION FOR TAXES:
Current tax expense (benefit)                0           0
Deferred tax expense (benefit)         (29,412)    (41,830)

NET INCOME (LOSS)                     ($57,093)   ($81,200)

NET INCOME (LOSS) PER SHARE             ($0.01)     ($0.01)

</TABLE>


<TABLE>
                    CROWN ENERGY CORPORATION

                           [Unaudited]

         CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


<S>    <C>    <S>                                    <C>        <C>
                                                    For the Nine Months Ended
                                                          September 30,    
 
                                                       1996          1995  
  
REVENUE:
             Oil and gas production                    $165,639   142,171

                       Total Revenue                    165,639   142,171

EXPENSES:
             Production costs and related taxes         97,711    101,938
             General and administrative expenses       328,132    313,311
             Depletion, depreciation and amortization   46,178     39,967

                       Total Expenses                  472,021    455,216

OPERATING INCOME (LOSS)                               (306,382)  (313,045)

OTHER INCOME (EXPENSES):
             Interest and other income                   6,371     11,361
             Gain (loss) on sale of properties               0         0
             Interest and other expense                (15,775)   (13,435)

                       Total Other Income (Expenses)    (9,404)    (2,074)

INCOME (LOSS) BEFORE TAX PROVISION                   ($315,786) ($315,119)

PROVISION FOR TAXES:
             Current tax expense (benefit)                   0         0
             Deferred tax expense (benefit)           (107,367) (107,140)

NET INCOME (LOSS)                                    ($208,419)($207,979)

NET INCOME (LOSS) PER SHARE                             ($0.02)   ($0.02)

</TABLE>


<TABLE>
                    CROWN ENERGY CORPORATION

                CONDENSED CONSOLIDATED STATEMENT
                     OF STOCKHOLDERS' EQUITY

                           [Unaudited]

          FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996



   <C> <C>            <C>       <C>      <C>        <C>          <C>
                        Common Stock     Capital in
                                         Excess of  Retained
                        Shares    Amount Par Value  (Deficit)  Total 

BALANCE, DECEMBER 
   31, 1995           9,861,069 $197,220 $4,701,193 ($1,833,541) $3,064,872

Net Income (loss) for 
   the nine months ended
   September 30, 1996   ---        ---        ---      (208,419)   (208,419)

Shares issued for 
   cash at $.50 per share 
   in private placement
   net of placement 
   costs              800,000    16,000     319,000         ---     335,000

Shares issued for 
   commissions         80,000     1,600      38,400         ---      40,000

Shares issued for 
   non-cash consider-
   ation at $.79 to    191,547    3,831     175,544         ---     179,375
   $1.00 per share

Shares issued for 
   payment of note 
   payable              47,955      959      22,637         ---      23,596
                                                                    
BALANCE, SEPTEMBER 
   30, 1996         10,980,571 $219,610  $5,256,774  ($2,041,960) $3,434,424

</TABLE>

<TABLE>
                    CROWN ENERGY CORPORATION

                           [Unaudited]

         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                   <S>                                   <C>        <C>
                                                    For the Nine Months Ended
                                                         September 30,      
                                                       1996            1995 
 

Cash Flows From (To) Operating Activities:
             Net income (loss)                          ($208,419)  ($207,979)

             Adjustments to reconcile net loss to
             net cash used by operating activities:
             Common Stock issued for commissions           40,000          0
             Accrued interest converted into notes 
             payable                                       12,309      8,992
             Amortization, depreciation and 
             depletion                                     45,882     39,967
             Non-cash (income) expense                          0          0
             Change in assets and liabilities:
             Joint interest and accounts 
                      receivable                           16,740      9,619
                   Other assets                          (101,078)      (458)
                   Accounts payable                      (109,817)   (14,252)
                   Other current liabilities              120,102    140,629
                   Deferred tax liability                (107,367)  (107,140)
                   Total adjustments                      (83,229)    77,357

           Net Cash Used by Operating 
                      Activities                         (291,648)  (130,622)

Cash Flows From (To) Investing Activities:
       Additions to oil sand properties                   (45,553)   (63,473)
       Net Proceeds from sale of oil and gas properties         0    150,000

       Net Cash Provided (Used) in
                      Investing Activities                (45,553)    86,527

Cash Flows From (To) Financing Activities:
       Principal payments on long-term debt                     0    (19,020)
       Net proceeds from sale of common stock              335,000    90,000

       Net Cash Provided by Financing 
                      Activities                          $335,000   $70,980
</TABLE>

<TABLE>
                    CROWN ENERGY CORPORATION

         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                           [Continued]
<S>                                                     <C>         <C>

                                                    For the Nine Months Ended
                                                           September 30,    
                                                       1996           1995  
 
        
Net Increase (Decrease) in Cash:                        ($2,201)    $26,885     
Cash at Beginning of Period                             $97,247     $30,592

Cash at End of Period                                   $95,046     $57,477


Supplemental Disclosure of Cash Flow Information
           Cash paid during the period:
              Interest                                   ---        $3,997

              Income taxes                               ---           ---



Supplemental Schedule of Non-cash Investing and Financing Activities:

     For the period ended September 30, 1996:

     The Company issued 191,547 shares of common stock in payment of $89,375
     in current liabilities and $90,000 in project costs.

