UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)
[x]             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended         March 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                    0-19365
                       ---------------------------------------------------

                            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  12,668,512  shares of $.02 par value common stock  outstanding as of
May 13, 1998.




<PAGE>




                            CROWN ENERGY CORPORATION

                                      INDEX
                                      -----
                                                                         PAGE(S)
                                                                         -------


PART I.         Financial Information


        ITEM 1. Financial Statements

                Condensed Consolidated Balance Sheets at March 31,
                   1998 (unaudited) and December 31, 1997                      3

                Condensed Consolidated Statement of Operations for the Three
                   Months ended March 31, 1998 and 1997 (unaudited)            5

                Condensed Consolidated Statement of Stockholder's Equity
                   (unaudited)                                                 6

                Condensed Consolidated Statement of Cash Flows for the
                   Three Months ended March 31, 1998 and 1997 (unaudited)      7

                Notes to Condensed Consolidated Financial Statements
                   (unaudited)                                                 9


        ITEM 2. Management's Discussion and Analysis of Financial
                    Condition and Results of Operations                       12


PART II.        Other Information

        ITEM 1. Legal Proceedings                                             13

        ITEM 2. Changes in Securities                                         13

        ITEM 3. Defaults upon Senior Securities                               13

        ITEM 4. Submission of Matters to a Vote of Security Holders           13

        ITEM 5. Other Information                                             13

        ITEM 6. Exhibits and Reports on Form 8-K                              13


PART III.       Signatures                                                    14



<PAGE>



                          PART I-FINANCIAL INFORMATION
                          ITEM 1. FINANCIAL STATEMENTS

<TABLE>
                            CROWN ENERGY CORPORATION

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                     ASSETS


<CAPTION>
                                                                      March 31,
                                                                        1998      December 31,
                                                                     [unaudited]      1997
                                                                      ----------   ----------
<S>                                                                   <C>           <C>      
CURRENT ASSETS:
     Cash                                                             $2,228,839    3,100,765
     Trade and other accounts receivable, net of allowance for
          doubtful accounts of $75,000 and $75,000 at 1998 and 1997       10,808       10,808
     Other current assets                                                483,951      177,416
                                                                      ----------   ----------
          Total Current Assets                                         2,723,598    3,288,989

PROPERTY AND EQUIPMENT, net                                               32,395        7,383

EQUITY INVESTMENT IN A LIMITED LIABILITY
     COMPANY                                                           3,977,514    3,412,355

OTHER ASSETS                                                             206,033      354,930



          TOTAL ASSETS                                                $6,939,540   $7,063,657
                                                                      ==========   ==========
</TABLE>


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

                                        3

<PAGE>




<TABLE>
                            CROWN ENERGY CORPORATION

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                      LIABILITIES AND STOCKHOLDERS' EQUITY


<CAPTION>
                                                                     March 31,
                                                                       1998        December 31,
                                                                   [unaudited]        1997
                                                                   ------------    ------------

<S>                                                                <C>             <C>         
CURRENT LIABILITIES
     Accounts payable                                              $      7,230    $      9,535
     Other current liabilities                                          205,297         124,981
                                                                   ------------    ------------
          Total Current Liabilities                                     212,527         134,516

LONG-TERM DEBT                                                                0               0
                                                                   ------------    ------------

          Total Liabilities                                             212,527         134,516
                                                                   ------------    ------------

STOCKHOLDERS' EQUITY:
      Preferred stock, $.005 par value, 1,000,000 shares
         authorized, 500,000 $10 series A Cumulative Convertible
         Shares issued and outstanding                                    2,500           2,500
     Common stock, $.02 par value, 50,000,000 shares
         authorized, 11,722,216 and 11,722,216 issued and
         outstanding at 1998 and 1997                                   234,444         234,444
     Common stock subscribed, $.02 par value, 946,296 shares
        subscribed                                                       18,926               0
     Common stock subscription receivable from related parties         (549,166)              0
     Capital in excess of par value                                  10,695,485      10,165,245
     Retained deficit                                                (3,675,176)     (3,473,048)
                                                                   ------------    ------------

          Total Stockholders' Equity                                  6,727,013       6,929,141
                                                                   ------------    ------------

          TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY               $  6,939,540    $  7,063,657
                                                                   ============    ============
</TABLE>


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

                                        4

<PAGE>



                            CROWN ENERGY CORPORATION

                                   [Unaudited]

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                    For the Three Months Ended
                                                             March 31,
                                                    --------------------------
                                                         1998         1997
                                                    ------------  ------------
REVENUE:
        Oil and gas production                        $       0    $  50,503
                                                    ------------  ------------

                      Total Revenue                           0       50,503
                                                    ------------  ------------

EXPENSES:
        Production costs and related taxes                    0       28,157
        General and administrative expenses             139,589       82,879
        Depletion, depreciation and amortization          1,700       14,912
                                                    ------------  ------------

                      Total Expenses                    141,289      125,948
                                                    ------------  ------------

OPERATING LOSS                                         (141,289)     (75,445)
                                                    ------------  ------------

OTHER INCOME (EXPENSES):
        Interest and other income                        47,227          898
        Interest and other expense                       (6,523)      (8,745)
                                                    ------------  ------------

                      Total Other Income (Expenses)      40,704       (7,847)
                                                    ------------  ------------

LOSS BEFORE TAX PROVISION                             ($100,585)   ($ 83,292)
                                                    ------------  ------------

PROVISION FOR TAXES:
        Current tax expense (benefit)                         0            0
        Deferred tax expense (benefit)                        0      (28,170)
                                                    ------------  ------------

NET LOSS                                              ($100,585)   ($ 55,122)
                                                    ============  ============

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


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

                                        5

<PAGE>




<TABLE>
                                         CROWN ENERGY CORPORATION

                                     CONDENSED CONSOLIDATED STATEMENT
                                          OF STOCKHOLDERS' EQUITY

                                                [Unaudited]

                                 FOR THE THREE MONTHS ENDED MARCH 31, 1998


<CAPTION>
                                Preferred Stock              Common Stock           Common     Common Stock    
                              ---------------------    ------------------------      Stock      Subscribed     
                               Shares     Amount         Shares         Amount     Subscribed   Receivable     
                              -------   -----------    ----------   -----------   -----------   -----------    

BALANCE, DECEMBER
<S>                           <C>       <C>            <C>          <C>           <C>           <C>            
     31, 1997                 500,000   $     2,500    11,722,216   $   234,444          --            --      

Dividends on Preferred
     Stock                       --            --            --            --            --            --      

Common stock subscribed          --            --            --            --     $    18,926   ($  549,166)   

Net loss for the three
    months ended
    March  31, 1998              --            --            --            --            --            --      

BALANCE,
 March 31, 1998               500,000   $     2,500    11,722,216   $   234,444   $    18,926   ($  549,166)   
                                                                                  ===========   ===========    




                                   
<CAPTION>
                          Capital in                               
                          Excess of      Retained                  
                          Par Value       Deficit         Total    
                          -----------   -----------    ----------- 
                                                                   
BALANCE, DECEMBER                                                  
<S>                       <C>           <C>            <C>         
     31, 1997             $10,165,245   ($3,473,048)   $ 6,929,141 
                                                                   
Dividends on Preferred                                             
     Stock                       --        (101,543)      (101,543)
                                                                   
Common stock subscribed   $   530,240          --                0 
                                                                   
Net loss for the three                                             
    months ended                                                   
    March  31, 1998              --        (100,585)      (100,585)
                                                                   
BALANCE,                                                           
 March 31, 1998           $10,695,485   ($3,675,176)   $ 6,727,013 
                          ===========   ===========    =========== 
</TABLE>
                                                                   
                          

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

                                        6
<PAGE>



<TABLE>
                            CROWN ENERGY CORPORATION

                                   [Unaudited]

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


<CAPTION>
                                                                For the Three Months Ended
                                                                         March 31,
                                                                --------------------------
                                                                    1998          1997
                                                                ------------  ------------

<S>                                                               <C>          <C>       
Cash Flows From (To) Operating Activities:
      Net income (loss)                                           ($100,585)   ($ 55,122)
                                                                ------------  ------------

