U.S. Securities And Exchange Commission
                           Washington, D.C.   20549

                                 FORM 10-KSB/A1

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

     For the fiscal year ended August 31, 1999

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

     For the transition period from               to
                                    --------------   ------------

                           Commission File No. 0-6529

                     DOUBLE EAGLE PETROLEUM AND MINING CO.
                     -------------------------------------
                (Name of small business issuer in its charter)

             Wyoming                                      83-0214692
----------------------------------------          -------------------------
(State or other jurisdiction of         (I.R.S. Employer Identification No.)
 incorporation or organization)

777 Overland Trail (P.O. Box 766) Casper, Wyoming              82602
-------------------------------------------------           ---------------
(Address of principal executive offices)                    (Zip Code)

        Issuer's telephone number, including area code  (307) 237-9330
                                                       ---------------

         Securities registered pursuant to Section 12(b) of the Act:

Title of each class                Name of each exchange on which registered
        None                                   None
        ----                                   ----
         Securities registered pursuant to Section 12(g) of the Act:
                         $.10 Par Value Common Stock
                         ---------------------------
                               (Title of Class)

     Check whether the issuer (1) 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 __
              -

     Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.  [X]

     Issuer's revenues for the fiscal year ended August 31, 1999 were $1,138,028
     The aggregate market value of the voting stock held by non-affiliates
computed based on the average of the closing bid and asked prices of such stock
as of November 11, 1999, was $21,146,467.*

                  (APPLICABLE ONLY TO CORPORATE REGISTRANTS)

     The number of shares outstanding of each of the issuer's classes of common
equity as of November 11, 1999 was as follows:

                  $.10 Par Value Common Stock     4,765,401

*Without assuming that any of the issuer's directors or executive officers, or
the entity that owns 350,000 shares, is an affiliate, the shares of which they
are beneficial owners have been deemed to be owned by affiliates solely for this
calculation.
<PAGE>
                                     PART I
ITEMS 1 and 2. DESCRIPTION OF BUSINESS AND PROPERTIES

Overview

     Double Eagle Petroleum and Mining Co. ( the "Company" or "Double Eagle"),
which was formed on January 13, 1972, explores for, develops, produces and sells
crude oil and natural gas.  The Company concentrates its activities in areas in
which it believes it has accumulated detailed geologic knowledge and developed
significant management experience.  Current areas of exploration and development
focus for the Company include the Moxa Arch in southwestern Wyoming, the Powder
River Basin in northeastern Wyoming, the Washakie Basin in south central
Wyoming, the Wind River Basin in central Wyoming, and the Christmas Meadows area
in northeastern Utah.  The Company owns interests in a total of 283 producing
wells, with oil constituting approximately 26 percent and natural gas
constituting approximately 74 percent of its current production (assuming six
Mcf of gas production equals one barrel of oil production).  The Company also
has undeveloped acreage in other basins and is evaluating the possibility of
additional activity in other areas.  See "_ Principal Areas Of Oil And Gas
Activity".

Forward-Looking Statements

     This Form 10-KSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"),
and Section 21E of the Securities Exchange Act Of 1934, as amended (the
"Exchange Act").  All statements other than statements of historical fact
included in this Form 10-KSB, are forward-looking statements.  These forward-
looking statements include, without limitation, statements located under "ITEM
7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS_ Financial Condition, Liquidity And Capital Resources", "ITEMS 1 AND
2. DESCRIPTION OF BUSINESS AND PROPERTIES_ Business Strategy", "_ Principal
Areas Of Oil And Gas Activity", "_ Zeolite Mining Activities", and "_ Reserves",
and Note 3 to the Financial Statements located elsewhere herein regarding the
Company's financial position and liquidity, the amount of and its ability to
make debt service payments, its strategies, financial instruments, and other
matters.  Although the Company believes that the expectations reflected in such
forward-looking statements are reasonable, it can give no assurance that such
expectations will prove to be correct.  Important factors that could cause
actual results to differ materially from the Company's expectations are
disclosed in this Form 10-KSB, including without limitation in conjunction with
the forward-looking statements included in this Form 10-KSB.

     The Company's intentions and expectations described in this Form 10-KSB
with respect to possible exploration and other testing activities concerning
properties in which it holds interests may be deemed to be forward-looking
statements.  These statements are made based on management's current assessment
of the exploratory merits of the particular property in light of the geological
information available at the time and based on the Company's relative interest
in the property and its estimate of its share of the exploration costs.
Subsequently obtained information concerning the merits of any property as well
as changes in estimated exploration cost and ownership interest may result in
revisions to management's expectations and intentions and thus the Company may
delete one or more of these intended exploration activities. Futher,
circumstances beyond the Company's control may cause such prospects to be
eliminated from further consideration as exploration prospects.
<PAGE>


Business Strategy

     The Company's strategy is to increase its cash flow and oil and gas
reserves by developing and marketing oil and gas prospects.  Upon marketing a
prospect to another entity, the Company will attempt to receive a promoted or
carried interest in the initial well for the prospect.  The Company will then
participate proportionately in the drilling of any development wells on the
prospect.  In prior years, the Company had undertaken to assemble a large
acreage position and sell it to others while retaining a royalty position.  By
attempting to direct its focus to generation of geologic prospects with a
promoted interest at the exploratory phase and a participating interest at the
development stage, the Company is now utilizing more resources for drilling
rather than for lease acquisition.  In this manner, the Company believes that in
a shorter time period it will be exposed to a greater number of opportunities to
increase reserves and cash flow.

     During fiscal 1999, the Company attributed time to evaluating oil and gas
producing properties for acquisition.  These acquisitions can provide a way for
the Company to grow and these efforts are intended to continue during fiscal
2000. The Company's staff will continue to attempt to balance these efforts
together with its exploration and development plans.

     The Company owns varying interests in its oil and gas prospects.  These
interests and prospects are described below under "Principal Areas Of Oil And
Gas Activity".  They are owned directly by the Company, and the remaining
interests in these prospects are owned by various partners.  During fiscal 2000,
the Company intends to develop its prospects utilizing its cash balances
together with cash flow from operations and sales of a portion of the Company's
interests to industry partners. If the Company's available cash from operations
or from sales of interests to industry partners are lower than anticipated, the
Company's activities may be limited to a lower level than planned.  The Company
anticipates that any limitations on its activities would include expending
smaller amounts in the Company's principal areas of activity, attempting to sell
a larger portion of the Company's interests in its prospects, and retaining a
royalty interest or a smaller working interest in those prospects than the
Company believes it would be able to retain if the Company were not limited by
its available cash.

     The Company has focused its efforts on exploration for and development of
natural gas reserves, which constitutes 80% of the Company's total existing
reserves. This resource has proven to be more stable in price than its crude oil
counterpart and with greater industry popularity, gives the Company more
flexibility in marketing its prospects. Furthermore, the Company's acreage
holdings are located in those Rocky Mountain Basins which, according to the
United States Geological Survey, hold a large percentage of the known
undeveloped natural gas resources in the Continental United States.

     Double Eagle has worked to assemble an array of exploration and development
projects that range from offset locations of existing fields to high risk
"wildcat" ventures with enormous potential. The Company intends to use its
available investment dollars on projects having lower risk and to seek to find
industry partners to pay for the development of the higher risk plays. This
strategy is intended to provide the Company and its stockholders with exposure
to virtually all types of plays in the oil and gas business.



Acreage By Wyoming Geologic Basin:
                              Gross Acres
                              -----------
Wind River Basin                   20,083
Powder River Basin                 22,074
Washakie Basin                     67,510
Green River Basin                  10,796

<PAGE>
       Principal Areas Of Oil And Gas Activity:


WIND RIVER BASIN

     Located in central Wyoming, the Wind River Basin is home to Wyoming's first
oil production which began in 1884. Since that time numerous fields have been
discovered in the Basin, including two world class natural gas accumulations in
the last five years, the Madden Anticline and the Cave Gulch Fields. The Company
has interests in 20,083 acres of leases in this Basin.

     Madden Anticline
     ------ ---------

     The Madden Anticline encompasses two producing oil and gas fields, The
Madden and Long Butte Fields, 100 miles west of Casper in Central Wyoming.

     THE MADDEN FIELD: In general, the Madden Field produces over 200 million
cubic feet of gas per day from seven different formations at depths of 3,000 to
25,000 feet.  The Unit's operator, Burlington Resources, is completing its 1999
drilling program which included one Madison well along with 20 Lower Fort Union
and Lance wells. In 1997, the Big Horn #4-36 well, in which Double Eagle has no
interest, was completed in the Madden Field with a capable open flow of over 200
million cubic feet of gas per day from the Madison Formation at a depth of over
24,000 feet.  As a result, estimates of proved reserves for the Madison
reservoir exceeded one trillion cubic feet. Burlington's current Madison well,
the Bighorn #5-6, is expected to be at total depth in December 1999. Five more
deep tests are planned by Burlington.  Double Eagle does not have a working
interest or royalty interest in any of the Burlington wells or acreage.

     On August 26, 1999, Double Eagle spud its Allen #1 Deep Well in the Field.
The well was drilled to a total depth of 12,150 feet in the Lance Formation.
While drilling, the well had excellent gas shows which at one point produced a
40 foot flare. The well was cased on October 6, 1999. Logs from the well look
very encouraging for the completion of a gas well. A completion rig is scheduled
to begin the completion attempt. The Company has leases covering 1,480 acres in
the Field. Should the Allen #1 Deep Well prove productive, the Company will
drill offsets immediately.  Double Eagle has 23.53 percent working interest in
the Allen #1 Deep Well and a 36.04 percent working interest in any offsets that
might be drilled.

     In addition, Burlington Resources, staked its next Madison Formation well,
the Bighorn #6-27, one mile west of Double Eagle's leasehold. The well is
expected to spud in December 1999. Should the well be productive, the Company
believes that at least half of its acreage position will be proven for the
Madison Formation. At that time, an offset well may be pursued.

     LONG BUTTE FIELD: During fiscal 1999, the Long Butte Field Operator, W. A.
Moncrief, began a recompletion attempt on the #2 Unit well. The well has
produced from the deeper Cody Formation since 1978. The recompletion initially
began with the next zone up hole, the Mesaverde, and will continue into other
zones including the Fort Union, which tested 10 million cubic feet of gas while
drilling the well, until a satisfactory production level is established.
Additionally, Moncrief sent another recompletion proposal to the Company for the
#9 Unit well in the Field. This recompletion should begin in mid-December 1999.
Currently the Unit produces only from the Cody and Mesaverde Formations. Double
Eagle owns between 2% and 16% in 2,329 acres of leases and .1% to 9% in 17 gas
wells in the Unit. The Company has a 1.3% working interest in both re-completion
attempts. Because the Long Butte Field borders the Madden Field, development of
the Madison Formation in Madden Field, of which there is no assurance, may cause
a large part of Long Butte Field to be proved productive.
<PAGE>

     Cave Gulch Field
     ---- ----- -----

     Cave Gulch Field is located 45 miles west of Casper in Natrona County,
Wyoming.  The Field, which is only 3 square miles in aerial extent, was
discovered by Barrett Resources in 1994 as Barrett drilled to new formations in
the Waltman Field. Today the Cave Gulch and Waltman Fields have produced over
220 billion cubic feet of natural gas. Barrett's most prolific well, the #1-29
well, blew out after producing more than 6 billion cubic feet of natural gas in
only 7 months on line. Double Eagle has acquired the rights to a farmout and
will drill and earn 2% working interest before payout and 1% working interest
after payout in the Barrett Resources #4-19 well which is a direct offset to the
#1-29.  The #4-19 wellbore was used to kill the blow out. Barrett plans to
resume drilling to the 19,780 feet vertical depth objective on the #4-19 in late
1999. Total cost of the #4-19 well is estimated at $8.3 million, and the well
should take about 140 days to drill. Double Eagle will earn its interests in all
depths drilled below the Mesaverde Formation, which includes the Shannon,
Frontier and Muddy Sandstones.

