UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                                QUARTERLY REPORT
                            UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                 For the quarterly period ended March 31, 1998


                         Commission file number 0-19766


                        THE HOME-STAKE OIL & GAS COMPANY
        (Exact name of small business issuer as specified in its charter)


               Oklahoma                                73-0288030
    (State or other jurisdiction of                 (I.R.S. Employer
     incorporation or organization)                Identification No.)


                         15 East 5th Street, Suite 2800
                              Tulsa, Oklahoma 74103
                    (Address of principal executive offices)


                                 (918) 583-0178
                         (Registrant's telephone number)



        Check whether the issuer (1) has filed all reports  required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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


        The number of shares outstanding of  the Registrants'  common stock, all
of which  comprise a single class with $ .01 par value,  as of May 13, 1998, the
latest practicable date, was 4,517,363.




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                        THE HOME-STAKE OIL & GAS COMPANY

                                   FORM 10-QSB
                                 MARCH 31, 1998

                                TABLE OF CONTENTS

                                                                    Page
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

        Condensed Balance Sheets - March 31, 1998 
          and December 31, 1997...................................    4

        Condensed Statements of Income and Retained
          Earnings - three months ended March 31, 1998 and 1997 ..    5

        Condensed Statements of Cash Flows - 
          three months ended March 31, 1998 and 1997 .............    6

        Notes to Condensed Financial Statements ..................    7

Item 2. Management's Discussion and Analysis of 
          Financial Condition and
          Results of Operations ..................................   10


PART II - OTHER INFORMATION

Item 1. Legal Proceedings ........................................   12

Item 2. Changes in Securities and Use of Proceeds ................   12

Item 3. Defaults upon Senior Securities ..........................   12

Item 4. Submission of Matters to a Vote of Security Holders ......   12

Item 5. Other Information ........................................   12

Item 6. Exhibits and Reports on Form 8-K .........................   12

SIGNATURES .......................................................   13


                                      - 2 -

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                         PART I - FINANCIAL INFORMATION

                          Item 1. Financial Statements.

                                      - 3 -

<PAGE>



                        THE HOME-STAKE OIL & GAS COMPANY
                            CONDENSED BALANCE SHEETS
                                   (Unaudited)



                                     ASSETS

                                                        March 31,   December 31,
                                                           1998         1997
                                                           ----         ----
Current assets:
  Cash and cash equivalents.........................   $ 1,404,767  $ 1,507,782
  Accounts receivable...............................     1,019,545    1,730,114
  Prepaid expenses..................................       451,507      188,461
                                                       -----------  -----------
         Total current assets.......................     2,875,819    3,426,357

Property and equipment, at cost:....................    47,769,000   40,624,204
    Less accumulated depreciation, 
     depletion and amortization.....................    16,269,959   15,613,520
                                                       -----------  -----------
         Net property and equipment.................    31,499,041   25,010,684

Other assets........................................       274,872      246,918
                                                       -----------  -----------
                                                       $34,649,732  $28,683,959
                                                       ===========  ===========




                      LIABILITIES AND STOCKHOLDERS' EQUITY


Current liabilities:
  Accounts payable and accrued liabilities..........   $   929,365  $ 1,517,932
  Income taxes payable..............................        24,560       92,822
  Current notes payable (Note 3)....................     1,320,000            -
                                                       -----------  -----------
         Total current liabilities..................     2,273,925    1,610,754

Long-term notes payable (Note 3)....................     5,280,000            -

Deferred income taxes...............................     5,230,874    5,207,548

Stockholders' equity:
  Preferred stock, $1 par value -
    2,000,000  shares  authorized; 
     none issued Common stock,  
     $ .01 par value -
     12,000,000 shares authorized,
    4,517,363 shares issued.........................        45,174       45,174
  Additional paid-in capital........................    15,460,621   15,460,621
  Retained earnings.................................     6,359,138    6,359,862
                                                       -----------  -----------
         Total stockholders' equity.................    21,864,933   21,865,657
                                                       ----------   -----------
                                                       $34,649,732  $28,683,959
                                                       ===========  ===========

                             See accompanying notes.