      Adjustments to reconcile net loss to 
         net cash used by operating activities:
             Amortization, depreciation and depletion                 1,700       15,912
             Non-cash (income) expense                                    0        5,483
             Change in assets and liabilities:
                 Joint interest and accounts receivable                   0       20,216
                 Other assets                                      (157,638)     (26,130)
                 Accounts payable                                    (2,305)     (23,878)
                 Other current liabilities                          (21,227)       5,448
                 Deferred tax liability                                   0      (28,170)
                                                                ------------  ------------

                      Total adjustments                            (179,470)     (31,119)
                                                                ------------  ------------

                      Net Cash Used by Operating Activities        (280,055)     (86,241)
                                                                ------------  ------------

Cash Flows From (To) Investing Activities:
      Additions to oil sand properties                                    0         (626)
      Equity investment in limited liability company               (565,159)           0
      Purchase of property & equipment                              (26,712)           0
                                                                ------------  ------------

                      Net Cash Provided (Used) in
                           Investing Activities                    (591,871)        (626)
                                                                ------------  ------------

Cash Flows From (To) Financing Activities:
      Net changes in long-term debt                                       0      (28,109)
      Net proceeds from sale of common stock                              0            0
                                                                ------------  ------------


                      Net Cash Provided by Financing Activities   $       0    ($ 28,109)
                                                                ------------  ------------
</TABLE>


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

                                        7

<PAGE>



<TABLE>
                            CROWN ENERGY CORPORATION

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   [Continued]


<CAPTION>
                                                                      For the Three Months Ended
                                                                               March 31,
                                                                      --------------------------
                                                                          1998           1997
                                                                      -----------    -----------

<S>                                                                   <C>            <C>         
Net Increase (Decrease) in Cash:                                      ($  871,926)   ($  114,976)
                                                                      ===========    ===========

Cash at Beginning of Period                                           $ 3,100,765    $   142,772
                                                                      ===========    ===========

Cash at End of Period                                                 $ 2,228,834    $    27,796
                                                                      ===========    ===========


Supplemental Disclosure of Cash Flow Information
      Cash paid during the period:
         Interest                                                     $     6,523          3,262
                                                                      ===========    ===========

         Income taxes                                                        --             --
                                                                      ===========    ===========
</TABLE>



Supplemental Schedule of Non-cash Investing and Financing Activities:

      For the period ended March 31, 1998:

             None

      For the period ended March 31, 1997:

             The  Company  issued  45,000  shares of common  stock in payment of
             accounts payable and oil sand costs.

             The Company issued 25,894 shares of common stock in payment of note
             payable.

             The  Company  converted  accrued  interest  of  $5,483  into  notes
             payable.






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

                                        8

<PAGE>



                            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
               March 31, 1998 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, 1997  audited  financial
               statements.  The results of operations for the period ended March
               31, 1998 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.  Crown  acquired 100% of BVRC on
               September  30,  1992.  On  August  6,  1997,   the  name  of  the
               corporation was changed to Crown Asphalt Corporation  ["CAC"]. On
               September 1, 1997, the  corporation  entered into a joint venture
               with MCNIC  Pipeline  and  Processing  Company to  construct  and
               operate an asphalt production facility at Asphalt Ridge (See Note
               3 - Formation of Joint Venture).  The Company's  asphalt business
               is its primary business activity.

               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.  Gavilan was sold on July 2, 1997 for $150,000.
               (See Note 2 - Sale of Subsidiary)

               Crown Asphalt  Products  Company ("Crown  Products") was formerly
               known as Energy  Technologies  Corporation.  Crown  Products  was
               formed in 1991, but until recently has been a dormant entity. The
               Company  recently  activated  Crown  Products  for the purpose of
               developing an asphalt marketing and distribution business.

               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.








                                        9

<PAGE>



                            CROWN ENERGY CORPORATION

                    NOTES TO UNAUDITED CONDENSED CONSOLIDATED

                              FINANCIAL STATEMENTS


               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.  Production  is  projected  to commence in
               June,  1998.  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.  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 - SALE OF SUBSIDIARY

               On  July 2,  1997,  the  Company  entered  into a stock  purchase
               agreement  with Road Runner Oil,  Inc.("RRO") to sell 100% of its
               interest  in  its  wholly-owned  subsidiary,  Gavilan  Petroleum,
               Inc.("Gavilan"). Gavilan operated oil and natural gas properties.
               Under the terms of the sale,  the Company  transferred to RRO all
               of the issued and  outstanding  stock of Gavilan  and in exchange
               received  $25,000 at closing and a promissory note under which it
               will be paid $50,000  within 30 days of closing;  $25,000  within
               120 days of closing; and the remaining $50,000 within 180 days of
               closing.  As of March 31, 1998, the promissory note had a balance
               of  $75,000 of which the  Company  has  established  a reserve of
               $75,000.

