UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

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

For the quarterly period ended             March 31, 1999     
                               -------------------------------------

[   ]    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     1-4668    

                     COASTAL CARIBBEAN OILS & MINERALS, LTD.
 ................................................................................
             (Exact name of registrant as specified in its charter)

             BERMUDA                                                NONE
 ...............................                              ...................
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

Clarendon House, Church Street, Hamilton, Bermuda                   HM 11
 ................................................................................
   (Address of principal executive offices)                       (Zip Code)

                                  441-295-1422
 ................................................................................
              (Registrant's telephone number, including area code)


 ................................................................................
              (Former name, former address and former fiscal year,
                          if changed since last report)

         Indicate by check mark whether the registrant (l) has filed all reports
required to be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of
l934  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|  Yes     |_|  No

         The number of shares outstanding of the issuer's single class of common
stock as of April 10, 1999 was 40,056,358.



<PAGE>



                     COASTAL CARIBBEAN OILS & MINERALS, LTD.
                             (A Bermuda Corporation)
                           A Development Stage Company

                         PART I - FINANCIAL INFORMATION

ITEM 1 - Financial Statements

                           CONSOLIDATED BALANCE SHEET
                           (Expressed in U.S. dollars)
                                   (unaudited)


<TABLE>
<CAPTION>
                                                                                 March 31,         December 31,
                                                                                   1999                1998
                                                                               ------------        ------------
                                 ASSETS

Current assets:
<S>                                                                            <C>                 <C>         
  Cash and cash equivalents                                                    $    990,754        $     52,480
  Accounts and interest receivable                                                   17,724              52,634
  Marketable securities                                                             608,678             828,839
  Prepaid expenses                                                                  287,038             314,280
                                                                               ------------        ------------
          Total current assets                                                    1,904,194           1,248,233
                                                                               ------------        ------------

Marketable securities                                                               400,000           1,300,000

Unproved oil, gas and mineral properties (full cost method)                       4,703,873           4,735,619

Other                                                                                27,080              27,198
                                                                               ------------        ------------
Total assets                                                                   $  7,035,147        $  7,311,050
                                                                               ============        ============

                   LIABILITIES, MINORITY INTERESTS AND
                          SHAREHOLDERS' EQUITY

Current liabilities:
  Accounts payable and accrued liabilities                                     $     80,213        $     67,299
                                                                               ------------        ------------

Minority interests                                                                        -                   -

Shareholders' equity:
  Common stock, par value $.12 per share:
  Authorized  - 250,000,000 shares
  Outstanding - 40,056,358 shares                                                 4,806,763           4,806,763
  Capital in excess of par value                                                 28,693,033          28,693,033
                                                                               ------------        ------------
                                                                                 33,499,796          33,499,796
  Deficit accumulated during development stage                                  (26,544,862)        (26,256,045)
                                                                               ------------        ------------
  Total shareholders' equity                                                      6,954,934           7,243,751
                                                                               ------------        ------------

Total liabilities, minority interests and shareholders' equity                 $  7,035,147        $  7,311,050
                                                                               ============        ============
</TABLE>


<PAGE>


                     COASTAL CARIBBEAN OILS & MINERALS, LTD.
                             (A Bermuda Corporation)
                           A Development Stage Company

                         PART I - FINANCIAL INFORMATION

ITEM 1 - Financial Statements

                      CONSOLIDATED STATEMENT OF OPERATIONS
                           (Expressed in U.S. dollars)
                                   (unaudited)



<TABLE>
<CAPTION>
                                                                                                   From inception
                                                                 Three months ended               (Jan. 31, 1953)
                                                                     March 31,                      to March 31,
                                                              1999                1998                  1999
                                                           ---------           ---------           --------------

<S>                                                        <C>                 <C>                   <C>         
Interest and other income                                  $  25,369           $  51,974             $  3,698,673
                                                           ---------           --------- 

Expenses:
  Legal fees and costs                                       106,749             113,939               12,078,360
  Administrative expenses                                    133,017             133,290                6,997,327
  Salaries                                                    43,700              39,000                2,954,978
  Shareholder communications                                  27,404              34,260                3,596,359
  Exploration costs                                            3,316               7,481                  786,976
  Lawsuit judgments                                                -                   -                1,941,916
  Minority interests                                               -                   -                 (632,974)
  Other                                                            -                   -                  364,865
  Contractual services                                             -                   -                2,155,728
                                                           ---------           --------- 
                                                             314,186             327,970               30,243,535
                                                           ---------           --------- 

Net loss                                                   $(288,817)          $(275,996)
                                                           ==========          ==========

Deficit accumulated during
  development stage                                                                                  $(26,544,862)
                                                                                                     =============

Average number of shares
  Outstanding (Basic & Diluted)                           40,056,358          40,056,358
                                                          ==========          ==========

Net loss per share (Basic & Diluted)                         $(.01)              $(.01)
                                                             ======              ======
</TABLE>