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                        THE HOME-STAKE OIL & GAS COMPANY
                         CONDENSED STATEMENTS OF INCOME
                              AND RETAINED EARNINGS
                   Three months ended March 31, 1998 and 1997
                                   (Unaudited)



                                                           1998          1997
                                                           ----          ----

Revenues:
  Oil and gas sales.................................   $ 2,324,919  $ 2,238,019
  Gain on sales of assets...........................             -       99,708
  Income from equity affiliates.....................             -      190,300
  Other income......................................        95,988       81,762
                                                       -----------  -----------
                                                         2,420,907    2,609,789

Costs and expenses:
  Production........................................       913,133      635,946
  Exploration.......................................        23,559      215,300
  General and administrative........................       636,569      258,744
  Depreciation, depletion and amortization..........       677,000      338,083
  Interest..........................................         1,587       26,733
  Property and other taxes..........................        50,822       32,443
                                                       -----------  -----------
                                                         2,302,670    1,507,249
                                                       -----------  -----------

Income before provision for income taxes............       118,237    1,102,540

Provision for income taxes:
  Current...........................................         5,288      156,045
  Deferred..........................................        23,326      179,026
                                                       -----------  -----------
                                                            28,614      335,071
                                                       -----------  -----------
Net income..........................................        89,623      767,469

Retained earnings at beginning of year..............     6,359,862    4,385,862

Cash dividends ($ .02 per share)....................       (90,347)     (62,827)
                                                       -----------  -----------

Retained earnings at end of period..................   $ 6,359,138  $ 5,090,504
                                                       ===========  ===========

Weighted average number of common shares 
     outstanding:
  Basic.............................................     4,517,363    3,396,857
                                                       ===========    =========
  Diluted...........................................     4,772,613          n/a
                                                       ===========

Net income per common share:
  Basic.............................................         $ .02        $ .23
                                                             =====        =====
  Diluted...........................................         $ .02          n/a
                                                             =====

                             See accompanying notes.

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                        THE HOME-STAKE OIL & GAS COMPANY
                       CONDENSED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 1998 and 1997
                                   (Unaudited)



                                                          1998          1997
                                                          ----          ----

Operating activities:
  Oil and gas sales, net of production taxes........   $ 2,357,367  $ 2,106,683
  Other.............................................        95,988       81,762
                                                       -----------  -----------
                                                         2,453,355    2,188,445

  Cash paid to suppliers and employees..............     1,435,231      725,131
  Interest paid.....................................         1,587       26,733
  Property and other taxes..........................        50,822       32,443
  Income taxes paid.................................       199,983       51,700
                                                       -----------  -----------
                                                         1,687,623      836,007
                                                       -----------  -----------
    Net cash provided by operating activities.......       765,732    1,352,438


Investing activities:
  Proceeds from sales of property and equipment.....        19,548      228,488
  Acquisition of property and equipment.............    (7,405,273)    (486,972)
  Dividends from equity affiliate...................             -       15,169
                                                       -----------  -----------
    Net cash used in investing activities...........    (7,385,725)    (243,315)


Financing activities:
  Loan proceeds.....................................     6,600,000            -
  Note payments.....................................             -     (964,260)
  Cash dividends paid...............................       (83,022)     (62,800)
                                                       -----------   ----------
    Net cash provided by (used in) 
     financing activities.......................         6,516,978   (1,027,060)
                                                       -----------   ----------

Net increase (decrease) in cash.....................      (103,015)      82,063

Cash at beginning of year...........................     1,507,782      626,867
                                                       -----------  -----------

Cash at end of period...............................   $ 1,404,767  $   708,930
                                                       ===========  ===========

                             See accompanying notes.

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                        THE HOME-STAKE OIL & GAS COMPANY
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (Unaudited)

Description of business

The Home-Stake Oil & Gas Company ("HSOG" or the "Company") is an independent oil
and gas producer actively engaged in the acquisition,  exploration,  development
and production of oil and gas properties. Oil and gas exploration and production
activities are subject to numerous risks inherent in the business. These include
the volatility of oil and gas prices,  environmental  concerns and  governmental
regulations,  general  business risks and hazards  involving the acquisition and
operation  of oil and gas  properties,  the  ability  to  continue  to find  new
reserves to replace those being  depleted and the highly  competitive  nature of
the business.  Its principal geographic operating areas lie within the states of
Oklahoma, Montana and Texas.