     Waltman Field
     ------- -----

     Waltman Field is a producing gas field in central Wyoming, approximately 45
miles west of Casper in Natrona County.  The Field is adjacent and south of Cave
Gulch Field. Double Eagle owns a 40% working interest in 1,200 gross acres. To
date, Double Eagle has participated in three wells on the leases. The best
success was the Marathon operated Waltman #21-19 Well which was drilled in
January 1997 and continues to produce 1.07 million cubic feet of gas per day.
Double Eagle owns a 20% working interest in the well. Double Eagle also
participated in two other wells on the leases but  encountered depleted gas
sands at both sites. The leases still have one drill site left for the shallow
sands and Double Eagle and its partners are evaluating the benefits of drilling
another well.

     The leases in the Waltman Field are extended or held by production from the
shallow Fort Union Formation which occurs at 4,500 feet. However, this area is
also thought by many to contain potential in the deeper Muddy and Frontier
Sandstones that are prolific producers in the Cave Gulch Field to the north.
Along those lines, Barrett Resources, the operator of the Cave Gulch Field, is
currently drilling a well two miles north of the Company's leasehold and has
another well staked within one mile of the acreage. These prospects were defined
by an 85 square mile 3-D seismic survey conducted in 1998. The Company also
participated in a portion of this survey. Double Eagle believes that the seismic
identifies several large targets on its acreage, including the prolific Muddy
Trend. Including the Waltman acreage, the Company has an interest in a total of
1,840 acres in this Muddy Trend.

     Graham Unit # 2 Well
     ------ ---- - - ----

     Graham Unit # 2 Well is located 90 miles west of Casper, Wyoming. Tom Brown
Inc., is the operator of the Graham Unit. However, Double Eagle owns 100%
working interest and operates the well.  In late 1997, the Company re-completed
the well in additional zones of the Lower Fort Union Formation.  In 1999, Double
Eagle negotiated an agreement to produce the well through Tom Brown's separation
and compression facilities. In August 1999, the well began producing 230,000
cubic feet of gas per day but was shut in shortly thereafter for winter. Since
the well's flow lines lie partly on the surface, the lines require draining
before winter each year to prevent freezing. The Company is considering burying
the line in order to keep production on year around.
<PAGE>

     South Sand Draw
     ----- ---- ----

     The South Sand Draw Field is located in the southern portion of the Wind
River Basin approximately 36 miles south of Shoshone, Wyoming. The Company has
been acquiring leases near the Field for five years and currently has 1,500
acres under lease, in which its working interest ranges from 75 percent to 100
percent.  In October 1999, the Company and its partner acquired the final lease
and will attempt a recompletion of a shut-in gas well in January 2000. If
successful with the recompletion, the Company plans to drill several wells to
evaluate as many as seven potential zones in the Field which have been
identified by a nine square mile 3-D seismic survey. In the recompletion, Double
Eagle will have a 75% working interest before payout and 63.75% working interest
after payout.

     Government Bridge/Tipps/Schrader Flats Fields
     ---------- --------------------- ----- ------
      These fields are three producing oil fields approximately 15 miles west of
Casper in Natrona County.  On November 24, 1998, Double Eagle and partners
purchased the fields. The Company now owns a 25% working interest in the three
fields' 24 wells (130 gross barrels of oil per day) and 11,500 acres of
surrounding leases. The Company believes this production (32.5 barrels of oil
per day net to the Company) has complemented the Company's production base. Over
the past year, two wells have been recompleted with one previously shut-in well
now producing 14 barrels per day. A secondary recovery plan is still being
considered to raise reservoir pressures and enhance production. The Company and
its partners are evaluating more geological data and interpreting the four
square mile 3-D seismic before initiating any new drilling projects.

WASHAKIE BASIN

     Eastern Washakie Basin Coal Bed Methane Project
     ------- -------- ----- ---- --- ------- -------

     This area is a 40 mile trend located north of the town of Baggs in Carbon
County, Wyoming. In the past 30 years this area has seen a good deal of
exploration evaluating zones from 5,000 -10,000 feet in depth. Recently though,
this area has been the scene of the newest coalbed methane play in Wyoming. The
coal seams in this area differ from those found in the Powder River Basin in
that they are thinner zones but with excessive gas content much like the coal
zones found in the Raton Basin of Southeastern Colorado. The Company has
acquired working interests ranging from 25 percent to 100 percent in 39,000
acres in this play. A total of 116 coalbed methane wells have been staked by
other operators in the area.  Some of these wells are direct offsets to Double
Eagle's acreage. The Company plans to monitor the performance of the proposed
wells and its planned operations in the Cow Creek and Wild Cow Fields discussed
below before begiining an aggressive development project of its own in the area.

     Cow Creek Field
     --- ----- -----

     The Company acquired the Cow Creek Field from KCS Mountain Resources in
April 1999. The Field has three wellbores, one of which is currently producing
gas. The Company operates the wells and owns 100% working interest. The Cow
Creek #1-12 produces 200,000 cubic feet of gas per day from the Dakota Formation
at 8,000 feet. Double Eagle plans to commingle existing gas production with
another gas zone to enhance the well's production. The Company will also attempt
recompletions on the remaining wellbores to establish production from sands or
coal zones generally occurring at depths less then 1,500 feet. The Field sits
atop a closed geological structure which should aid in the development of all
zones especially the coal zones.
<PAGE>

     Wild Cow Field
     ---- --- -----

     The Company  purchased 22.5% working interest in two sections (1,280 acres)
in the Wild Cow Field in September 1999 from private interests. This acreage has
two producing gas wells which produce 100,000 cubic feet per day from the
Niobrara Formation. The Field's operator, Merit Energy, is developing proposals
to enhance the production. In addition, Double Eagle has entered into
discussions with Merit to initiate a coalbed methane project centering on the
two sections which, like Cow Creek Field, sits atop a closed geological
structure.

     Rock Island Unit
     ---- ------ ----

     This unit is located 30 miles east of Rock Springs in south central
Wyoming.  Double Eagle sold its leases to Yates Petroleum in 1996 and now owns a
5% overriding royalty interest under 688 acres.  Union Pacific Resources  (UPR),
operator of the Rock Island Unit, pooled a 960 acre participating area, which
included some of Double Eagle's interest, and drilled and completed the #4-H
Well in May 1999 for 12 million cubic feet of gas per day. The well was drilled
to a vertical depth of 15,000 feet before drilling horizontal for another 1,750
feet in the Frontier Formation. Quoting from UPR Chairman's press release on the
well's discovery, "Rock Island is one of the deepest wells of its kind ever
drilled in the world. We achieved some of the best results ever encountered in
this tight-gas formation. We have unlocked what could be a vast new gas resource
in the United States." UPR is currently drilling the Sidewinder #1-H well two
miles east of the #4-H well and should be completed in January 2000. If the
Sidewinder #1-H has a participating area similar in size to the #4-H well,
Double Eagle will have approximately one-half of the ownership percentage it has
in the #4-H well. The Company could see as many as three more wells drilled that
would include some of Double Eagle's acreage in the participating areas. The
royalty interest is proportionately reduced to the size of the participating
area for each well. In the #4-H well the Company's royalty interest was a net
1.25%. Double Eagle has additional royalty interests on trend with the producing
and drilling locations.

     Red Creek
     --- -----

     This prospect is 15 miles northwest of Baggs in Carbon County, Wyoming.
Double Eagle owns overriding royalty interests ranging from 1.5 percent to 4
percent in 6,800 acres of leases. The Company also owns working interests
ranging from 30 percent to 100 percent in 1,760 acres. In August 1999, Cabot Oil
and Gas formed the Rio Roho Unit encompassing most of the Company's acreage and
drilled a well on the Company's  interest. That well was drilled to a total
depth of 11,200 feet in the Almond Formation. The well was dry, but did extend
the term of the leases bearing the royalty interest for two more years. The
Company still has its working interests ownership. Activity in the area is
brisk, with several companies finding discoveries in the Almond Formation.
Double Eagle is hopeful exploration will continue in the area beyond the efforts
of Cabot.

     James Creek
     ----- -----

     The Field is a producing gas field 30 miles south of Rock Springs in
Sweetwater County, Wyoming.  Double Eagle owns a 25% working interest in two
producing gas wells, a gathering pipeline, a compressor, and over 13,760  acres
<PAGE>

of leases. The Federal #1-6 was drilled and completed by Double Eagle and its
partners in September 1997 for 100,000 cubic feet of gas per gay.  The well is a
160 acre offset to the Company's other James Creek producing gas well, the Britz
Federal #1-31. In June, 1998, the well's operator, Credo Petroleum, re-entered
the well and perforated the two upper zones. The well is currently averaging
45,000 cubic feet of gas per day from the newly perforated formations. Double
Eagle believes there are several potential drillsites remaining on the leases.
Additionally, the Company and its partners are being carried on one wildcat well
to be drilled on their leasehold four miles east of the Field. That well is
expected to spud in January 2000.

GREEN RIVER BASIN

     Located in southwestern Wyoming, the Greater Green River Basin has been a
prolific gas producing basin for decades.  The Company owns an interest in
10,796 acres of leases in this Basin.

     Pinedale Anticline - Mesa Unit
     -------- ---------   ---- ----

     This area is in southwestern Wyoming 10 miles south of the town of
Pinedale. In the late 1960's,  a subsidiary of Questar Corporation, Wexpro,
drilled three wells in the Mesa Unit. The wells encountered gas but tight
formations would not yield gas at a commercial rate. The area sat idle until
late 1997 when a new operator, Ultra Petroleum, drilled three wells and used new
fracture/stimulation techniques developed 20 miles southeast in the prolific
Jonah Field. The production rates were substantially greater than prior efforts.
Wexpro's sister company, Questar Exploration, recently took over operations from
Ultra on the former Mesa Unit lands and began an aggressive development project.
Two of the first three wells in this project are being drilled on Double Eagle's
leasehold. The first well drilled by Questar, the Mesa #3 reached a total depth
of 13,055 feet on October 4, 1999 and is currently being completed. Eleven zones
have been targeted for completion attempts. The first zone yielded a rate of 2.6
million cubic feet of gas per day. Completion of the remaining zones is
currently ongoing. The second well to be drilled in the Questar project is the
Mesa #6. That well was drilling at 10,500 feet on November 11, 1999.  In this
area, the Company will have between 6.25% and 12.5% working interest, in these
wells, depending on the depths from which the gas is produced, and a 1.56%
overriding royalty.

     The Company entered this area in 1991, acquiring working and overriding
royalty interests from Arco. The Company also acquired undeveloped leasehold
which it sold to Ultra in 1997  and kept an override. In September 1998 the
Company acquired additional working interests from KCS Mountain Resources.
Today, the Company has working interests or overriding royalty interests in
5,073 acres.

     Moxa Arch
     ---- ----

     This area is in southwestern Wyoming near the town of Opal.  Double Eagle
owns a .3 % to 15.6 % working interest in 125 gas wells on the Moxa Arch. The
primary fields in this area for the Company are the Whiskey Buttes Field,
operated by Amoco; as well as the Swan South, Four Mile Gulch and Seven Mile
Wash Fields operated by Cabot. The Company is currently participating in a
series of six development wells proposed by Cabot where the Company will have
between 1.6% and 10.7% working interest. The first two wells in this series have
been completed and are flowing gas at rates of 1.92  and 1.34  million cubic
feet of gas per day.  The second two wells have been cased and are in different
stages of completion.
<PAGE>

     In May 1999, the Company purchased producing working interests in the
Whiskey Buttes Field  from KCS Mountain Resources. The Company already had a
working interest in the 100 wells operated by Amoco which make up the Whiskey
Butte Field. By the KCS acquisition, the Company increased its ownership from
 .358% to .598%. The average daily production from the Field totals 100 million
cubic feet of gas.