     The Company issued 47,955 shares in payment of $23,596 in notes payable.

</TABLE>
           
        
                 CROWN ENERGY CORPORATION

            NOTES TO UNAUDITED CONDENSED CONSOLIDATED

                      FINANCIAL STATEMENTS


   NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        The accompanying financial statements have been prepared by the
        Company without audit.  In the opinion of management, all
        adjustments (which include only normal recurring adjustments)
        necessary to present fairly the financial position, results of
        operations and changes in stockholders' equity and cash flows at
        September 30, 1996 and for all periods presented have been made.

        Certain information and footnote disclosures normally included in
        financial statements prepared in accordance with generally
        accepted accounting principles have been condensed or omitted.  It
        is suggested that these condensed financial statements be read in
        conjunction with the financial statements and notes thereto
        included in the Company's December 31, 1995 audited financial
        statements.  The results of operations for the period ended
        September 30, 1996 are not necessarily indicative of the operating
        results for the full year.

        ORGANIZATION   

        Crown Energy Corporation ["Crown"], a Utah corporation, was
        organized on March 17, 1981.  Crown's primary activities have been
        the acquisition and development of oil and gas leases.  

        BuenaVentura Resources Corporation ["BVRC"], a Utah corporation,
        was organized October 24, 1985.  BVRC is active in the mining and
        development of oil sand deposits and owns the rights to a newly
        patented technology for the extraction of oil from oil sands. 
        Crown acquired 100% of BVRC on September 30, 1992.
        
        Gavilan Petroleum, Inc. ["Gavilan"], a Utah corporation, was
        organized on September 9, 1985.  Gavilan is engaged in the
        production and selling of oil and gas from leases it operates in
        the state of Utah.  Gavilan became a 100% subsidiary of Crown on
        January 24, 1991.
        
        PRINCIPLES OF CONSOLIDATION

        The consolidated financial statements include the accounts of the
        Company and its wholly-owned subsidiaries.  All significant
        intercompany transactions have been eliminated in consolidation.

        OIL AND GAS PROPERTIES

        Oil and gas properties are accounted for on the full cost method,
        whereby all costs associated with acquisition, exploration and 
        development of oil and gas properties are capitalized on a
        country-by-country, cost center basis.  All oil and gas revenues
        are derived from reserves located in the state of Utah. 
        Amortization of such costs is determined by the ratio of current
        period production to estimated proved reserves.  Estimated proved
        reserves are based upon reports of petroleum engineers.

        The net carrying value of oil and gas properties is limited to the
        lower of amortized costs or the cost center ceiling [defined as
        the sum of the present value [10% discount rate] of estimated,
        unescalated future net cash flows from proved reserves, plus the
        lower of cost or estimated fair value of unproved properties,
        giving effect to income taxes].

        OIL SAND PROPERTIES

        The Company's investment in oil sand properties, including
        acquisition and development costs, are being capitalized and will
        be amortized by the unit-of-production method once commercial
        production commences, projected to be early 1997.  The Company
        reviews its investment in oil sand properties for impairment
        whenever events or changes in circumstance indicate that the
        carrying amount of the investment may not be recoverable.  The
        Company's basis of determining the recoverability of its
        investment is based on estimated future cash flows expected to
        result from the extraction and production of products from the oil
        sands.  The Company is unaware of any events or changes in
        circumstance that would merit a review for impairment, however the
        Company's estimated future cash flows from its investment in oil
        sands exceeds the carrying value of the investment, thus there is
        no current impact from the adoption of SFAS 121.

        INCOME (LOSS) PER SHARE

        The computation of income (loss) per share of common stock is
        based on the weighted average number of shares outstanding during
        the periods presented.

   NOTE 2 - SIGNIFICANT CUSTOMERS

        The Company sells substantially all of its oil production to one
        purchaser.  If this purchaser stopped buying products from the
        Company, the Company would then contract with other purchasers
        available in the areas where the oil is produced.  The effect of
        this purchaser pulling out of the area would at least put a
        temporary downward pressure on prices in the area, but it is not
        currently possible for the Company to estimate how the Company
        would be affected.  Management believes that its oil is a
        commodity that is readily marketable and that the marketing
        methods it follows is typical of similar companies in the
        industry.