Note 1 - General

The unaudited financial  information provided in this report includes all normal
recurring  adjustments  which are, in the opinion of  management,  necessary  to
fairly present the financial  position,  results of operations and cash flows of
the Company.  Certain information and footnote  disclosures normally included in
financial  statements  prepared in accordance with generally accepted accounting
principles  have been  omitted  or  condensed.  The  Company  believes  that the
disclosures   herein  are  adequate  to  make  the  information   presented  not
misleading;  however,  these financial  statements should be read in conjunction
with the audited financial  statements and related notes thereto included in the
Company's Annual Report on Form 10-KSB for the year ended December 31, 1997.

The results for interim periods are not  necessarily  indicative of trends or of
results to be expected for the full year.

Note 2 - Merger and Pro Forma Financial Information

On December 31, 1997, The  Home-Stake  Royalty  Corporation  ("HSRC") was merged
with and into the Company.  This  transaction  was accounted for by the purchase
method of accounting for business combinations. The merged companies adopted the
name of HSOG,  which  was  deemed  to be the  purchased  entity  for  accounting
purposes since the former HSRC  stockholders  received  approximately 61% of the
merged entity's common stock. Accordingly, the condensed statement of income and
retained  earnings  and  statement  of cash flows for the period ended March 31,
1997,  have been restated to reflect the historical  operations of HSRC prior to
the merger.  The balance sheets at March 31, 1998 and December 31, 1997, reflect
the assets and liabilities of the merged entities.  All references to the number
of shares and per share amounts reflect the historical shares of HSRC,  adjusted
for the 48.66 exchange ratio.


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                        THE HOME-STAKE OIL & GAS COMPANY
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 2 - Merger and Pro Forma Financial Information (continued)

Since the  merger of the  Company  and HSRC was  accounted  for by the  purchase
method of  accounting,  the  accompanying  1997 statement of income and retained
earnings does not include any revenues or expenses of the former HSOG. Following
is summarized pro forma 1997  information  for the quarter ended March 31, 1997,
assuming  the  acquisition  had  occurred  on January  1,  1997.  This pro forma
information  reflects the  combined  historical  amounts for the two  companies,
adjusted to eliminate the income and amortization of each company related to its
ownership  in the  other,  and the  increases  in  depreciation,  depletion  and
amortization and income taxes related to the merger.  Such pro forma information
is not intended to be  indicative of the actual  results of  operations  had the
transaction occurred on the date indicated.



     Revenues:
          Oil and gas sales..................................   $ 4,374,732
          Other..............................................       350,951
                                                                -----------
                                                                  4,725,683
     Costs and expenses:
           Production........................................     1,267,223
           Exploration.......................................       358,675
           General and administrative........................       516,110
           Depreciation, depletion and amortization..........       688,789
           Interest..........................................       108,718
           Property and other taxes..........................        63,695
                                                                -----------
                                                                  3,003,210
           Income before income tax..........................     1,722,473
           Income tax expense................................       596,948
                                                                -----------
     Net income..............................................   $ 1,125,525
                                                                ===========

     Weighted average number of shares outstanding...........     4,517,363
                                                                ===========
     Basic net income per share..............................         $ .47
                                                                      =====



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                        THE HOME-STAKE OIL & GAS COMPANY
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                                   (Unaudited)

Note 3 - Note payable

The note  payable  at March  31,  1998,  represents  the  amounts  due under the
Company's  financing agreement which is due May 1, 2000 and provides for monthly
maturities of $110,000, plus interest at bank prime less 1/2 %. In addition, the
Company has a line of credit in the amount of $5,000,000  available until May 1,
1999  which  provides  for  monthly  payments  of  interest  on the  outstanding
borrowings  at bank prime less 1%. In connection  with this line of credit,  the
Company  pays a  commitment  fee of one-half of one per cent (1/2%) per annum on
the unused portion of the line.

This note and the line of credit described above are  collateralized  by certain
of the Company's producing properties.

Note 4 - Stock options and net income per share

On February 12, 1998, the Board of Directors  granted qualified stock options in
varying amounts to all employees totaling 155,250 shares. Such options vest over
a 5-year period.  In addition,  there were  non-qualified  options issued to all
outside  directors in the aggregate  amount of 100,000 shares that are currently
exercisable.  The  options  have an  exercise  price of $4.50  per  share  which
approximated the fair value of the Company's stock at the date of grant.