POWDER RIVER BASIN

     The Powder River Basin is located in the northeastern part of Wyoming.
Today, the Basin is one of the most prolific basins in the Rocky Mountain Region
for the production of oil. The Basin is also the largest producer of coal in the
United States.  In the last year, the Basin has hosted the largest oil and gas
play in North America, the Coal Bed Methane play. Some 15,000 wells are planned
over the next ten years with most wells proposed to drill to depths of  500 to
2,500 feet. Current recovery predictions are as high as 500 million cubic feet
per well and spacing is as tight as one well per 40 acres. The Company owns an
interest in 22,074 acres of leases and 8,080 acres of minerals in the Powder
River Basin.

     Buffalo Prospect (Coal Bed Methane)
     ------- -------- ----- --- --------

     Double Eagle has acquired leases covering 10,220 acres in the coal bed
methane play near Buffalo, Wyoming. This play is based on drilling by Texaco
which planned to mine the coal in 1990. Michiwest Energy, J.M. Huber and
Redstone Energy have staked 38 coal bed gas wells near the Company's leasehold
with one directly offsetting the interests.  The Company will attempt to either
sell the leases or bring in another company on a promoted basis to drill the
initial test wells and acquire additional acreage.

ROCKY MOUNTAIN OVERTHRUST

     The Rocky Mountain Overthrust runs from Canada to Mexico and consists of
many traps created as the Pacific Continental plate was thrust on the
Continental Plate. Traps creating oil and gas fields have been located primarily
in Canada and Wyoming where billion barrel oil equivalent fields have been
discovered since the 1970's. The region is still relatively unexplored because,
despite gigantic reserve potential, exploration in this area is very expensive
and risky, and seismic has not been very reliable.

Christmas Meadows Prospect
--------- ------- --------

     This prospect is on the north slope of the Uinta Mountains in northeastern
Utah, 30 miles south of Evanston, Wyoming. While shooting a regional seismic
grid in the 1970s, Gulf noted a large dome on one of the seismic lines.
Subsequent seismic by Gulf, American Quasar, Amoco, Chevron and others has
defined the dome.  Amoco staked a well location to test the structure in 1982
but they gave up trying to get a drilling permit in 1980.  Chevron then staked a
well and fought to get the necessary permits until 1994 when they gave up and
turned the project over to Amerac, who designated Double Eagle as its agent.
Double Eagle received a drilling permit in the summer of 1995 and began building
the road to the location with its partners, Prima Oil & Gas and John Lockridge.
Amerac, Chevron and Judy Yates farmed out their interests to Double Eagle, Prima
and Lockridge.  One key to getting this well drilled is the resolution by the
United States Forest Service of an unleased 400 acre tract of land next to the
<PAGE>

drillsite.  On April 1, 1999, the Interior Board of Land Appeals (IBLA) decided
in favor of Double Eagle and its partners, "that the close proximity of the
unleased tract to the drillsite prevented them from developing the project". As
a result of the IBLA decision, Double Eagle asked for the unleased tract to be
offered for lease. The Company also asked the Forest Service to designate a time
in the year 2000 when the Company could begin final construction of the road and
location. The recent Executive Order by President Clinton affecting Roadless
Areas near the National Forests could actually have a positive impact on the
project as it could precipitate a final decision concerning the unleased tract.
The Company has advocated this position for many years. Double Eagle has a 3.82%
working interest as well as a 25% interest in the Farmout from Chevron, Amerac
and Yates on the lands in this 23,000 acre Table Top Unit. The Company expects
to begin drilling the Project in the fall of 2000.  Double Eagle intends to
persevere on this project until it is completed.

     Sage Creek Prospect  (Southwestern Montana)
     ---- ----- --------  ------------- --------

     The Company holds a 60% working interest in 8,020 acres of leases in the
southwestern Montana portion of the overthrust belt. This area is thought to
have the potential to contain a giant oil and gas field similar in magnitude to
those fields present in the Wyoming portion of the overthrust belt whose
reserves exceed one billion barrels of oil equivalent. Amoco, Exxon and Marathon
did seismic work and drilled wells in this area during the 1980's but found no
commercial deposits. Double Eagle's main emphasis is directed at testing a well
location  that  was permitted in 1986 but was never drilled by Amoco. Because of
its close proximity to a Wilderness Study Area, the area is experiencing strict
land use plans by the federal government which could prevent the orderly
development for oil and gas exploration. The Company plans to continue to work
through these obstacles and get a well drilled on its acreage.

MINING ACTIVITIES

     Zeolite
     -------

     Since 1972, the Company has owned mining claims covering 320 acres of land
in Lander County, Nevada and 640 acres of land in Owyhee County, Idaho, which
because of natural outcrops, other sampling and analysis are believed to overlie
significant deposits of clinoptilolite, which is one of 34 naturally occurring
zeolites.  Although the existence of these deposits has been indicated for some
time, no commercially significant mining operations have been conducted on the
Company's property because significant markets for zeolites have not yet been
developed.  Zeolites currently are utilized commercially for small consumption
items such as cat litter, deodorant and aquarium filter material, but the amount
of consumption from these markets has not justified large scale production to
date.  In 1999 the Company held several discussions with possible markets for
Zeolite including the clean up effort at the Hanford Nuclear Site as a water
filtration component, a Potash mine in Idaho as a bedding for tailing piles and
a swine farm as a feed amendment to enhance the animal's health, digestion
system and reduce odors. We will continue our efforts to find a large industrial
use for our Zeolites.
<PAGE>

Production

     The table below sets forth oil and gas production from the Company's net
interests in producing properties for each of its last three fiscal years.
<TABLE>
<CAPTION>
                         Oil and Gas Production
                                       Year ended, August 31,

                                1999            1998           1997
<S>                        <C>             <C>            <C>
Quantities
        Oil (Bbls)             21,530          10,591         17,331
        Gas (Mcf)             379,306         284,648        222,628
Average Sales Price
       Oil ($/Bbl)             $12.95          $14.47         $21.23
       Gas ($/Mcf)              $1.75           $1.85          $1.19
Average Production Cost         $3.34           $3.15          $2.47
   ($/BOE)
</TABLE>

  The Company's oil and gas production is sold on the spot market and the
Company does not have any production that is subject to firm commitment
contracts.  During the year ended August 31, 1999, purchases by each of six
customers, Equiva Trading & Transportation, Inc., Summit Energy, Credo Petroleum
Corporation, Marathon Oil Company, Continental Industries and BP Amoco
represented more than 10 percent of total Company revenues.  None of these six
customers, or any other customer of the Company, has a firm sales agreement with
the Company.  The Company believes that it would be able to locate alternate
customers in the event of the loss of one or more of these customers.

Productive Wells

     The following table categorizes certain information concerning the
productive wells in which the Company owned an interest as of August 31, 1999.
<TABLE>
<CAPTION>
                          PRODUCTIVE WELLS

                              OIL                    GAS
                       Gross       Net         Gross       Net

<S>                 <C>        <C>         <C>         <C>
COLORADO                -----      -----           2      .059
MISSISSIPPI                 2        .0009     -----    -----
MONTANA                     2        .096      -----    -----
NORTH DAKOTA               14        .0974     -----    -----
OKLAHOMA                -----      -----           1    -----
UTAH                    -----      -----           1      .02
WYOMING                    79       5.728        182     4.54
                           --       -----        ---     ----

TOTAL                      97       5.9223       186     4.619

</TABLE>

Drilling, Acquisitions And Reserve Replacement Costs

     During the three years ended August 31, 1999, the Company added proved
reserves from acquisitions, extensions, discoveries and reserve revisions of
approximately $2,254,005,.resulting inpandaveragedannualtreserveireplacement
cost of approximately $4.45 per BOE over that three year period.
<PAGE>

     The Company drilled or participated in the drilling of wells as set forth
in the following table for the periods indicated.  In certain of the wells in
which the Company participates, the Company has an overriding royalty interest
and no working interest.
<TABLE>
<CAPTION>

                               WELLS DRILLED

                           Year Ended August 31,

                          1999                1998                1997
                    Gross     Net       Gross       Net     Gross     Net

<S>                <C>      <C>      <C>          <C>      <C>      <C>
   Exploratory
Oil                   0        0          0          0        0        0
Gas                   0        0          0          0        0        0
Dry Holes             1       .25         1        .2215      3      .4725

     Subtotal         1       .25         1        .2215      3      .4725

   Development
Oil                   1       .025        0          0        8       .005
Gas                   3      .2376        8         .348      4       .21
Dry Holes             0        0          3        1.037      0        0

     Subtotal         4      .2626       11        1.385     12       .215

            TOTALS    5      .5126        12       1.6065     15     .6875
</TABLE>

     All the Company's drilling activities are conducted on a contract basis
with independent drilling contractors.

Reserves

     The following reserve related information for the years ended August 31,
1999, 1998, and 1997 is based on estimates prepared by the Company.  The
Company's reserve estimates are developed using geological and engineering data
and interests and burdens information developed by the Company.  Reserve
estimates are inherently imprecise and are continually subject to revisions
based on production history, results of additional exploration and development,
prices of oil and gas, and other factors.  The notes following the table should
be read in connection with the reserve estimates.
<TABLE>
<CAPTION>
                                                Estimated Proved Reserves (1)(2)
                                                         At August 31,

                                                  1999       1998        1997

<S>                                            <C>        <C>        <C>
Proved Developed Oil Reserves (Bbls)              152,169     90,911     180,526
Proved Undeveloped Oil Reserves (Bbls)          ---------  ---------   ---------
       Total Proved Oil Reserves (Bbls)           152,169     90,911     180,526
Proved Developed Gas Reserves (Mcf)             4,090,010  3,507,986   2,757,188
Proved Undeveloped Gas Reserves (Mcf)           ---------  ---------   ---------
       Total Proved Gas Reserves (Mcf)          4,090,010  3,507,986   2,757,188
Total Proved Crude Oil Equivalents (BOE)(3)       833,837    675,575     640,057
Present Value of Estimated Future Net Revenues
 before income taxes  discounted at  10%       $4,791,302 $3,976,153  $3,872,440
<PAGE>
<FN>
(1)  The Company's annual reserve reports are prepared as of August 31, which is
     the last day of the Company's fiscal year.

(2)  The present value of estimated future net revenues as of each date shown
     was calculated using oil and gas prices as of that date.

(3)  Gas is converted to barrel of oil equivalent at 6,000 cubic feet equals one
     barrel.
</TABLE>

     Reference should be made to the supplemental oil and gas information
included in this Form 10-KSB for additional information pertaining to the
Company's proved oil and gas reserves as of the end of each of the last three
fiscal years.