        NOTE 3 - FORMATION OF JOINT VENTURE

               On August 1, 1997, Crown's wholly-owned subsidiary, Crown Asphalt
               Corporation,  ("Crown Asphalt") entered into a joint venture with
               MCNIC Pipeline & Processing, Inc., ("MCNIC"), a subsidiary of MCN
               Energy Group,  Inc. ("MCN"),  a large diversified  energy holding
               company  with  approximately  $4  billion  in  assets.  The joint
               venture will operate through Crown Asphalt Ridge,  L.L.C., a Utah
               limited liability company,  (the "L.L.C.") and will be devoted to
               extracting  commercially marketable products from Crown Asphalt's
               oil sands reserves (the  "Reserves")  located at Asphalt Ridge in
               eastern Utah.

               MCNIC and Crown will  initially  hold  sharing  ratios of 75% and
               25%,  respectively,  in profits,  losses and  obligations  of the
               L.L.C. The forgoing ratios will be adjusted to provide each party
               with a 50% sharing ratio upon the  achievement of certain payouts
               to MCNIC.  Crown Asphalt's  required capital  contribution to the
               L.L.C.  consists  of (i) Crown  Asphalt's  rights  under  certain
               equipment  leases with a fair market  value of up to $3.5 million
               to be obtained by Crown  Asphalt;  (ii) the Sublicense of Crown's
               proprietary  oil  sands  refining  technology  from  Park  Guymon
               Enterprises,  Inc.; (iii) the capital reserves (which were valued
               

                                       10

<PAGE>



               at the time of the formation of the L.L.C.  at $500,000) and (iv)
               an  amount  of cash,  if any,  needed  to bring  Crown  Asphalt's
               capital  contributions  up to  25%  of the  capital  required  to
               construct  the initial oil sands  refining  plant.  After  giving
               effect to the value of the items described above, MCNIC, in turn,
               will be  required to fund 75% of the cash  required to  construct
               the  Initial  Plant   contemplated  by  the  L.L.C.'s   Operating
               Agreement. It is presently estimated that such Initial Plant will
               cost $19 million to construct.

        NOTE 4 - SALE OF PREFERRED STOCK

               On November 4, 1997,  Crown  completed the sale of 500,000 shares
               of its 8% Class A Cumulative Convertible Preferred Stock ("Series
               A  Preferred  Stock") to Enron  Capital & Trade  Resources  Corp.
               ("ECT")  pursuant to a Stock Purchase  Agreement  dated September
               25, 1997 for an aggregate sales price of $5 million. Crown issued
               45,000 shares and received $450,000 on the execution of the Stock
               Purchase Agreement. The Series A Preferred are convertible at the
               option  of its  holders  into 24% of the  Common  Stock of Crown.
               Dividends  shall  accrue on the  outstanding  Series A  Preferred
               shares at the rate of 8% per annum and may be paid  through  cash
               or common shares of Crown at the option of the holder.

               Subject to the holders'  right to convert the Series A Preferred,
               Crown may redeem the Series A Preferred at any time from the date
               on  which  it is  issued  at the  following  prices:  (i) if such
               redemption occurs prior to 36 months,  the redemption price shall
               be 130% of the Series A Preferred's "Stated Value" ($10); (ii) if
               prior  redemption  occurs after 36 months but prior to 48 months,
               the redemption price shall be 115% of the Stated Value;  (iii) if
               redemption occurs after 48 months but prior to 60 months from the
               date of issuance,  the Series A Preferred may be redeemed at 110%
               of the Series A Preferred's  Stated Value; and (iv) if redemption
               occurs  after  60  months  from  the  date of the  issuance,  the
               redemption price shall be 100% of the Series A Preferred's Stated
               Value.  The holder of the Series A Preferred may require Crown to
               redeem  125,000  shares of the Series A  Preferred  on the eighth
               anniversary  of its  issuance  and the like  amount  on the ninth
               anniversary of it issuance, with all remaining Series A Preferred
               to be redeemed on the tenth  anniversary of its issuance at a per
               share price no lower than the Stated Value.

