SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                                     
                                     
                                 FORM 10-Q
                                     
                                     
/X/  Quarterly Report Pursuant to Section 13 or 15(d)of the Securities
Exchange Act of 1934

For the Quarterly Period Ended September 30, 1996

                                    or

/ /  Transition Report Pursuant to Section 13 or 15(d)of the Securities
Exchange Act of 1934

For the Transition Period Ended ________________________


                     Commission File Number 2-91966-01


                       STERLING DRILLING FUND 1984-2
            (Exact name of registrant as specified in charter)

                                 New York
               (State or other jurisdiction of incorporation)
                                     
                                13-3234372
                   (IRS employer identification number)

             One Landmark Square, Stamford, Connecticut  06901
           (Address and Zip Code of principal executive offices)

                              (203) 358-5700

           (Registrant's telephone number, including area code)

                              Not Applicable
(Former name, former address and former fiscal year, if changed since last
                                  report)

Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.  Yes   /X/  No  / /
<PAGE>
                             PART I
                                
Item 1.   Financial Statements
The following Financial Statements are filed herewith:

Balance Sheets - September 30, 1996 and December 31, 1995.

Statements of Operations for the Nine and Three Months Ended September
30, 1996 and 1995.

Statements of Changes in Partners' Equity for the Nine and Three
Months Ended September 30, 1996 and 1995.

Statements of Cash Flows for the Nine Months Ended September 30, 1996
and 1995.

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

1.  Liquidity -
The  oil  and gas industry is intensely competitive  in  all  its
phases.   There  is  also competition between this  industry  and
other  industries  in supplying energy and fuel  requirements  of
industrial and residential consumers.  It is not possible for the
Registrant  to  calculate  its  position  in  the  industry,   as
Registrant   competes   with   many   other   companies    having
substantially   greater  financial  and  other   resources.    In
accordance  with  the terms of the Prospectus  as  filed  by  the
Registrant, the General Partners of the Registrant will make cash
distributions of as much of the Partnership cash credited to  the
capital  accounts  of the Partners as the General  Partners  have
determined  is  not  necessary or desirable for  the  payment  of
contingent debts, liabilities or expenses for the conduct of  the
Partnership's  business.  As of September 30, 1996,  the  General
Partners  have distributed $570,648 or 8.85% of original  Limited
Partner capital contributions to the Limited Partners.

The  net  proved  oil  and gas reserves of  the  Partnership  are
considered  to be a primary indicator of financial  strength  and
future  liquidity.   The  present value of unescalated  estimated
future  net revenues (S.E.C. case) associated with such reserves,
discounted  at  10%,  as of December 31, 1995  was  approximately
$236,162  as compared to  $143,571 from December 31,  1994.   The
increase   in  undiscounted  future  net  cash  flows   for   the
Partnership properties  was caused by higher year end  prices  in
effect at December 31, 1995 compared to lower year end prices  as
of  December 31, 1994. There were no significant changes  in  the
estimated  future  production from the  properties.   It  is  the
opinion of management, and the general consensus in the industry,
that  gas prices are unlikely to decline significantly below  the
December  31, 1995 price in the near future.  However, there  can
be  no  assurances that such price declines will not  occur,  and
will not pose a threat to the Partnership's continued viability.

<PAGE>

2.  Capital Resources -
The Registrant was formed for the sole intention of drilling oil
and gas wells.  The Registrant entered into a drilling contract
with an independent contractor in December 1984 for $5,400,000.
Pursuant to the terms of this contract, twenty wells have been
drilled, resulting in twenty producing wells.


3.   Results of Operations -
Total operating revenues decreased from $87,408 in 1995 to
$77,382 in 1996. The partnership produced 26,617 MCF and 1,388
BBls in 1995 and 24,643 MCF and 1,277 BBls in 1996. The average
price for gas  remained relatively unchanged from 1995 to 1996.
The average oil price received increased slightly from
to $15.93 per BBls in 1995 to $17.86 in 1996. The lower oil and
gas production resulted in lower overall gas and oil revenue.
Some of lower production can be attributed to a main line in the
gathering system experiencing a shut in due to maintenance by the
gathering system's operator to the line. This resulted in no
production for approximately twenty one days in August of 1996 on
the wells that feed into this main line. All repairs have been
completed and the line is no longer shut in.