Acreage

     The following tables set forth the gross and net acres of developed and
undeveloped oil and gas leases in which the Company had working interests and
royalty interests as of August 31, 1999.  The category of "Undeveloped Acreage"
in the tables includes leasehold interests that already may have been classified
as containing proved undeveloped reserves.
<TABLE>
<CAPTION>
                              WORKING INTERESTS
                      Developed             Undeveloped
                      Acreage (1)           Acreage (2)             Total

STATE               GROSS       NET       GROSS      NET       GROSS       NET

<S>              <C>         <C>        <C>        <C>      <C>         <C>
MONTANA                   29          1      8,020    4,812       8,049      4,813
NORTH DAKOTA           3,176         79                           3,176         79
UTAH                     637         16     69,693    6,084      70,330      6,100
WYOMING               81,672      7,535    108,430   68,456     190,102     75,991

TOTAL                 85,514      7,631    186,143   79,352     271,657     86,983

</TABLE>
<TABLE>
<CAPTION>
                               ROYALTY INTERESTS

                      Developed           Undeveloped
                     Acreage (1)          Acreage (2)             Total

STATE             GROSS       NET       GROSS      NET       GROSS       NET

<S>             <C>        <C>        <C>        <C>      <C>         <C>
COLORADO               155          5      6,448      177       6,603        182
MISSISSIPPI              2          0                               2          0
MONTANA                291         15                             291         15
NORTH DAKOTA         1,380         67          0        0       1,380         67
OKLAHOMA                11          0                              11          0
UTAH                     0          0      2,240       90       2,240         90
WYOMING             15,185        386     25,540      979      40,725      1,365

TOTAL               17,024        473     34,228    1,246      51,252      1,719
<PAGE>
<FN>
(1)  Developed acreage is acreage assigned to producing wells for the spacing
     unit of the producing formation.  Developed acreage in certain of the
     Company's properties that include multiple formations with different well
     spacing requirements may be considered undeveloped for certain formations,
     but have only been included as developed acreage in the presentation above.

(2)  Undeveloped acreage is lease acreage on which wells have not been drilled
     or completed to a point that would permit the production of commercial
     quantities of oil and gas regardless of whether such acreage contains
     proved reserves.
 </TABLE>

     Substantially all of the leases summarized in the preceding table will
expire at the end of their respective primary terms unless the existing leases
are renewed or production has been obtained from the acreage subject to the
lease prior to that date, in which event the lease will remain in effect until
the cessation of production.  The following table sets forth the gross and net
acres subject to leases summarized in the preceding table that will expire
during the periods indicated:

<TABLE>
<CAPTION>
                                                             Acres Expiring

                                                            Gross       Net
Twelve Months Ending:                                      <C>        <C>
December 31, 1999                                              8,036     5,755
December 31, 2000                                              7,424     5,626
December 31, 2001                                              3,640     2,256
December 31, 2002 and later                                  167,043    65,715
</TABLE>

<PAGE>





ITEM 3. LEGAL PROCEEDINGS

     The Company is not a party to any pending legal proceeding (nor is the
Company's property subject of a pending legal proceeding) that the Company
believes would have a material adverse effect on the Company.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.
                                    PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     Market Information.  The Company's Common Stock is traded in the over-the-
     ------------------
counter market and listed on the Nasdaq SmallCap Stock Market under the symbol
"DBLE". The Company's Units, each consisting of one share of Common Stock and
one Warrant, traded from December 1996 until October 1997, when the Units were
separated and the Warrant commenced trading.  The range of high and low sales
prices for each quarterly period during the two most recent fiscal years ended
August 31, 1998 and 1999, as reported by Nasdaq, is as follows:
<TABLE>
<CAPTION>
                                      Warrants ("DBLEW")        Common Stock ("DBLE")

Fiscal 1998                           High           Low          High           Low
<S>                                 <C>           <C>           <C>           <C>
 First Quarter                           1.00           .53          2.75          1.00
 Second Quarter                          1.00           .37          2.62          1.25
 Third Quarter                           1.44           .75          3.47          1.87
 Fourth Quarter                          1.12           .37          2.87          1.25
Fiscal 1999
 First Quarter                            .75           .37          1.87          1.12
 Second Quarter                           .56           .25          1.62          1.12
 Third Quarter                            .56           .31          1.75          1.06
 Fourth Quarter                           .75           .37          2.75          1.25

       Units ("DBLEU")

Fiscal 1998                           High           Low
    First Quarter                        2.82          1.25
    Second Quarter                        ---           ---
    Third Quarter                         ---           ---
    Fourth Quarter                        ---           ---
</TABLE>

     On November 24, 1999, the closing sales price for the Common Stock as
reported by Nasdaq was $3.625 per share.  Also on November 24, 1999, the closing
sales price for the Warrants was $1.2187 per Warrant.

     Holders  On November 23, 1999, the number of holders of record of common
     -------
stock was 1,920 and the number of holders of warrants was 12.

Dividends.  The Company has not paid any cash dividends since its inception.
---------
The Company anticipates that all earnings will be retained for the development
of its business and that no cash dividends on its Common Stock will be paid in
the foreseeable future.
<PAGE>


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Introduction


     This discussion summarizes the significant factors affecting the operating
results, financial condition, and cash flows of Double Eagle Petroleum and
Mining Company, for the three-year period ended August 31, 1999.  This
discussion should be read in conjunction with the Letter to Stockholders,
Financial Statements and Notes to Financial Statements included in this Annual
Report on Form 10-KSB.


Overview

     During fiscal 1999, the Company experienced an increase in production of
approximately 43% as measured by barrel of oil equivalents. The increase in
production contributed to a substantial reduction in the net loss of the Company
as compared to the net loss of the prior year.


Operating Results

     Revenues from oil and gas sales increased from 1998 to 1999, and from 1997
to 1998. The increase in oil and gas sales from 1998 to 1999 measured 26%, the
increase from 1997 to 1998 measured 7%. In each of fiscal 1999 and fiscal 1998,
the Company increased production of oil and gas, as measured by barrel of oil
equivalents (BOE's), over the prior year.  Contributing to the increase in BOE's
in 1999 were the producing property acquisitions of the Government Bridge, Wolf
Draw and Cow Creek fields, and acquisitions of increased interests in the Four
Mile Gulch, Whiskey Buttes, Swan South and Mesa Unit fields.  However, the
increase in production was offset by a decline in oil and gas pricing.

     Sales of nonproducing leases were $224,119 in 1999 as compared to $53,200
in 1998.  The Company's strategy is to develop and market oil and gas prospects,
and to participate in the drilling of wells.  The Company will continue to sell
nonproducing leases as a means to generate cash flow.

     Costs and expenses increased by 5% in 1999 over 1998.  If the cost of
impairment of producing properties which the Company experienced in 1998, is not
included, costs and expenses increased by 26% in 1999 over 1998.  Production
costs increased 55%, due in part to the increase in production and extensive
workovers performed on the Government Bridge field. Depreciation and depletion
increased 82% as a result of the increase in production and as a result of the
costs of producing property acquisitions in fiscal 1999.  General and
administrative expenses decreased by 12% as a result of management's efforts to
reduce or eliminate non-essential expenditures.

     Costs and expenses increased by 70% in 1998 over 1997.  Contributing to
this increase was the non-cash impairment of producing properties of $208,000,
which occurred as the Company wrote-down the carrying amount of the State 1-36
and the Graham #2 wells.  Future revenues anticipated from these wells were not
expected to recover the carrying value of the wells.  Also contributing to the
increase in costs and expenses were increases in production costs and production
taxes as a result of the increase in production.  General and administrative
expenses increased by $199,000, primarily due to increases in expenditures for
shareholder relations, legal and accounting fees, and for increased personnel
costs.

     Overall, the Company experienced pre-tax losses of $(139,794) and
$(465,572) for the fiscal years 1999 and 1998, respectively, and pre-tax income
of $190,982 for fiscal 1997.
<PAGE>


Financial Condition and Liquidity

     Double Eagle utilized approximately $584,000 of the proceeds it received
from the issuance of common stock during fiscal year 1999, along with
approximately $500,000 in short-term and long-term borrowings, toward the
purchase and development of producing properties.  In addition, the Company
expended $189,000 towards the purchase of nonproducing leases.  The acquisitions
decreased working capital by $202,000 at the end of fiscal year 1999 compared to
the end of fiscal 1998.

     Operating activities generated cash of $96,000 during fiscal 1999, as
compared to the consumption of cash if $180,000 during 1998, and $37,000 of cash
generated in 1997. Management is engaged in an on-going strategy of eliminating
those expenditures it feels are non-essential.

     The Company continued its strategy of increasing its holdings of oil and
gas properties, increasing its capitalized position in those assets by
$1,160,000 in 1999, $597,000 in 1998, and $498,000 in 1997.  The increase in
capitalized expenditures was primarily in support of the Company's goal to grow
reserves, production and revenues, through low risk developmental drilling,
workovers, and acquisitions.

     The Company utilizes a $500,000 line of credit arrangement in meeting its
short-term operating needs.  The Company owed $308,000 and $-0- on this line of
credit at the end of fiscal years 1999 and 1998, respectively.  In addition, the
Company owed $201,000 on long term borrowing at the end of 1999.  Subsequent to
year end, the Company paid off the balance of the long-term debt and the line of
credit.

     Subsequent to fiscal year 1999, the Company issued through private
placement, 400,000 shares of the Company's common stock.  This private placement
generated $1,100,000 in cash.  Double Eagle's primary financing objective is to
maintain a conservative balance sheet, defined as using appropriate levels of
equity and long-term debt to finance noncurrent assets and permanent working
capital needs.

Year 2000 Compliance

     Year 2000 compliance is the ability of computer hardware and software to
respond to the problems posed by the fact that computer programs traditionally
have used two digits rather than four digits to define an applicable year.  As a
a consequence, any of the Company's computer programs that have date-sensitive
software may recognize a date using "00" as the year 1900 rather than the year
2000.  This could result in a system failure or miscalculations causing
interruption of operations, including temporary inability to perform accounting
functions and to send joint invoices and delays in the receipt of payments from
purchasers of oil and gas production.  In October 1999, the Company replaced
three computers and updated the software, which included the computer that may
have had minor Year 2000 issues. The cost to replace the Company's existing
computer systems was $7,189.49.

     The Company has sent inquiries to each customer that purchases more than
10% of the Company's production to determine their Year 2000 compliance.
Failure of customers to be Year 2000 compliant may lead to delays in payments to
the Company for production and lost revenue to the Company.  The Company
completed its review of customer compliance in the first quarter fiscal 2000.
Although the Company believes its major customers are year 2000 compliant, there
is no assurance that this is the case.  In the event of disruptions caused by
the failure of customers to be Year 2000 compliant, the Company believes that
there will be alternative purchasers for the Company's production.
<PAGE>




                   DOUBLE EAGLE PETROLEUM AND MINING COMPANY
            ITEM 7. FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION

                                     Index
                                                                      Page
                                                                     Numbers
                                                                     -------

(1)   Report of Independent Certified Public Accountants                F-1

      Financial Statements:

            Balance Sheets as of August 31, 1999 and 1998               F-2

            Statements of Operations for the years ended
              August 31, 1999, 1998, and 1997                           F-3

            Statements of Stockholders' Equity for the years
              ended August 31, 1999, 1998, and 1997                     F-4

            Statements of Cash Flows for the years ended
              August 31, 1999, 1998, and 1997                           F-5

            Notes to Financial Statements                           F-6 - F-11


(2)  Supplemental Oil and Gas Information (Unaudited)              F-12 - F-14








                                     F-1(a)
<PAGE>

                         ------------------------------
                        LOVELETT, HARGENS & SKOGEN, P.C.
                        ------- --------- ------- ------


               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS





The Stockholders and Board of Directors
Double Eagle Petroleum and Mining Company

We have audited the balance sheets of Double Eagle Petroleum and Mining Company
as of August 31, 1999 and 1998, and the related statements of income, changes in
stockholders' equity, and cash flows for the years ended August 31, 1999, 1998
and 1997. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amount and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Double Eagle Petroleum and
Mining Company as of August 31, 1999 and 1998, and the results of its operations
and its cash flows for the years ended August 31, 1999, 1998 and 1997, in
conformity with generally accepted accounting principles.


                         /S/ Lovelett, Hargens & Skogen, P.C.