In accordance with Statement of Financial Accounting Standards No. 128, "Earning
per  Share",  net income per common  share is computed  using two  calculations;
basic net income per share and  diluted  income per share.  Basic net income per
common share is  calculated  based on the weighted  average  shares  outstanding
during the  period.  Diluted  net income per common  share  includes  in average
common shares outstanding stock options which are dilutive.

Note 5 - Contingencies

The Company is involved in various legal actions arising in the normal course of
business. In the opinion of management,  the Company's  liabilities,  if any, in
these  matters  will not  have a  material  effect  on the  Company's  financial
position, results of operations or cash flows.



                                      - 9 -

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

General

As further described in Note 2 to the unaudited condensed financial  statements,
on December 31, 1997, The  Home-Stake  Royalty  Corporation  ("HSRC") was merged
with and into the Company.  This  transaction  was accounted for by the purchase
method of accounting for business combinations,  with the merged entity adopting
the  name of The  Home-Stake  Oil & Gas  Company,  which  was  deemed  to be the
purchased entity for accounting purposes.  Accordingly, the condensed statements
of income included  herein reflect the historical  results of operations of HSRC
for 1997 and the results of operations of the merged entities for 1998.

Results of Operations - First quarter 1998 compared with first quarter 1997

Net income for the first  quarter  decreased  $677,846  from $767,469 in 1997 to
$89,623 in 1998. The principal reasons for this decrease are as follows:

Oil sales decreased $105,411 (8%), despite an increase in production from 60,729
barrels in 1997 to 86,732 barrels in 1998. This increase was more than offset by
a decrease in the average oil price from $21.45 per barrel in 1997 to $13.80 per
barrel in 1998. The increased  production  volume is  attributable to the merger
with HSRC.

Gas sales  increased  18%  ($168,750),  primarily  due to the  increase in sales
volumes.  Gas  production  increased  from 299,888 mcf in 1997 to 540,604 mcf in
1998 as a result of the merger.  This increase however,  was partially offset by
lower average gas prices which decreased from $3.12 in 1997 to $2.04 in 1998.

Gain on sales of assets was $99,708 in 1997  following the Company's sale of its
interest in the N.E. Alden Field. There were no comparable sales in 1998.

Income from  equity  affiliates  decreased  $190,300.  As  described  above,  on
December 31, 1997, HSRC was merged with and into HSOG. Consequently, there is no
comparable 1998 amount.

Production expenses increased  $277,187,  due primarily to the $282,482 increase
in lease operating  expenses  following the merger.  This increase was partially
offset by a decrease in production taxes.

Exploration costs decreased  $191,741 in 1998. Dry hole costs decreased $178,440
in 1998 due to a lower incidence of dry holes.  Condemned and abandoned property
expenses were also lower in 1998.

General and administrative expenses increased $377,825, from $258,744 in 1997 to
$636,569 in 1998.  The  primary  reason for this  increase  is the merger.  1998
expense  also  includes  approximately  $33,000  attributable  to the merger (no
comparable amounts in the first quarter of 1997) and higher personnel costs.

Depreciation,  depletion and amortization  increased $338,917.  This increase is
directly  attributable  to the increase in property and equipment  following the
merger.

Interest  expense  decreased  $25,146 in 1998.  1997 expense  included  interest
attributable to certain  outstanding  bank debt retired during the first quarter
of 1997. There were no outstanding  loans in 1998 until March 31, 1998, when the
Company  borrowed $6.6 million to finance the purchase of certain  producing gas
properties from Sid R. Bass, Inc. et al.

Financial Condition and Liquidity

The Company's operating activities have traditionally been self-financed through
internally  generated cash flows.  The principal use of cash flows has generally
been to fund the Company's  exploration  and  production  activities and for the
payment of dividends to  stockholders.  The use of borrowed  funds has generally
been limited to the acquisition of producing oil and gas properties where future
revenues from such purchases are expected to fund the debt.


                                     - 10 -

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As a result of the depressed product prices, the Company has reduced its capital
budget for 1998 to $2 million.  During the first quarter the Company had capital
expenditures of approximately  $610,000 and has current drilling  commitments of
approximately $2.3 million,  extending into 1999. In addition,  during the first
quarter the Company acquired certain  producing gas properties at a cost of $6.6
million.  The Company is continuing to actively pursue other  opportunities  for
the acquisition of producing properties whenever possible.