Production expenses decreased from $45,023 in 1995 to $27,482 in
1996. Production expenses may be variable in nature, vary with
production volumes, or more typically the expenses are for the
general upkeep and maintenance of the wells and well sites.  The
general partner, as operator of the Partnership's wells, may
discount fees charged to the Partnership to minimize lifting
costs.

General and administrative expenses have been segregated on the
financial statements to show expenses attributable to the affairs
and operations of the Registrant payable to PrimeEnergy
Management Corporation(PEMC), a General Partner.  These expenses
are charged in accordance with guidelines set forth in the
Registrant's Management Agreement and shall not exceed an annual
amount of 5% of limited partners capital contributed.   Amounts
related to both 1996 and 1995 are substantially less than the
amounts allocable to the Registrant under the Partnership
Agreement.  The lower amounts reflect management's effort to
limit costs, both incurred and allocated to the Registrant. There
were no significant changes in general and administrative costs
from 1995 to 1996.

The  partnership records additional depreciation,  depletion  and
amortization to the extent that net capitalized costs exceed  the
undiscounted   future   net  cash  flows  attributable   to   the
partnership properties. No additional depreciation, depletion  or
amortization  was  needed in  1995 or in the  three  quarters  of
1996.  Although the 1996 expense is lower than 1995, the  expense
recorded   is   consistent  with  the  current   basis   of   the
partnership's properties.


<PAGE>
PART II
Items 1 through 5 have been omitted in that each item is either
inapplicable or the answer is negative.Item .  Exhibits and
Reports on Form 8-K
The Partnership was not required to file any reports on Form 8-K
and no such form was filed during the period covered by this
report.

Exhibit 27 - Financial Data Schedule is attached to the
electronic filing of this report.

                                
                                
<PAGE>

                       S I G N A T U R E S

                                

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

Securities Exchange Act of 1934, Registrant has duly caused  this

report  to  be signed on its behalf by the undersigned, thereunto

duly authorized.







                                  STERLING DRILLING FUND 1984-2

                                  (Registrant)






November 8,1996                    By: /s/ Charles E. Drimal, Jr.
(Date)                             ------------------------------
                                  Charles E. Drimal, Jr.
                                  General Partner

<PAGE>
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                         Balance Sheets
                                   September 30,    December 31,
                                       1996             1995
                                    (unaudited)      (audited)
Assets                                                          
Current Assets:                                                 
  Cash and cash equivalents      $       2,149     $     5,405
                                   -----------     ------------
      Total current assets               2,149           5,405
                                    -----------    ------------
                                                    
Oil and Gas properties -                            
successful efforts method:                          
  Leasehold costs                      225,680          225,680
  Well and related facilities        5,401,170        5,395,739
   less accumulated                                 
   depreciation, depletion and                      
   amortization                     (5,439,870)      (5,431,779)
                                   -----------      ------------
                                       186,980          189,640
                                   -----------      ------------
       Total assets              $     189,129      $   195,045
                                   ============     ============
Liabilities and Partners'                           
Equity
  Current liabilities:                              
   Due to affiliates             $      97,913      $    93,584
                                   -----------      ------------
      Total current liabilities         97,913           93,584
                                   -----------      -----------
                                                    
  Partners' Equity                                  
   Limited partners                    146,253          155,648
   General partners                    (55,037)         (54,187)
                                   -----------      ------------
         Total partners' equity         91,216           101,461
                                   -----------      ------------
                                                    
         Total liabilities and                      
          partners' equity       $     189,129      $    195,045
                                   ===========      ============


See accompanying note to financial statements
                                
                                
                                