Casper, Wyoming
October 29, 1999

                                      F-1
<PAGE>
DOUBLE EAGLE PETROLEUM AND MINING COMPANY

BALANCE SHEETS
<TABLE>
<CAPTION>
August 31, 1999 and 1998                                                    1999          1998

<S>                                                                       <C>           <C>
       ASSETS
CURRENT ASSETS
Cash and cash equivalents                                               $   237,755   $    97,429
Accounts receivable                                                         295,985       156,174
Prepaid expenses                                                              9,369             -

Total Current Assets                                                        543,109       253,603

PROPERTIES AND EQUIPMENT
Undeveloped properties                                                      721,109       602,359
Developed properties                                                      5,091,135     4,051,469
Corporate and other                                                         254,295       253,238

                                                                          6,066,539     4,907,066
Less accumulated depreciation, depletion and amortization                (2,322,360)   (2,016,359)
     Net Properties and Equipment                                         3,744,179     2,890,707
                                                                                  0             9
INVESTMENTS AND OTHER ASSETS                                                70,884        118,902

TOTAL ASSETS                                                            $ 4,358,172   $ 3,263,212



        LIABILITIES
CURRENT LIABILITIES
Accounts payable                                                        $   225,732   $    70,852
Accrued production taxes                                                     17,289        29,743
Line of credit                                                              307,898             -
Long-term debt _ current portion                                             41,728             -

Total Current Liabilities                                                   592,647       100,595


LONG-TERM DEBT                                                              158,773             -


Total Liabilities                                                           751,420       100,595


           STOCKHOLDERS' EQUITY
Common stock, $.10 par value; 10,000,000 shares authorized; issued
and outstanding 4,365,401 shares in 1999 and 3,932,651 in 1998              436,540       393,262
Capital in excess of par value                                            2,667,276     2,126,625
Retained earnings                                                           502,936       642,730

       Total Stockholders' Equity                                         3,606,752     3,162,617

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                              $ 4,358,172   $ 3,263,212


<FN>
See accompanying notes to financial statements.
</TABLE>
                                      F-2
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
For the years ended August 31, 1999, 1998 and 1997           1999          1998          1997

<S>                                                        <C>           <C>           <C>
Revenues
Oil and gas sales                                        $   854,405   $   680,734   $   633,797
Sales of nonproducing leases                                 224,119        53,200       242,744
Other income                                                  59,504         5,259        16,644

Total Revenues                                             1,138,028       739,193       893,185


Costs and Expenses
Production costs                                             183,451       104,429        76,875
Production taxes                                              99,731        78,113        57,634
Exploration expenses                                         192,948       183,279       139,776
Write offs and abandonments                                   54,931        12,115        10,635
General and administrative                                   409,597       463,869       265,006
Depreciation and depletion                                   306,002       167,825       135,542
Impairment of producing properties                                 -       208,273             -
Cost of nonproducing leases sold                              31,150         4,475        31,942

Total Costs and Expenses                                   1,277,810     1,222,378       717,410


(Loss) Income from Operations                               (139,782 )    (483,185 )     175,775

Other Income (Expenses)
Interest income                                                8,595        20,147        29,765
Interest expense                                              (8,607 )      (2,534 )     (11,575 )
Other expense                                                      -             -        (2,983 )

                                                             (    12 )      17,613        15,207


(Loss) Income before Income Taxes                           (139,794 )    (465,572 )     190,982

Income Tax Expense (Credit)                                        -       (45,294 )      28,155

Net (Loss) Income                                        $  (139,794 ) $  (420,278 ) $   162,827



(Loss) Income per Common Share _ Basic & Diluted         $      (.03 ) $      (.11 ) $       .05


Average Shares Outstanding _ Basic                         4,229,874     3,901,024     3,527,546


Average Shares Outstanding _ Diluted                       4,309,070     3,901,024     3,527,546


<FN>
See accompanying notes to financial statements.
</TABLE>



                                      F-3
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

STATEMENTS OF STOCKHOLDERS' EQUITY

For the years ended August 31, 1999, 1998, and 1997

<TABLE>
<CAPTION>
                                                            Additional                              Total
                     Outstanding           Common            Paid In            Retained        Stockholders'
                        Shares             Stock             Capital            Earnings            Equity

<S>                 <C>                <C>                <C>                <C>                <C>
Balance at,
 August 31,1996          2,712,401   $        271,237   $        886,254   $        900,181   $      2,057,672

Net Income                    -                  -                  -               162,827            162,827

Common Stock
 Issued                  1,168,250            116,825          1,236,196                  -          1,353,021


Balance,
  August 31, 1997        3,880,651   $        388,062   $      2,122,450   $      1,063,008   $      3,573,520

Net Loss                         -                  -                  -           (420,278 )         (420,278 )

Repurchase of
   Common Stock            (30,000 )           (3,000 )          (49,500 )                -            (52,500 )

Common Stock
 Issued                     82,000              8,200             53,675                  -             61,875


Balance at
  August 31, 1998        3,932,651   $        393,262   $      2,126,625   $        642,730   $      3,162,617

Net Loss                         -                  -                  -           (139,794 )         (139,794 )

Common Stock
 Issued                    432,750             43,278            540,651                  -            583,929


Balance at
  August 31, 1999        4,365,401   $        436,540   $      2,667,276   $        502,936   $      3,606,752

<FN>
See accompanying notes to financial statements.
</TABLE>




                                      F-4
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the Years ended August 31, 1999, 1998 and 1997              1999          1998          1997

<S>                                                         <C>           <C>           <C>
Cash Flows from Operating Activities

Net (loss) income                                          $  (139,794 ) $  (420,278 ) $   162,827
Adjustments to reconcile net (loss) income to net cash
 provided by operating activities:
Depreciation, depletion and impairments                        306,002       376,099       135,542
Abandonments and loss on investments                            56,044        13,310        19,058
Gain on sale of nonproducing leases                           (192,969 )     (48,725 )    (210,802 )
Deferred taxes                                                       -       (45,294 )      28,155
Changes in operating assets and liabilities:
Accounts receivable                                            (66,793 )      21,257       (57,966 )
Prepaid expenses                                                (9,369 )           -             -
Accounts payable                                               154,880       (76,544 )     (38,078 )
Accrued production taxes                                       (12,454 )     (76,442 )      (1,332 )


Net cash provided by (used in) operating activities             95,547      (179,733 )      37,404


Cash Flows from Investing Activities

Proceeds from sales of properties                              194,119        53,200       242,744
Purchase of investments                                          5,000       (25,000 )     (34,110 )
Acquisitions of nonproducing properties                       (205,944 )     (87,188 )    (147,576 )
Acquisitions of producing properties and equipment            (665,724 )    (541,538 )    (416,133 )

Net cash (used in) investing activities                       (672,549 )    (600,526 )    (355,075 )


Cash Flows from Financing Activities
Issuance of common stock                                       583,929         9,375     1,408,251
Long-term Borrowing                                            205,000             -             -
Repayment of Long-term debt                                     (4,499 )           -             -
Purchase of employee stock options                                   -             -       (13,499 )
Net borrowings (repayments) under line of
  credit arrangement                                           (67,102 )           -      (250,000 )


Net cash provided by financing activities                      717,328         9,375     1,144,752


Increase (Decrease) in Cash and Cash Equivalents               140,326      (770,884 )     827,081

Cash and cash equivalents at beginning of year                  97,429       868,313        41,232

Cash and cash equivalents at end of year                   $   237,755   $   897,429   $   868,313



Supplemental Disclosures of Cash and Non-Cash
 Transactions

Cash paid during the year for Interest                     $     8,607   $     2,534   $    11,575
     Producing properties acquired through debt            $   375,000   $         -   $         -
     Repurchase and Issuance of Common Stock               $         -   $    52,500   $         -

<FN>
See accompanying notes to financial statements.
</TABLE>
                                      F-5
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

NOTES TO FINANCIAL STATEMENTS



1.Summary of Significant Accounting Policies

  Nature of Business

  Double Eagle was incorporated under Wyoming law in 1972 for the purpose of
  exploration, development, and production of oil, gas and other minerals in
  the Rocky Mountain region of the United States.  Its oil and gas production
  is sold to major companies of the petroleum industry under terms requiring
  payment within sixty days.  The prices received for its oil and gas are very
  volatile due to economic conditions within the industry.  Income from mineral
  production is nominal and received in the form of minimum annual royalties.

  Accounting for Oil and Gas Activities

  Double Eagle uses the successful efforts method of accounting for oil and gas
  producing activities.  Under this method, acquisition costs for proved and
  unproved properties are capitalized when incurred.  Exploration costs,
  including geological and geophysical costs, the costs of carrying and
  retaining unproved properties and exploratory dry hole drilling costs, are
  expensed.  Development costs, including the costs to drill and equip
  development wells, and successful exploratory drilling costs that locate
  proved reserves, are capitalized.  In addition, the Company limits the total
  amount of unamortized capitalized costs to the value of future net revenues,
  based on current prices and costs.

  Depreciation, depletion and amortization

  Depreciation and depletion of the capitalized costs for producing oil and
  gas properties are provided by the unit-of-production method based on proved
  oil and gas reserves.  Uncompleted wells and equipment are reflected at the
  Company's incurred cost and represent costs of drilling and equipping oil and
  gas wells that are not completed as of the balance sheet date.  The costs of
  unproved leases which become productive are reclassified to proved properties
  when proved reserves are discovered in the property.  Unproved oil and gas
  interests are carried at original acquisition costs including filing and
  title fees.

  Zeolite properties include the original costs to acquire and stake the claims
  and the preliminary evaluation and development costs which are necessary
  prior to commencement of the mining operations.  Subsequent to the time that
  zeolite mines reach operational status, all operational expenditures are
  charged to expense in the period incurred.

  Office facilities and equipment are recorded at cost.  Depreciation of office
  facilities and equipment is recorded using straight-line and accelerated
  methods over the estimated useful lives of  7 to 40 years for office
  facilities and 5 to 7 years for office equipment.

  Maintenance, repairs and renewals which neither materially add to the value
  of the property nor appreciably prolong its life are charged to expense as
  incurred.

  Cash and Cash Equivalents

  For purposes of preparing the statement of cash flows, currency on hand,
  demand deposits, money market accounts, treasury bills and certificates of
  deposits with short-term maturities are considered to be cash and cash
  equivalents.



                                      F-6
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

NOTES TO FINANCIAL STATEMENTS (continued)


1.Summary of Significant Accounting Policies (continued)

  Use of estimates

  The preparation of financial statements in conformity with generally accepted
  accounting principles requires management ot make estimates and assumptions
  that affect the reported amounts of assets and liabilities and disclosure of
  contingent assets and liabilities at the date of the financial statements and
  the reported amounts of revenues and expenses during the reporting period.
  Actual results could differ from those estimates.

  Income taxes

  Income taxes are determined under an asset and liability approach.  The
  income statement effect is derived from changes in deferred income taxes on
  the balance sheet.  This approach gives consideration to the future tax
  consequences associated with differences between financial accounting and tax
  bases of assets and liabilities.  These differences relate to items such as
  depreciable and depletable properties, exploratory and intangible drilling
  costs, and non-producing leases.

  Gas Balancing Arrangement

  In accordance with EITF 90-22, the gas-balancing arrangement is accounted for
  by the entitlements method.  The Company has reflected sales revenue and a
  corresponding receivable for its proportionate share of the gas sold by
  Amoco.  The receivable is valued at the lower of the price in effect at the
  time of production or the current market value.

  Net (Loss) Income per Share

  Basic net income per share of common stock is based on the weighted average
  number of shares outstanding during the year.  Diluted net (loss) income per
  share reflects the potential dilution from the exercise of stock options.

  Stock-Based Compensation

  The Company accounts for stock options using Accounting Principles Board
  Opinion No 25 (APB25).

  Reclassifications

  Certain accounts in the prior-year financial statements have been
  reclassified for comparative purposes to conform with the presentation in the
  current year financial statements.  These reclassifications have no effect on
  net income or stockholders' equity.