<PAGE>



                     COASTAL CARIBBEAN OILS & MINERALS, LTD.
                             (A Bermuda Corporation)
                           A Development Stage Company

                         PART I - FINANCIAL INFORMATION

ITEM 1 - Financial Statements

                      CONSOLIDATED STATEMENT OF CASH FLOWS
                           (Expressed in U.S. Dollars)
                                   (unaudited)


<TABLE>
<CAPTION>
                                                                                                     From inception
                                                                         Three months ended          (Jan. 31, 1953)
                                                                              March 31,               to March 31,
                                                                        1999             1998             1999
                                                                     ---------         ---------     --------------- 
Operating activities:
<S>                                                                  <C>               <C>             <C>          
Net loss                                                             $(288,817)        $(275,996)      $(26,544,862)
Adjustments to reconcile net loss
  to net cash used for operating activities:
    Minority interest                                                        -                 -           (632,974)
    Exploration and other                                                    -                 -            755,974
    Net change in:
       Accounts receivable                                              34,910            13,895            (17,724)
       Prepaid expenses                                                 27,242            32,260           (287,038)
       Current liabilities                                              12,914            (7,109)            80,213
       Other                                                               118              (130)           471,826
                                                                     ---------         ---------       ------------ 
Net cash provided by (used for) operating activities                  (213,633)         (237,080)       (26,174,585)
                                                                     ---------         ---------       ------------ 

Investing activities:
  Additions to oil, gas, and mineral properties
    net of assets acquired for common stock                             31,746           (49,204)        (4,703,873)
  Reimbursement of lease rentals and other expenses                          -                 -          1,243,085
  Marketable securities (net)                                        1,120,161           487,733         (1,008,678)
  Purchase of fixed assets                                                   -                 -            (61,649)
                                                                     ---------         ---------       ------------ 
Net cash provided by (used for) investing activities                 1,151,907           438,529         (4,531,115)
                                                                     ---------         ---------       ------------ 

Financing activities:
  Cash proceeds from sale of
    common stock less expenses                                               -                 -         26,342,205
  Shares issued upon exercise of options                                     -                 -            884,249
  Sale of shares by subsidiary                                               -                 -            750,000
  Sale of subsidiary shares                                                  -                 -          3,720,000
                                                                     ---------         ---------       ------------ 
Net cash provided by financing activities                                    -                 -         31,696,454
                                                                     ---------         ---------       ------------ 
Net increase (decrease) in cash and cash equivalents                   938,274           201,449            990,754
Cash and cash equivalents at beginning of period                        52,480           316,333                  -
                                                                     ---------         ---------       ------------ 

Cash and cash equivalents at end of period                           $ 990,754         $ 517,782       $    990,754
                                                                     =========         =========       ============
</TABLE>


<PAGE>



                     COASTAL CARIBBEAN OILS & MINERALS LTD.

                         PART I - FINANCIAL INFORMATION

                                 March 31, 1999

ITEM 1   -    Financial Statements

         The  information  for the three month  periods ended March 31, 1999 and
1998 is unaudited,  but includes all adjustments  which Coastal Caribbean Oils &
Minerals,  Ltd. (the "Company")  considers necessary for a fair statement of the
results of operations for those periods.  The consolidated  financial statements
include  the  Company's  59.25%  owned  subsidiary,  Coastal  Petroleum  Company
("Coastal Petroleum").

         Statements   included  in  Management's   Discussion  and  Analysis  of
Financial Condition and Results of Operations which are not historical in nature
are intended to be, and are hereby  identified as "forward  looking  statements"
for  purposes  of the  "Safe  Harbor"  Statement  under the  Private  Securities
Litigation Reform Act of 1995. The Company cautions readers that forward looking
statements  are  subject to certain  risks and  uncertainties  that could  cause
actual results to differ  materially from those indicated in the forward looking
statements.

         The Company's  principal  assets are oil, gas, and mineral leases,  the
costs of which total $4.7  million at March 31,  1999.  The Company has been and
continues  to be  involved  in several  legal  proceedings  against the State of
Florida  which  has  limited  the  Company's  ability  to  commence  development
activities  on its unproved oil and gas  properties or obtain  compensation  for
certain property rights it believes have been  confiscated.  These  consolidated
financial  statements  do not include any  adjustments  to reflect the  possible
future effects on the recoverability and classification of assets or amounts and
classification  of  liabilities  that  may  result  from  the  outcome  of  this
uncertainty.

ITEM 2   -    Management's Discussion and Analysis of Financial Condition and
              Results of Operation

Liquidity and Capital Resources

                              Short Term Liquidity

         At March 31, 1999, Coastal Caribbean had cash and marketable securities
of  approximately  $2 million.  These funds are  expected to be used for general
corporate  purposes,  including  exploration and development and to continue the
litigation against the State of Florida.


<PAGE>


                     COASTAL CARIBBEAN OILS & MINERALS LTD.