Product prices have remained  depressed  during the first quarter.  Despite this
situation,  the Company  expects to finance its  budgeted  1998  operations  and
drilling through internally generated cash flows. In addition, the Company has a
$5 million  line of credit is  available  until  1999.  There are  currently  no
advances under this line.

The Company has  substantially  completed  addressing  its "Year 2000"  problem.
There was no disruption of operations or business  activities  while  addressing
the  situation  and the Company did not incur any  significant  expenses in this
regard. Due to the nature of the Year 2000 problem, however, no assurance can be
given that all issues have been or will be identified and that all third-parties
that affect the Company's business will be Year 2000 compliant.

Forward-Looking Statements

Certain  statements  included in this report which are not historical  facts are
"forward-looking  statements",  including statements with respect to oil and gas
reserves,  the  number  and  anticipated  costs of wells to be  drilled,  future
capital expenditures (including the amount and nature thereof), anticipated date
of  repayment  of bank  debt  and  other  such  matters.  These  forward-looking
statements are based on current expectations, estimates, assumptions and beliefs
of  management;  and  words  such  as  "expects",   "believes",   "anticipates",
"intends",  "plans"  and similar  expressions  are  intended  to  identify  such
forward-looking  statements.  These forward-looking statements involve risks and
uncertainties, including, but not limited to: dependence upon the prices for oil
and natural gas which prices are subject to significant fluctuations in response
to  relatively  minor  changes in supply and  demand for such  products,  market
uncertainty, political conditions in oil producing regions, domestic and foreign
government  regulations,  the price and availability of alternative  fuels and a
variety  of  other  factors;  competition  in the  acquisition  of oil  and  gas
properties and the development, production and marketing of oil and natural gas;
operating  hazards  typically  associated  with  the  exploration,  development,
production and  transportation of oil and natural gas; federal,  state and local
laws relating to the exploration,  development,  production and marketing of oil
and natural gas, including environmental and safety matters; changes in laws and
regulations;  and other  factors,  most of which are beyond  the  control of the
Company. Accordingly, actual results and developments may differ materially from
those  expressed  in the  forward-looking  statements.  The  Company  assumes no
obligation  to update  publicly  any  forward-looking  statements,  whether as a
result of new information, future events or otherwise.


                                     - 11 -

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                           Part II. Other Information

Item 1.    Legal Proceedings.

           There is a complete  discussion of legal proceedings  included in the
           Company's  Annual  Report on Form 10-KSB for the year ended  December
           31,  1997.  Since the date of that report there have been no material
           changes in the status of such matters.

Item 2.    Changes in Securities and Use of Proceeds.

           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.

           (a)  Exhibits.

           The following documents are included as exhibits to this Form 10-QSB.

             Exhibit
             Number  Description
             ------- -----------
                2    Purchase and Sale Agreement between Sid R. Bass, Inc. et al
                     and  The  Home-Stake  Oil & Gas  Company,  effective  as of
                     January  1,  1998.  (Filed as  Exhibit  2 to the  Company's
                     Current Report on Form 8-K, dated March 31, 1998).

               10    Amended and Restated  Loan  Agreement  dated March 31, 1998
                     between the Company and  NationsBank,  N.A.1998.  (Filed as
                     Exhibit  10 to the  Company's  Current  Report on Form 8-K,
                     dated March 31, 1998).

               27    Financial Data Schedule

           (b) Reports on Form 8-K.

                 A report on Form 8-K, dated December 31, 1997, was filed during
                 the quarter  ended March 31, 1998,  reporting the merger of The
                 Home-Stake Royalty  Corporation with and into the Company under
                 Items 2 and 7. The required financial  statements and pro forma
                 financial   information  were  filed  in  connection  with  the
                 Company's Registration Statement on Form S-4, dated October 21,
                 1997.


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                                   Signatures



In accordance with the requirements of the Exchange Act , the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


                                         The Home-Stake Oil & Gas Company
                                             (Registrant)


Date:  May 14, 1998                      By:    /s/  Robert C. Simpson
                                             -------------------------
                                              Robert C. Simpson
                                              Chairman of the Board, C.E.O.
                                              and President


Date:  May 14, 1998                      By:    /s/  Chris K. Corcoran
                                             -------------------------
                                              Chris K. Corcoran
                                              Executive Vice President,
                                              Chief Financial Officer and
                                              Corporate Secretary

                                     - 13 -

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