                                      F-7
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

NOTES TO FINANCIAL STATEMENTS (continued)



2.Financial Instruments

  The following disclosures on the estimated fair value of financial
  instruments are presented in accordance with SFAS 107 "Disclosure about Fair
  Value of Financial Instruments".  Fair value, as defined in SFAS 107, is the
  amount at which the instrument could be exchanged currently between willing
  parties. The carrying amounts for trade receivables and payables are
  considered to be their fair values.  The difference between the carrying
  amounts and the estimated fair market values of the Company's other financial
  instruments at August 31, 1999 and 1998 were immaterial.

3.Income Taxes

  The income tax expense (credit) amounts reported on the income statement are
  composed entirely of deferred income taxes.  The tax effects of temporary
  differences that gave rise to significant portions of the deferred tax
  liabilities and deferred tax assets as of August 31, 1999 and 1998 were as
  follows:
<TABLE>
<CAPTION>
                                               1999           1998

<S>                                          <C>            <C>
Deferred tax assets:
     Asset impairments                     $    31,241    $    31,241
     Net operating loss carryforwards          140,182        122,005

                                               171,423        153,246

Deferred tax liabilities:
     Intangible drilling costs             $   134,922    $   136,702
     1st year federal lease rentals              1,161          1,481

                                               136,083        138,183


Net deferred tax assets (liabilities)           35,340         15,063
Valuation allowance:                           (35,340 )      (15,063 )

Net deferred tax assets (liabilities)      $         -    $         -


</TABLE>

  At August 31, 1999, the Company has a net operating loss carryforward for
  regular income tax reporting purposes of $1,050,000, which will begin
  expiring in 2007.


                                      F-8
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

NOTES TO FINANCIAL STATEMENTS (continued)


4.Impairment of Long-Lived Assets

In accordance with the provisions of SFAS 121, Accounting for the Impairment of
Long-Lived Assets and for Long-Live Assets to be Disposed Of, the Company
reviews the carrying values of its long-lived assets whenever events or changes
in circumstances indicate that such carrying values may not be recoverable.
SFAS 121 requires that an impairment loss be recognized when the carrying amount
of an asset exceeds the sum of the undiscounted  estimated future cash flows of
the asset.  As a result of the provisions of SFAS 121, the Company recognized a
non-cash charge on producing properties during the fourth quarter of fiscal 1998
of  $208,273.

5.Common Stock and Stock Options

  Stock option plans approved by the stockholders provide for granting of
  options to employees for purchase of common stock generally at prices between
  the "bid" and "ask" prices at the time of grant.  Generally, options granted
  expire three years after the date of grant.  The changes in the outstanding
  stock options during the three years ended August 31, 1999, 1998, and 1997
  are summarized as follows:

<TABLE>
<CAPTION>
                             1999                  1998                  1997
                                 Wt. Avg.              Wt. Avg.              Wt. Avg.
                       Shares    Ex. Pr.     Shares    Ex. Pr.     Shares    Ex. Pr.

<S>                   <C>        <C>        <C>        <C>        <C>        <C>
Beginning of year      360,000 $    1.424    285,000 $    1.590    200,000 $     .917
Granted                273,000      1.570    240,000      1.540    165,000      2.080
Exercised              (50,000 )    1.250    (70,000 )     .750    (50,000 )     .875
Purchased                    -          -          -          -    (30,000 )     .935
Expired               (140,000 )    1.310    (95,000 )    2.590          -          -


End of year            443,000 $    1.580    360,000 $    1.424    285,000 $    1.590

</TABLE>

  There were two issues of warrants outstanding as of August 31, 1999.  One
  issue covering 1,118,250 warrants allows for the purchase of one share of
  common stock at a price of $3.00 with each warrant.  These warrants expire
  December 17, 2001.  The second issue covering 474,750 warrants allows for the
  purchase of one share of common stock at a price of $1.375 with each warrant.
  These warrants expire October 16, 2003.

  In 1995, the Financial Accounting Standards Board issued Statement of
  Financial Accounting Standards No. 123 "Accounting for Stock-Based
  Compensation".  As permitted by FAS 123, the Company continues to apply the
  recognition and measurement provisions of Accounting Principles Board Opinion
  been2determinedtfor stocktoptionsugrantedmino1999,.1998dandm1997,tibasedponse
  the fair values at grant dates consistent with SFAS No. 123, the Company's
  pro forma 1999 net loss and loss per share - basic and diluted would have
  been $(272,514) and $(.06) respectively, and 1998 net loss and loss per share
  - basic and diluted would have been $(546,871), and $(.14), respectively, and
  1997 net income and earnings per share - basic and diluted would have been
  $68,871,  and $.02, respectively.

                                      F-9
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

NOTES TO FINANCIAL STATEMENTS (continued)


  The pro forma amounts were estimated using the Black-Scholes option pricing
  model with the following assumptions for 1999, 1998 and 1997:
<TABLE>
                                                     1999            1998           1997

<S>                                                 <C>     <C>    <C>      <C>    <C>     <C>
Weighted average expected life (years)                  3.0             3.0            1.9
Expected volatility                                      53   %          92 %           80 %
Risk free interest rate                                5.75   %        5.50 %         5.55 %
Weighted average fair value of options granted    $     .95      $     1.15      $     .48

</TABLE>

6.Short-Term Debt

  The company maintains a $500,000 unsecured short-term line of credit with a
  interestcrateeonothenlineiofzcreditpistatf.25% over theaWallnStreetrJournale
  Prime Rate.  There were no amounts outstanding under this line of credit at
  August 31, 1998 and 1997.  The line of credit is collateralized by producing
  properties.  The line of credit was paid off in October, 1999.

7. Long-Term Debt

The Company currently owes $200,501 on a loan collateralized by producing
properties.  Payments are currently $5,400 per month, including interest at .25%
over the Wall Street Journal Prime Rate.  The loan was paid in full in October,
1999.

8. Net (Loss) Income per Share

  During fiscal year 1998, the Company adopted SFAS No. 128, "Earnings Per
  Share," which requires the reporting of both basic and diluted earnings per
  share.  Earnings per share - basic is computed by dividing income available
  to common shareholders by the weighted average number of common shares
  outstanding for the period.  Earnings per share - diluted reflects the
  potential dilution that could occur if options or other contracts to issue
  common stock were exercised or converted into common stock.  Prior periods
  have been restated to reflect the new standard.

  The following is a reconciliation of net income to net income per share -
  basic and diluted for the three years ended August 31, 1999, 1998 and 1997.

<TABLE>
<CAPTION>
(shares in thousands)                                  1999          1998           1997

<S>                                                  <C>           <C>           <C>
Net (loss) income in thousands                    $      (140 ) $       (421 )  $      163

Average shares outstanding - basic                      4,230          3,901         3,500

Dilutive effect of stock options                           79              -            28

Diluted shares outstanding                              4,309          3,901         3,528

Net (loss) income per share - basic and diluted   $      (.03 ) $       (.11 )  $      .05

</TABLE>
                                      F-10
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

NOTES TO FINANCIAL STATEMENTS (continued)


9. Concentration of Credit Risk and Major Customers

  The Company invests its cash primarily in deposits with major banks.  Certain
  deposits may, at times, be in excess of federally insured limits ($179,274
  and $ 30,406 at August 31, 1999 and 1998, respectively).  The Company has not
  incurred losses related to such cash balances.

  Sales to major unaffiliated customers (customers accounting for 10 percent of
  more of gross revenue), all representing purchasers of oil and gas, for each
  of the years ended August 31, 1999, 1998 and 1997 are as follows:
<TABLE>
<CAPTION>
                            1999          1998          1997

<S>                       <C>           <C>           <C>
Customer A              $    91,211   $   120,492   $   227,299
Customer B                        -             -        84,419
Customer C                  107,873       131,394             -
Customer D                   93,829       133,663             -
Customer E                   98,960       146,904             -
Customer G                  146,679             -             -

</TABLE>

10.Contingencies

  The Company is subject to extensive federal, state, and local environmental
  laws and regulations.  These requirements, which change frequently, regulate
  the discharge of materials into the environment.  The Company believes it is
  in compliance with existing laws and regulations.

11.Commitments

During the year ended August 31, 1999, the Company purchased certain divided
interests in producing properties.  The Company has committed to buy the
remaining interests in those properties if the seller is able to provide proof
of the seller's ownership of those remaining interests.  The total purchase
price of the additional interests is $187,375.  The commitments to purchase the
remaining interests expire December 14, 1999.

12.Employee Benefit Plan

  The Company maintains a Simple Employee Pension Plan covering substantially
  all employees meeting minimum eligibility requirements.  Employer
  contributions are determined solely at management's discretion. Employer
  contributions for the years ended August 31, 1999, 1998 and 1997 were
  $16,437, $11,035, and $-0-, respectively.


                                  F-11
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED)


Oil and Gas Reserves

The information presented below regarding the Company's oil and gas reserves was
prepared by an outside consulting  petroleum engineer.  All reserves are located
within the continental United States.

Proved oil and gas reserves are the estimated quantities of crude oil, natural
gas, and natural gas liquids which geological and engineering data demonstrate
with reasonable certainty to be recoverable in future years from known
reservoirs under existing economic and operating conditions.  Proved developed
oil and gas reserves are those expected to be recovered through existing wells
with existing equipment and operating methods.  The determination of oil and gas
reserves is highly complex and interpretive.  The estimates are subject to
continuing changes as additional information becomes available.

Estimated net quantities of proved developed reserves of oil and gas for the
years ended August 31, 1999, 1998 and 1997 are as follows:
<TABLE>
<CAPTION>
Natural Gas (Thousands of cubic feet)          1999        1998        1997

<S>                                         <C>         <C>          <C>
Beginning of year                           3,507,986   2,757,188    2,082,591
Revisions of prior estimates                 (199,102)      9,135      (45,610)
Discoveries                                   157,632   1,026,311      507,710
Purchaseseof reserves in place              1,002,800           -      435,125
Production                                   (379,306)   (284,648)    (222,628)


End of year                                 4,090,010   3,507,986    2,757,188


</TABLE>
<TABLE>
<CAPTION>
Oil (Barrels)                                  1999        1998        1997

<S>                                         <C>         <C>          <C>
Beginning of year                              90,911     180,526      188,580
Revisions of prior estimates                   17,796     (79,024)       3,000
Discoveries                                         -           -           20
Purchases of reserves in place                 64,992           -        6,257
Production                                    (21,530)    (10,591)     (17,331)


End of year                                   152,169      90,911      180,526


</TABLE>
Capitalized Costs Relating to Oil and Gas Producing Activities

The aggregate amount of capitalized costs relating to crude oil and natural gas
producing activities and the aggregate amount of related accumulated
depreciation, depletion and amortization at August 31, 1999, 1998 and 1997 are
as follows:
<TABLE>
<CAPTION>                                       1999         1998         1997

<S>                                          <C>          <C>          <C>
Proved properties                          $ 5,091,135  $ 4,051,469  $ 3,528,257
Unproved properties                            721,109      602,359      528,481

                                             5,812,244    4,653,828    4,056,738
Accumulated depreciation and depletion       2,176,755    1,884,862    1,521,590


Net capitalized costs                      $ 3,635,489  $ 2,768,966  $ 2,535,148


</TABLE>
                                      F-12
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED)


Costs incurred in Oil and Gas Property Acquisitions, Exploration and Development
Activities

Costs incurred in property acquisitions, exploration, and development activities
for the years ended August 31, 1999, 1998 and 1997 were as follows:
<TABLE>
<CAPTION>
                                      1999         1998         1997

<S>                                 <C>          <C>          <C>
Property acquisitions - proved    $   885,680  $    10,593  $   132,703
Property acquisitions - unproved      205,944       87,188      147,576
Exploration                           247,879      195,394      150,411
Development                           153,985      512,619      265,796


Total                             $ 1,493,488  $   805,794  $   696,486


</TABLE>

Results of Operations from Oil and Gas Producing Activities

The results of operations for the Company's oil and gas producing activities for
the years ended August 31, 1999, 1998 and 1997 were as follows:
<TABLE>
<CAPTION>
                                                1999         1998         1997

<S>                                          <C>          <C>          <C>
Operating revenues                         $   854,405  $   680,734  $   633,797
Costs and expenses
Production                                     283,182      182,542      134,509
Exploration                                    247,879      195,394      150,411
Depreciation, depletion and impairment         291,894      359,702      119,846

                                               822,955      737,638      404,766


Income (loss) before Income Taxes               31,450      (56,904)     229,031
Income Tax Expense (Benefit)                    (4,730)      (8,536)      28,155


Results of operations                      $    26,720  $   (48,368) $   200,876


</TABLE>
Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil
and Gas Reserves

The following information has been developed utilizing procedures prescribed by
SFAS 69 "Disclosures About Oil and Gas Producing Activities" and based on
natural gas and crude oil reserves and production volumes estimated by the
Company.  It may be useful for certain comparison purposes, but should not be
solely relied upon in evaluating the Company or its performance.  Further,
information contained in the following table should not be considered as
representative or realistic assessments of future cash flows, nor should the
Standardized Measure of Discounted Future Net Cash Flows be viewed as
representative of the current value of the Company.