                         PART I - FINANCIAL INFORMATION

                                 March 31, 1999

ITEM 2   -    Management's Discussion and Analysis of Financial Condition and
              Results of Operation (Cont'd)

                               Long Term Liquidity

         The Company estimates that as much as $400,000 per year may be required
in connection with the Florida litigation.  The Company expects that the Florida
litigation  will  continue at least  through  1999,  although the State may take
actions that could  shorten or lengthen  that period.  The Company has suspended
its program to evaluate the Company's  leases  pending the outcome of the appeal
of the  denial  of its  permit  application  to drill  the St.  George's  Island
prospect.

         The  Company's  oil and  gas  properties  are  currently  unproved  and
undeveloped.  The Company  has  applied for a drilling  permit from the State of
Florida to drill an exploratory well (St. George's Island prospect) in the water
near Apalachicola,  Florida. The State of Florida has resisted the issuance of a
drilling  permit.  If the Company is  successful  in obtaining a state  drilling
permit, then the Company must also do the following:

         1.       Obtain a federal drilling permit.

         2.       Obtain the necessary  funds to drill the well  (including  the
                  cost of the  recommended  surety),  which is estimated to cost
                  approximately $5.5 million.

         3.       Begin drilling the well within  one year of the date the state
                  permit is issued.

         The Company does not  currently  have assets  sufficient  to fund these
expenditures  to drill the  exploration  well, if a permit were granted.  If oil
and/or gas is discovered in commercial  quantities,  a production  program would
require  additional  permitting  and  construction  of  production,  storage and
delivery systems.  The Company would be required to seek additional financing or
partners to fund these expenditures.

         The Company has  assessed its Year 2000  readiness  and it is currently
compliant.  The Year 2000 change should have no material impact on the Company's
internal operations or financial results. However, the Company will be dependent
on its  suppliers  and  potential  partners  to make  their  systems  Year  2000
compliant.  Due to the limited nature of the Company's current  operations,  the
Company does not expect that any inability of suppliers or potential partners to
be Year 2000 compliant would have a material impact on the Company.


<PAGE>


ITEM 2   -    Management's Discussion and Analysis of Financial Condition and
              Results of Operation (Cont'd)

Results of Operations

Three month period ended March 31, 1999 vs. March 31, 1998

         The Company incurred a loss of $289,000 for the 1999 quarter,  compared
to a loss of $276,000 for the comparable 1998 quarter.

         Interest income and other income  decreased 51% from $52,000 in 1998 to
$25,000 in 1999 because less funds were available for investment during the 1998
period and interest rates were lower.

         Legal fees and costs  decreased  6% to $107,000  for the 1999  quarter,
compared to $114,000 in the prior  period.  In the 1998 period,  the Company had
been involved in various appeals and hearings in opposition to the issuance of a
drilling permit. During the 1999 period, the level of legal activity decreased.

         Salaries  increased 12% during the 1999 quarter to $43,700  compared to
$39,000  in the 1998  quarter.  The  salary of an  officer  of the  Company  was
adjusted for the first time in eight years.

         Shareholder  communications  decreased  20%  from  $34,000  in  1998 to
$27,000 in 1999.  The  decrease  in expense  during  the period  results  from a
difference in the mailing dates of the Company's mailings to shareholders.

ITEM 3   -    Quantitative and Qualitative Disclosure About Market Risk

         The Company  does not have any  significant  exposure to market risk as
the only market risk  sensitive  instruments  are its  investments in marketable
securities.  At March 31,  1999,  the  carrying  value of such  investments  was
approximately  $1,782,000,  the fair value was $1,792,000 and the face value was
$1,800,000.  Since the Company expects to hold the investments to maturity,  the
maturity value should be realized.



<PAGE>



                     COASTAL CARIBBEAN OILS & MINERALS LTD.

                           PART II - OTHER INFORMATION

                                 March 31, 1998

ITEM 5   -    Other Information

         In 1997,  the Company  filed 12  additional  applications  for drilling
permits.  The Company  objected to certain  requests for additional  data by the
State of Florida Department of Environmental  Protection ("DEP") and the Company
petitioned for a formal administrative  hearing to resolve the dispute which was
held during January 1999. On March 26, 1999, an administrative  law judge upheld
the DEP's requirements. The Company expects to appeal the decision.

         On May 12, 1999,  Florida's  First  District  Court of Appeal will hear
oral arguments on the Company's  appeal of the DEP's denial of a drilling permit
for the St. George's Island prospect.

ITEM 6   -    Exhibits and Reports on Form 8-K

         (a)      Exhibits

                  None.

         (b)      Reports on Form 8-K

                  None.


<PAGE>








                                   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.




                                         COASTAL CARIBBEAN OILS & MINERALS, LTD.
                                                        Registrant




Date:  April 19, 1999                    By  /s/ James R. Joyce
                                             ----------------------------------
                                             James R. Joyce
                                             Treasurer and Chief Accounting and
                                             Financial Officer