                                
<PAGE>
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                   Nine Months Ended
                                   September 30, 1996

                               Limited     General               
                               Partners    Partners         Total
Revenue:                                                
Operating revenue           $     61,132      16,250 $     77,382
Interest income                      245          16          261
                                --------    --------    ---------
  Total Revenue                   61,377      16,266       77,643
                                --------    --------    ---------
                                                                 
Costs and Expenses:                                              
Production expense                21,711       5,771       27,482
General and administrative                                       
 to a related party               14,810       3,937       18,747
General and administrative        10,525       2,798       13,323
Depreciation, depletion                                          
 and amortization                  7,606         485        8,091
                                --------    --------    ---------
  Total Costs and Expenses        54,652      12,991       67,643
                                --------    --------    ---------
  Net Income(loss)          $      6,725       3,275 $     10,000
                                ========    ========    =========
Net Income(loss)                                                 
    per equity unit         $       1.04                         
                               =========                


See accompanying note to financial statements.
                                
                                
                                
                                
                                
<PAGE>
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                   Nine Months Ended
                                   September 30, 1995

                               Limited     General          
                              Partners     Partners       Total
Revenue:                                                
Operating revenue           $    68,768      18,280  $     87,048
Interest income                     209          13           222
                               --------    --------     ---------
  Total Revenue                  68,977      18,293        87,270
                               --------    --------     ---------
                                                                 
Costs and Expenses:                                              
Production expense               35,568       9,455        45,023
General and administrative                                       
 to a related party              14,810       3,937        18,747
General and administrative       10,947       2,910        13,857
Depreciation, depletion                                          
 and amortization                13,628         870        14,498
                               --------    --------     ---------
  Total Costs and Expenses       74,953      17,172        92,125
                               --------    --------     ---------
  Net Income(loss)          $    (5,976)      1,121  $     (4,855)
                               ========    ========     =========
Net Income(loss)                                                 
    per equity unit         $     (0.93)                          
                              ========                  
                              


See accompanying note to financial statements.
                                
                                
                                
<PAGE>
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                   Three Months Ended
                                   September 30, 1996

                               Limited     General      
                               Partners    Partners     Total
Revenue:                                                
Operating revenue            $    18,790       4,994  $     23,784
Interest income                       72           5            77
                                --------    --------     ---------
  Total Revenue                   18,862       4,999        23,861
                                --------    --------     ---------
                                                                  
Costs and Expenses:                                               
Production expense                 6,717       1,785         8,502
General and administrative         4,937       1,312         6,249
 to a related party
General and administrative         2,725         725         3,450
Depreciation, depletion                                           
 and amortization                  2,678         170         2,848
                                --------    --------     ---------
  Total Costs and Expenses        17,057       3,992        21,049
                                --------    --------     ---------
  Net Income(loss)           $     1,805       1,007  $      2,812
                                ========    ========     =========
Net Income(loss)                                                  
    per equity unit          $       .28
                                ========                          



See accompanying note to financial statements.
                                
                                
                                
<PAGE>
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                   Three Months Ended
                                   September 30, 1995

                               Limited     General       
                               Partners    Partners      Total
Revenue:                                                 
Operating revenue           $     19,664       5,227   $      24,891
Interest income                       29           1              30
                                --------    --------       ---------
  Total Revenue                   19,693       5,228          24,921
                                --------    --------       ---------
                                                                    
Costs and Expenses:                                                 
Production expense                11,638       3,094          14,732
General and administrative                                          
 to a related party                4,937       1,312           6,249
General and administrative         2,309         614           2,923
Depreciation, depletion                                             
 and amortization                  4,542         290           4,832
                                --------    --------       ---------
  Total Costs and Expenses        23,426       5,310          28,736
                                --------    --------       ---------
  Net Income(loss)          $     (3,733)        (82)   $     (3,815)
                                ========    ========       =========
Net Income(loss)                                                    
    per equity unit         $      (0.58)
                                ========                            