The Company believes that the following factors should be taken into account in
reviewing the following information: (1) future costs and selling prices will
probably differ from those required to be used in these calculations; (2) due to
future market conditions and governmental regulations, actual rates of
production achieved in future years may vary significantly from the rate of
production assumed in these calculations; (3) selection of a 10% discount rate
is arbitrary and may not be reasonable as a measure of
                                      F-13
<PAGE>

DOUBLE EAGLE PETROLEUM AND MINING COMPANY

SUPPLEMENTAL OIL AND GAS INFORMATION (UNAUDITED)


Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil
and Gas Reserves (continued)

the relative risk inherent in realizing future net oil and gas revenues; and (4)
future net revenues may be subject to different rates of income taxation.

Under the Standardized Measure, future cash inflows were estimated by applying
year-end oil and gas prices to the estimated future production of year-end
proved reserves.  Futures cash inflows were reduced by estimated future
development and production costs based upon year-end costs in order to arrive at
net cash flow before tax.  Future income tax expense has been computed by
applying year-end statutory rates to future pretax net cash flows and the
utilization of net operating loss carryforwards.  Use of a 10% discount rate is
required by SFAS 69.

Management does not rely solely upon the following information in making
investment and operating decisions.  Such decisions are based upon a wide range
of factors, including estimates of probable as well as proved reserves, and
varying price and cost assumptions considered more representative of a range of
possible economic conditions that may be anticipated.

Standardized Measure is as follows:
<TABLE>
<CAPTION>
                                                 1999           1998           1997

<S>                                          <C>            <C>            <C>
Future cash inflows                        $   9,128,106  $   7,805,256  $   7,113,621
Futures production and development costs      (2,786,245)    (2,125,037)    (1,581,564)
Future income taxes                           (1,799,233)    (1,580,386)    (1,680,979)
Future net cash flows                          4,542,628      4,099,833      3,851,078
10% annual discount rate                      (1,362,788)    (1,229,950)    (1,155,323)

Discounted future net cash flows           $   3,179,840  $   2,869,883  $   2,695,755


</TABLE>
The following is an analysis of the changes in the Standardized Measure:
<TABLE>
<CAPTION>
                                                      1999           1998           1997

<S>                                               <C>            <C>            <C>
Balance, beginning of the year                  $   2,869,883  $   2,695,755  $   2,449,299

Sales, net of production costs                       (571,223)      (498,192)      (499,288)
Net changes in prices and production costs         (1,194,246)       437,531        177,501
Discoveries and purchase of reserves in place       2,008,975      1,360,628        851,438
Development costs incurred                           (153,985)      (512,619)      (548,910)
Revisions of previous quantity estimates              (51,182)      (882,795)        20,785
Accretion of discount                                 286,989        269,575        244,930


Balance, end of the year                        $   3,179,840  $   2,869,883  $   2,695,755


</TABLE>

                                      F-14
<PAGE>

ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

  Not applicable.
                                     PART III

ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF REGISTRANT

Directors And Executive Officers

  The directors and executive officers of the Company are as follows:
<TABLE>
<CAPTION>
Name                           Age       Positions
----                           ---       ---------
<S>                       <C>            <C>

Stephen H. Hollis               49       Chairman Of The Board; President,
                                         Treasurer and Director

D. Steven Degenfelder           43       Vice President

Carol A. Osborne                47       Secretary

Thomas J. Vessels               50       Director

Ken M. Daraie                   40       Director
</TABLE>

(1) The Company has agreed to cause Thomas J. Vessels to be elected to the Board
  of Directors.  See "Item 12.  CERTAIN RELATIONSHIPS AND RELATED
  TRANSACTIONS."

  Stephen H. Hollis has served as the President and Chief Executive Officer of
the Company since January 1994 and previously served as a Vice-President of the
Company from December 1989 through January 1994.  Mr. Hollis has served as a
PresidentooftHollispOil &iGas Co.,maesmall9oilMandHgasicompany,rsincesJanuaryce-
1994 and served as the President of Hollis Oil & Gas Co. from June 1986 through
January 1994.  Mr. Hollis was a geologist for an affiliate of United Nuclear
Corporation from 1974 to 1977 and a consulting geologist from 1977 to 1979.  In
1979, Mr. Hollis joined Marathon Oil Company and held various positions until
1986, when he founded Hollis Oil & Gas Co.  Mr. Hollis is a past President of
the Wyoming Geological Association.  Mr. Hollis received a B.A. Degree in
Geology from the University of Pennsylvania in 1972 and a Masters Degree in
Geology from Bryn Mawr College in 1974.

     Mr. Degenfelder has served as Vice-President of the Company since February
1998.  Mr. Degenfelder began his career in the oil and gas business as a
roustabout in the oil fields of southeast New Mexico.  After graduating from
college, he held various land positions with Marathon Oil Company from 1979 to
1981, Paintbrush Petroleum Corporation from 1981 to 1985, Tyrex Oil Company from
1985 to 1995 and the Wyoming Office of State Lands and Investments from 1995 to
1997.  Mr. Degenfelder is a Certified Professional Landman and received his
degree in Business Administration from Texas Tech University in 1979.  He is a
member of the American Association of Professional Landmen and is past president
of the Wyoming Association of Professional Landmen.
<PAGE>

  Carol A. Osborne has served as the Secretary of the Company since January 1996
and previously served as the Assistant Secretary of the Company from December
1989 until January 1996.  In addition, Ms. Osborne has served as the Company's
Office Manager since 1981.

     Thomas J. Vessels has served as a Director of the Company since January
1999.  He has served since October 1997 as the Managing Partner of Tundra
Resources, LLC, a Denver, Colorado investment company that invests and
facilitates investments in the Rocky Mountain region. Mr. Vessels served as
Chairman of the Board of Vessels Energy, Inc., formerly Vessels Oil & Gas Co.,
from 1995 until the sale of that company in March 1998.  Mr. Vessels also served
as President and Chief Executive Officer of Vessels Energy, Inc. from 1984 until
1995.  Vessels Energy Inc. was involved in natural gas and oil production and
exploration as well as gas processing and marketing.  Mr. Vessels is on the
Board of the Colorado Oil & Gas Association, a current member of Colorado
Minerals, Energy, Geology Policy Advisory Board, past President of the
Independent Petroleum Association of Mountain States and past President of the
Colorado Petroleum Association.  Mr. Vessels received his B.A. degree from
Gonzaga University in Spokane, Washington in 1972.

  Ken M. Daraie has served as a Director of the Company since February 1997.
Mr. Daraie began his career with Sun Exploration and Production Co. as a
Petroleum Engineer from 1982 to 1990.  In 1990, he joined Conoco, Inc., in
Casper, where he held engineering positions until 1994.  From 1994 to 1995, Mr.
Daraie worked for the Fluor Daniel Corporation and Barlow & Haun, Inc. as
Project Manager and General Manager, respectively.  In 1995, Mr. Daraie founded
Continental Industries, LC, an independent oil and gas production/service
company, where he currently serves as President.  Mr. Daraie is a past Chairman
of the Board of Energy West Federal Credit Union and currently serves on the
Casper Planning and Zoning Commission.  Mr. Daraie received a Bachelor's Degree
in Physics from Baylor University in 1979 and a Bachelor of Science Degree in
Petroleum Engineering from the University of Texas in 1982.

Section 16(a) Beneficial Ownership Reporting Compliance

  Section 16 (a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), requires the Company's directors, executive officers, and
holders of more than 10% of the Company's Common Stock to file with the
Securities And Exchange Commission initial reports of ownership and reports of
changes in ownership of Common Stock and other equity securities of the Company.
The Company believes that during the fiscal year ended August 31, 1999, its
officers, directors and holders of more than 10% of its outstanding Common Stock
complied with all Section 16(a) filing requirements.  In making these
statements, the Company has relied upon the written representations of its
directors and officers.

<PAGE>

ITEM 10.  EXECUTIVE COMPENSATION

Summary Compensation Table

  The following table sets forth in summary form the compensation received
during each of the Company's last three completed fiscal years by each of the
Company's Chief Executive Officer and President. No employee of the Company
received total salary and bonus exceeding $100,000 during any of the last three
fiscal years.

                               Annual Compensation
<TABLE>
<CAPTION>
                                                            Long-Term      Other Annual
Name and            Fiscal Year         Salary    Bonus     Compensation-  Compen-
Principal Position  Ended               ($)(1)    ($)       Options (#)    sation ($)
------------------  ----------          ------    -----     -----------    ----------
<S>                 <C>                 <C>       <C>       <C>            <C>
Stephen H. Hollis,  1999                $65,000   -0-       36,500         -0-
Chief Executive
Officer and         1998                $72,000   $20,100   50,000         -0-
President           1997                $72,700   -0-       50,000         -0-


<FN>
(1)  The dollar value of base salary (cash and non-cash) received.
</TABLE>
Option Grants Table

  The following table sets forth information concerning individual grants of
stock options made during the fiscal year ended August 31, 1999 to the Company's
Chief Executive Officer and President.  See "_ Stock Option Plans".

               Option Grants For Fiscal Year Ended August 31, 1999
               ---------------------------------------------------
<TABLE>
<CAPTION>
                                        % of Total
                                        Options Granted
                           Options      to Employees in   Exercise or Base Expiration
Name                       Granted (#)  Fiscal Year       Price ($/Sh)     Date
----                       -----------  -----------       ------------     ----
<S>                        <C>          <C>               <C>              <C>
Stephen H. Hollis,         36,500       37.8%             $1.328125        1/20/2002
  Chief Executive Officer
and President
</TABLE>


<PAGE>


Aggregated Option Exercises And Fiscal Year-End Option Value Table.

  The following table sets forth information concerning each exercise of stock
options during the fiscal year ended August 31, 1999 by the Company's Chief
Executive Officer and President, and the fiscal year-end value of unexercised
options held by the Chief Executive Officer and President.