   NOTE 3 - SUBSEQUENT EVENT

        On November 7, 1996, the Company completed a $200,000 private
        placement of 400,000 shares of restricted common stock at $.50 per
                share.


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


RESULTS OF OPERATIONS

For the three month period ended September 30, 1996, compared to the three
months ended September 30, 1995.

   Oil and gas revenue increased from $37,563 for the three months ended
September 30, 1995 to $65,646 for the three months ended September 30, 1996,
an increase of $28,083 (75%).  This change was due to an increase in production
and higher oil prices for the period.  Total production increased from 1,949
barrels for the three months ended September 30, 1995 to 2,513  barrels for the
same period in 1996, an increase of 29%.  This increase in production was the
result of one producing well being shut-in for 2 months in 1995 thereby
lowering third quarter 1995 production totals.  Average oil prices increased
from $16.62 for the three months ended September 30, 1995 to $19.98 for the
same period in 1996.

   Oil and gas production costs increased from $33,470 for the three months
ended September 30, 1995 to $34,887 for the three months ended September 30,
1996, an immaterial change of $1,417 (4%).      

   General and administrative expenses decreased from $121,579 for the three
months ended September 30, 1995 to $97,312 for the three months ended September
30, 1996, a decrease of $24,267 (20%).  This change was primarily due to a
decrease in consulting expenses.

   Depletion, depreciation and amortization increased from $11,540 for the
three months ended September 30, 1995 to $16,110 for the three months ended
September 30, 1996, an increase of $4,570  (40%).  This change was due to an
increase in production and a higher depletion unit rate for 1996.

For the nine month period ended September 30, 1996, compared to the nine months
ended September 30, 1995.

   Oil and gas revenue increased from $142,171 for the nine months ended
September 30, 1995 to $165,639 for the nine months ended September 30, 1996,
an increase of $23,468 (17%).  This increase was primarily due to an increase
in average oil prices from $16.99 for the nine months ended September 30, 1995
to $19.49 for the same period in 1996, an increase of 14.7%.

   Oil and gas production costs decreased from $101,938 for the nine months
ended September 30, 1995 to $97,711 for the nine months ended September 30,
1996, an immaterial decrease of $4,227 (4%). 

   General and administrative expenses increased from $313,311 for the nine
months ended September 30, 1995 to $328,132 for the nine months ended 
September 30, 1996, an increase of $14,821 (5%).  This change was due to an 
increase in general overhead expenses relating to the Asphalt Ridge Oil 
Sand Project.

   Depletion, depreciation and amortization increased from $39,967 for the
nine months ended September 30, 1995 to $46,178 for the nine months ended
September 30, 1996, an increase of $6,211 (16%).  This change was due to an
increase in the depletion unit rate for 1996.

LIQUIDITY AND CAPITAL RESOURCES

   At September 30, 1996, the Company had cash and other current assets of
$194,581 as compared to cash and other current assets of $134,944 at December
31, 1995.  The increase of $59,637 was primarily due to net proceeds from an
equity financing of $400,000 completed in February, 1996.  The increase was
partially offset by a loss from operations and pre-construction capital and
permitting costs incurred on the Asphalt Ridge Oil Sand Project.

   Total debt increased from $231,342 in long-term debt and $67,372 in
current portion of long-term debt at December 31, 1995 to $178,927 in long-term
debt and $121,140 in current portion of long-term debt at September 30, 1996. 
This increase was primarily due to accrued interest being converted into notes
payable.  

   The Company's primary objective is to complete financing for construction
of its full-scale, 1,000 barrel per day commercial asphalt production facility. 
The Company is seeking approximately $10 - $12m for construction costs and
approximately $4 - $5m for start-up and working capital and is evaluating
financing alternatives with several investor groups.  No assurance can be given
that additional financing will be available or, if available, that it will be
available on acceptable terms.  If additional funds are raised by issuing
equity securities, further dilution to then-existing stockholders may result. 
If such additional funds are raised through the issuance of debt securities,
the Company's cash flows will be required to be devoted to service such debt. 
If adequate funds are not available, the Company may be required to
significantly curtail or cease its operations. On November 7, 1996, the Company
completed a $200,000 private placement (See Subsequent Event Note) and believes
that its existing cash balances will be sufficient to meet current working
capital requirements.  



                 PART II. - OTHER INFORMATION


ITEM 1. Legal Proceedings

        None.

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

        None.          

                    PART III. - 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.


                          CROWN ENERGY CORPORATION
                                (Registrant)



Date: December 13, 1996          By: 
                                     Jay Mealey, President



Date: December 13, 1996          By: 
                                    Richard S. Rawdin, Vice
                                    President of Finance