 See accompanying note to financial statements



<PAGE>

                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
            Statement of Changes in Partners' Equity
                           (unaudited)
                                
                                   Nine Months Ended
                                   September 30, 1996


                               Limited      General       
                               Partners     Partners      Total
                                                          
Balance at beginning of                                            
period                      $     155,648     (54,187)  $   101,461
  Partners' Contribution                0         113           113
  Cash Distributions               (6,725)     (4,238)      (20,358)
  Net Income(Loss)                  6,725       3,275        10,000
                                 --------    --------     ---------
Balance at end of period    $     146,253     (55,037)  $    91,216
                                 ========    ========     =========
                                            
                                            
                                   Nine Months Ended
                                   September 30, 1995

                              Limited       General       
                              Partners      Partners      Total
                                                          
Balance at beginning of                                            
period                      $     180,616      (50,519) $    130,097
  Partners' Contribution                0          113           113
  Cash Distributions              (16,120)      (4,239)      (20,359)
  Net Income(Loss)                 (5,976)       1,121        (4,855)
                                 --------     --------     ---------
Balance at end of period    $     158,520      (53,524) $    104,996
                                 ========     ========     =========
                                


See accompanying note to financial statements
                                
                                
                                
<PAGE>
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
            Statement of Changes in Partners' Equity
                           (unaudited)
                                
                                   Three Months Ended
                                   September 30, 1996


                               Limited      General         
                               Partners     Partners        Total
                                                            
Balance at beginning of                                              
period                      $     144,448       (56,157)   $    88,291
  Partners' Contribution                0           113            113
  Cash Distributions                    0             0              0
  Net Income(Loss)                  1,805         1,007          2,812
                                 --------      --------      ---------
Balance at end of period    $     146,253       (55,037)   $    91,216
                                 ========      ========      =========
                                            
                                            
                                   Three Months Ended
                                     June 30, 1995

                              Limited       General       
                              Partners      Partners      Total
                                                          
Balance at beginning of                                              
period                      $      162,253     (53,555)  $    108,698
  Partners' Contribution                0          113            113
  Cash Distributions                    0            0              0
  Net Income(Loss)                 (3,733)         (82)        (3,815)
                                 --------     --------      ---------
Balance at end of period    $     158,520      (53,524)  $    104,996
                                 ========     ========      =========




See accompanying note to financial statements
                                
                                
                                
                                
<PAGE>
                       STERLING DRILLING FUND 1984-2
                     (a New York Limited Partnership)
                          Statement of Cash Flows
                                (unaudited)
                                     
                                        Nine months       Nine months
                                           ended             ended
                                       September 30,     September 30,
                                            1996             1995
                                                         
Net cash provided by operating                                        
activities                           $         22,420  $        29,670
                                         ------------     ------------
                                                                      
Cash flows from financing                                             
activities:
  Partners' contributions                         113              113
  Distribution to partners                    (20,358)         (20,359)
                                         ------------     ------------
Net cash used in financing                                            
activities                                    (20,245)         (20,246)
                                         ------------     ------------
Cash flows from investing                                             
activities:
Investment in wells and related                                       
facilities                                     (5,431)               0
                                         ------------      -----------
Net cash used in investing                                            
activities                                     (5,431)               0
                                         ------------      -----------
Net increase(decrease) in cash and                                    
  cash equivalents                             (3,256)           9,424
Cash and cash equivalents at                                          
  beginning of period                           5,405            3,306
                                         ------------     ------------
Cash and cash equivalents at end of                                   
period                               $          2,149  $        12,730
                                         ============     ============




See accompanying note to financial statements

                                     
                                     
                                
<PAGE>
                  STERLING DRILLING FUND 1984-2
                (a New York limited partnership)
                                
                  Note to Financial Statements
                                
                       September 30, 1996
                                
                                
                                
1.   The accompanying statements for the period ending September

30, 1996 are unaudited but reflect all adjustments necessary to

present fairly the results of operations.