                           Aggregated Option Exercises
                      For Fiscal Year Ended August 31, 1999
                            And Year-End Option Values
<TABLE>
<CAPTION>
                                                                              Value of
                                                                              Unexercised
                                                           Number of          In-The-Money
                                                           Unexercised        Options at
                                                           Options at Fiscal  Fiscal Year-End
                                                           Year-End (#)(3)    ($)(4)
                         Shares
                         Acquired on      Value            Exercisable/       Exercisable/
Name                     Exercise (#) (1) Realized ($)(2)  Unexercisable      Unexercisable
-----                    ---------------- ---------------  -------------      -------------
<S>                      <C>              <C>              <C>                <C>
Stephen H. Hollis,                      0                0          136,500/0      $136,523/$0
 Chief Executive Officer
and President
<FN>
(1)  The number of shares received upon exercise of options during the fiscal
     year ended August 31, 1999.

(2)  With respect to options exercised during the Company's fiscal year ended
     August 31, 1999, the dollar value of the difference between the option
     exercise price and the market value of the option shares purchased on the
     date of the exercise of the options.

(3)  The total number of unexercised options held as of August 31, 1999
     separated between those options that were exercisable and those options
     that were not exercisable.

(4)  For all unexercised options held as of August 31, 1999, the aggregate
     dollar value of the excess of the market value of the stock underlying
     those options over the exercise price of those unexercised options, based
     on the bid price of the Company's Common Stock on August 31, 1999.  The
     closing bid price for the Company's Common Stock on August 31, 1999 was
     $2.50 per share.
</TABLE>
<PAGE>




Stock Option Plans

  The 1993 Stock Option Plan.  In November 1992, the Board Of Directors of the
  --------------------------
Company approved the Company's Stock Option Plan (1993) (the "1993 Plan"), which
subsequently was approved by the Company's stockholders.  Pursuant to the 1993
Plan, the Company may grant options to purchase an aggregate of 200,000 shares
of the Company's common stock to key employees of the Company, including
officers and directors who are salaried employees who have contributed in the
past or who may be expected to contribute materially in the future to the
successful performance of the Company. The options granted pursuant to the 1993
Plan are intended to be incentive options qualifying for beneficial tax
treatment for the recipient.  The 1993 Plan is administered by an option
committee that determines the terms of the options subject to the requirements
of the 1993 Plan.  At August 31, 1999, options to purchase 120,000 shares were
outstanding under the 1993 Plan.  As a result, options to purchase an additional
80,000 shares could be granted under the 1993 Plan.

  The 1996 Stock Option Plan.  In May 1996, the Board of Directors of the
  --------------------------
Company approved the Company's 1996 Stock Option Plan (the "1996 Plan"), which
subsequently was approved by the Company's stockholders.  Pursuant to the 1996
Plan, the Company may grant options to purchase an aggregate of 200,000 shares
of the Company's common stock to key employees, directors, and other persons who
have or are contributing to the success of the Company.  The options granted
pursuant to the 1996 Plan may be either incentive options qualifying for
beneficial tax treatment for the recipient or non-qualified options.  The 1996
Plan is administered by an option committee that determines the terms of the
options subject to the requirements of the 1996 Plan.  At August 31, 1999,
options to purchase 200,000 shares of Common Stock were outstanding under the
1996 Plan so that no additional options could be granted under the 1996 Plan.

Compensation Of Outside Directors

  Directors of the Company who are not also employees of the Company ("Outside
Directors") are paid $400 for each meeting of the Board Of Directors that they
attend.  In addition, each Outside Director receives 2,000 shares of Common
Stock each year.  Directors also are reimbursed for expenses incurred in
attending meetings and for other expenses incurred on behalf of the Company.  In
In January 1999, each Outside Director was granted options to purchase 10,000
shares of Common Stock for $1.328125 per share. These options expire January
20, 2002.

<PAGE>








ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

  The following table summarizes certain information as of November 23, 1999
with respect to the beneficial ownership of the Company's common stock (i) by
the Company's directors, (ii) by stockholders known by the Company to own 5% or
more of the Company's common stock, and (iii) by all officers and directors as a
group.
<TABLE>
                                               As Of November 23, 1999
                                                              Percentage Of
                                                                  Class
Name And Address Of                        Number Of          Beneficially
Beneficial Owner                            Shares                Owned
--------------------                   ---------------            -----
<S>                                    <C>                 <C>
Stephen H. Hollis (5)                           621,000(1)               13.1%
2037 S. Poplar
Casper, Wyoming 82601

Ken M. Daraie                                    26,000(2)                   *

Thomas J. Vessels                               356,500(3)                7.5%

Directors and Officers as a group      1,143,700(1)(2) (3)               22.6%
(Five Persons)

Hollis Oil & Gas Co. (4)                           350,000                7.7%
</TABLE>
  * Less than one percent.

(1)  Includes options held by Mr. Hollis to purchase 50,000 shares for $1.375
     per share that expire February 24, 2000, options to purchase 50,000 shares
     for $1.75 per share that expire January 23, 2001, options to purchase
     36,500 shares for $1.328125 per share that expire January 20, 2002 and
     Warrants to purchase 21,000 shares for $3.00 per share that expire on
     December 17, 2001.  In addition to 113,500 shares owned directly by Mr.
     Hollis, the table above includes 350,000 shares of the Company's Common
     Stock owned by Hollis Oil & Gas Co.  Mr. Hollis is an officer, director and
     51 percent owner of Hollis Oil & Gas Co.
<PAGE>

(2)  Includes options to purchase 10,000 shares for $1.75 per share that
     expire January 23, 2001 and options to purchase 10,000 shares for $1.321825
     per share that expire January 20, 2002.

(3)  Consists of 78,750 shares held by Mr. Vessels, 76,750 shares held by
     his wife, 1,000 shares held by a trust for the benefit of Mr. Vessels'
     minor children, warrants to purchase 76,750 shares for $1.375 per share
     until October 16, 2003 held by Mr. Vessels, warrants to purchase 76,750
     shares on the same terms held by Mr. Vessels' wife, warrants to purchase
     1,000 shares on the same terms held by the trust for Mr. Vessels' children,
     options to purchase 36,500 shares of $1.375 per share until October 16,
     2001 held by Mr. Vessels and options to purchase 10,000 shares for
     $1.328125 per share until January 20, 2002 held by Mr. Vessels.

(4)  In addition to the shares described in footnotes (1), (2) and (3)
     above, the shares owned by Directors and Officers as a Group includes 200
     shares and options to purchase 20,000 shares for $1.375 per share until
     February 24, 2000, options to purchase 20,000 shares for $1.75 per share
     until January 23, 2001 and options to purchase 20,000 shares for $1.328125
     per share until January 20, 2002 held by Carol Osborne, the Company's
     Secretary, and options to purchase 40,000 shares for $1.4375 per share
     until February 2, 2001 and options to purchase 40,000 shares for $1.328125
     per share until January 20, 2002 held by D. Steven Degenfelder, Vice
     President of the Company.


(5)    The shares owned by Hollis Oil & Gas Company are shown or included as
       beneficially owned three times in the table:  once as beneficially owned
       by Hollis Oil & Gas Company, again under the beneficial ownership of Mr.
       Hollis, and also as a part of the shares beneficially owned by Directors
       and Officers as a group.

      ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      The Company and certain directors, officers and stockholders of the
  Company are joint holders in proved and unproved oil and gas properties.
  During the normal course of business, the Company pays or receives monies and
  in turn bills or pays the interest holders for their respective shares.  These
  transactions are immaterial in amount when compared to the Company's total
  receipts and expenditures.  They are accounted for as part of the normal joint
  interest billing function. See also, "ITEMS 1. and 2. DESCRIPTION OF BUSINESS
  AND PROPERTIES_Principal Areas Of Oil And Gas Activity_"Moxa Arch",
  Washakie Basin_ State 1-36 Well", "_ Wind River Basin_ Madden Anticline", "_
  Wind River Basin_ Waltman Field".


<PAGE>








      In November 1998, the Company completed a private placement offering of
  374,750 units of Common Stock and Common Stock Purchase Warrants for $1.375
  per unit.  Each unit consists of one share of Common Stock and a warrant to
  purchase one share of Common Stock for $1.375 per share until October 16,
  2003.  The warrants are redeemable by the Company at a price of $.001 per
  warrant commencing April 2001 if the Company's Common Stock trades at a price
  of at least $3.00 per share for 20 of the 30 trading days preceding the date
  on which the Company gives notice of redemption.  Thomas J. Vessels and his
  wife purchased 153,500 of the units and a trust for the benefit of Mr.
  Vessels' minor children purchased 1,000 units.  In addition, the Company
  entered into a consulting agreement with Mr. Vessels pursuant to which Mr.
  Vessels will assist the Company in  locating possible oil and gas transactions
  in which the Company may participate.  This agreement is in effect until
  January 30, 2000.  The Company agreed to issue to Mr. Vessels options to
  purchase 36,500 shares of Common Stock for $1.375 per share until October 16,
  2001 and to reimburse Mrs. Vessels for up to $1,000 per month in expenses
  incurred in performing services on behalf of the Company. The Company also
  agreed to cause Mr. Vessels to be elected to the Board of Directors and to
  nominate Mr. Vessels to serve as a director.  Pursuant to this agreement Mr.
  Vessels was elected as a director at the Annual Meeting of Shareholders held
  in January 1999.



<PAGE>




                                   PART IV


  ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

  (a)(1) and (a)(2)  Financial Statements And Financial Statement Schedules
         See "ITEM 7. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA _  Index" on
         page F-1(a)
  (a)(3) Exhibits.
         --------

                                  Exhibit Index


  Exhibit No.                    Description
  -----------                    -----------

  3.1(a)   Articles Of Incorporation filed with the Wyoming Secretary Of State
         on January 13, 1972 (incorporated by reference from Exhibit 3.1(a) of
         the Registrant's Registration Statement on Form SB-2 filed on October
         11, 1996, SEC Registration No. 333-14011).


  3.1(b)   Articles of Amendment of Registrant filed with the Wyoming Secretary
         Of State on February 27, 1984 (incorporated by reference from Exhibit
         3.1(b) of the Registrant's Registration Statement on Form SB-2 filed on
         October 11, 1996, SEC Registration No. 333-14011).

  3.1(c)   Articles Of Amendment of Registrant filed with the Wyoming Secretary
         Of State on July 9, 1996 (incorporated by reference from Exhibit 3.1(c)
         of the Registrant's Registration Statement on Form SB-2 filed on
         October 11, 1996, SEC Registration No. 333-14011).

  3.2    Bylaws (incorporated by reference from Exhibit 3.2 of the Registrant's
         Registration Statement on Form SB-2 filed on October 11, 1996, SEC
         Registration No. 333-14011).

  4.1    Form of Warrant Agreement concerning Common Stock Purchase Warrants
         (incorporated by reference from Exhibit 4.3 of the Amendment No. 1 to
         the Registrant's Registration Statement on Form SB-2 filed on November
         27, 1996, SEC Registration No. 333-14011).

      (b)  Reports On Form 8-K.  During the last quarter of the fiscal year
           --------------------
         ended August 31, 1999, the Company filed no reports on Form 8-K.

<PAGE>


                                   SIGNATURES
                                   ----------

      Pursuant to the requirements of Section 13 or 15(d) 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.

                                 DOUBLE EAGLE PETROLEUM AND MINING CO.


  Date:  December 9, 1999            /s/ Stephen H. Hollis
                                     -----------------------
                                     Stephen H. Hollis


      Pursuant to the requirements of the Securities Exchange Act Of 1934, this
  report has been signed below by the following persons on behalf of the
  registrant and in the capacities and on the dates indicated.



  Date:  December 9, 1999         /s/ Stephen H. Hollis
                                  -----------------------
                                  Stephen H. Hollis, Director

  Date:  December 9, 1999         /s/ Thomas J. Vessels
                                  ---------------------
                                  Thomas J. Vessels

  Date:  December 9, 1999         /s/ Ken M. Daraie
                                  -----------------
                                  Ken M. Daraie, Director