        NOTE 5 - CONCENTRATION OF CREDIT RISK

               The   realization  of  the  Company's   investment  in  oil  sand
               properties  is dependent on the success of the joint venture with
               MCNIC  to  successfully  complete  construction  of  its  asphalt
               production  facility  and  profitably  sell the  related  asphalt
               products. The company currently has not generated any significant
               revenues  through the sale of asphalt  products  from its mine at
               Asphalt Ridge in eastern Utah and the company  currently does not
               have any other method of generating revenues.

        NOTE 6 - EXERCISE OF STOCK OPTIONS

               On January 2, 1998, certain officers,  directors and employees of
               the Company  exercised  946,296  options to purchase common stock
               for $549,166 in notes receivable.  The notes bear interest at the
               prime rate,  adjusted the 1st day of each calendar  quarter,  and
               are payable on or before January 2, 2003.



                                       11

<PAGE>




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


RESULTS OF OPERATIONS
---------------------

For the three month period  ended March 31,  1998,  compared to the three months
ended March 31, 1997.
--------------------------------------------------------------------------------

        Oil and gas revenue  decreased  from  $50,503 for the three months ended
March 31, 1997 to $0 for the three months ended March 31,  1998.  This  decrease
was due to the sale of the Company's wholly-owned subsidiary, Gavilan Petroleum,
Inc., which was effective June 1, 1997.

        Oil and gas production costs decreased from $28,157 for the three months
ended  March 31, 1997 to $0 for the three  months  ended  March 31,  1998.  This
decrease was due to the sale of the Company's wholly-owned  subsidiary,  Gavilan
Petroleum, Inc., which was effective June 1, 1997.

        General and administrative expenses increased from $82,879 for the three
months  ended March 31, 1997 to $139,589  for the three  months  ended March 31,
1998,  an increase of $56,710  (68%).  This  change was due to  increased  costs
related to the Company's investment in the joint venture with MCNIC.

        Depletion,  depreciation and amortization decreased from $14,912 for the
three months ended March 31, 1997 to $1,700 for the three months ended March 31,
1998.  This  decrease  was  due  to  the  sale  of  the  Company's  wholly-owned
subsidiary, Gavilan Petroleum, Inc., which was effective June 1, 1997.

        Other Income (Expense)  fluctuated from total expenses of $7,847 for the
three  months  ended  March 31,  1997 to Other  Income of $40,704  for the three
months ended March 31, 1998.  This  fluctuation  was  primarily  due to interest
income on the Company's cash reserves.

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

        At March 31,  1998,  the  Company had cash and other  current  assets of
$2,723,598  as  compared  to cash and  other  current  assets of  $3,288,989  at
December 31, 1997. This decrease of $565,391 was due to equity  contributions to
the Crown Asphalt Ridge, L.L.C.  ("Crown Ridge") and a loss from operations.  As
of March 31, 1998, the Company had no long-term debt obligations and believes it
has sufficient  capital to meet all of its current working capital  requirements
and its share of Crown Ridge's budgeted capital requirements.

        In addition, the Company will incur its proportionate share of operating
expenses  of Crown Ridge until such time that Crown  Ridge's  operations  become
profitable.  Furthermore, should Crown Ridge incur unforeseen additional capital
costs,  the Company is obligated to pay its  proportionate  share of such costs.
The  Company  believes  it has  sufficient  capital to cover  such  obligations.
However, there can be no assurance that such additional obligations can be met.





                                       12

<PAGE>



                                 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

               Exhibit              Name
               -------              ----
                 27         Financial Data Schedule


               During the quarter  ended March 31,  1998,  there were no reports
               filed on Form 8-K.



                                       13

<PAGE>




                             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: May 13, 1998                 By: /s/ JAY MEALEY
    -----------------------            -----------------------------------------
                                   Jay Mealey, President

Date: May 13, 1998                 By: /s/ RICHARD S. RAWDIN
    -----------------------            -----------------------------------------
                                   Richard S. Rawdin, Vice President of Finance





                                       14