UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    Form 10-Q

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

                  For the Quarterly Period Ended March 31, 1998

      [ ]         TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

                         Commission File Number 0-11313


                         MAY DRILLING PARTNERSHIP 1983-3
                         MAY LIMITED PARTNERSHIP 1983-3
             (Exact name of registrant as specified in its charter)


                                                                      75-1915681
               Texas                                                  75-1915685
    (State or other jurisdiction of                             (I.R.S. Employer
    incorporation or organization)                        Identification Number)

    4582 South Ulster Street Parkway
               Suite 1700
            Denver, Colorado                                               80237
    (Address of principal executive offices)                          (Zip Code)

       Registrant's telephone number, including area code: (303) 850-7373

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 1 of 9


<PAGE>

<TABLE>
<CAPTION>

                         MAY DRILLING PARTNERSHIP 1983-3
                                 BALANCE SHEETS
                                   (Unaudited)
                                 (In thousands)



                                                                               March 31,                December 31,
                                                                                  1998                      1997

ASSETS
<S>                                                                              <C>                       <C>  
Investment in May Limited Partnership 1983-3                                     $ 488                     $ 532
                                                                                  ====                      ====


PARTNERS' CAPITAL
Partners' Capital                                                                $ 488                     $ 532
                                                                                  ====                      ====





<FN>

NOTE:      The  statements  of  operations  and  cash  flows  for  May  Drilling
           Partnership  1983-3 are not  presented  because such  information  is
           equal to the limited partner's share of such activity as presented in
           the May Limited  Partnership  1983-3  financial  statements.  The May
           Drilling   Partnership   carries  its   investment   in  May  Limited
           Partnership 1983-3 on the equity method. The May Limited  Partnership
           1983-3 financial  statements should be read in conjunction with these
           balance sheets.
</FN>

























<FN>

           The accompanying note is an integral part of the financial
                                  statements.
</FN>
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         MAY LIMITED PARTNERSHIP 1983-3
                                 BALANCE SHEETS
                                   (Unaudited)
                                 (In thousands)



                                                                     March 31,              December 31,
                                                                        1998                    1997

ASSETS
CURRENT ASSETS
<S>                                                                   <C>                       <C>     
    Cash and cash equivalents                                         $    213                  $    219
    Accrued oil and gas sales                                              121                       146
    Due from affiliate                                                      54                        68
                                                                      --------                  --------
         Total                                                             388                       433
                                                                       -------                   -------

OIL AND GAS PROPERTIES, using the
    full cost method of accounting                                      16,589                    16,582
       Less accumulated depletion                                      (15,995)                  (15,963)
                                                                        ------                    ------
         Net oil and gas properties                                        594                       619
                                                                       -------                   -------

TOTAL ASSETS                                                          $    982                   $ 1,052
                                                                       =======                    ======

LIABILITIES AND PARTNERS' CAPITAL
CURRENT LIABILITIES
    Accounts payable and accrued liabilities                         $      13                 $      20
                                                                      --------                  --------

PARTNERS' CAPITAL
    General partner                                                        481                       500
    Limited partner                                                        488                       532
                                                                       -------                   -------
         Total                                                             969                     1,032
                                                                       -------                    ------

TOTAL LIABILITIES AND PARTNERS' CAPITAL                               $    982                   $ 1,052
                                                                       =======                    ======




















<FN>

           The accompanying note is an integral part of the financial
                                  statements.
</FN>
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         MAY LIMITED PARTNERSHIP 1983-3
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
                   (In thousands, except for unit information)



                                                                      For the Three Months Ended March 31,
                                                                        1998                      1997

REVENUES
<S>                                                                 <C>                        <C>      
    Oil revenue                                                     $      20                  $      26
    Gas revenue                                                           178                        197
    Interest                                                                2                          2
                                                                    ---------                  ---------
         Total                                                            200                        225
                                                                      -------                    -------

COSTS AND EXPENSES
    Lease operating                                                        21                         20
    General and administrative                                             19                         19
    Depletion                                                              32                         24
    Professional services and other                                         4                          5
                                                                    ---------                  ---------
         Total                                                             76                         68
                                                                     --------                   --------

NET INCOME                                                           $    124                   $    157
                                                                      =======                    =======

ALLOCATION OF NET INCOME:

    General Partner                                                 $      60                  $      75
                                                                     ========                   ========

    Limited Partner                                                 $      64                  $      82
                                                                     ========                   ========

       Per initial $1,000 limited partner
         investment                                                  $   5.50                   $   7.05
                                                                      =======                    =======

       Weighted average initial $1,000 limited
         partner investment units outstanding                          11,629                     11,629
                                                                       ======                     ======

















<FN>

           The accompanying note is an integral part of the financial
                                  statements.
</FN>
</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                         MAY LIMITED PARTNERSHIP 1983-3
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (In thousands)



                                                                      For the Three Months Ended March 31,
                                                                         1998                      1997

OPERATING ACTIVITIES:
<S>                                                                   <C>                       <C>     
    Net income                                                        $    124                  $    157
    Adjustment to reconcile net income to
       net cash provided by operating activities:
          Depletion                                                         32                        24

Changes in assets and liabilities provided (used) cash:
      Accrued oil and gas sales                                             25                        61
      Due from affiliate                                                    14                       (90)
      Accounts payable and accrued liabilities                              (7)                       (8)
      Due to affiliate                                                                                (4)
                                                                    ----------                 ---------
              Net cash provided by operating activities                    188                       140
                                                                       -------                   -------

INVESTING ACTIVITIES -
      Additions to oil and gas properties                                   (7)                      (21)
                                                                     ---------                   -------

FINANCING ACTIVITIES -
      Distributions to partners                                           (187)

NET INCREASE (DECREASE) IN CASH AND
    CASH EQUIVALENTS                                                        (6)                      119

CASH AND CASH EQUIVALENTS:
       Balance, beginning of period                                        219                       157
                                                                       -------                   -------

       Balance, end of period                                         $    213                  $    276
                                                                       =======                   =======


















<FN>

           The accompanying note is an integral part of the financial
                                  statements.
</FN>
</TABLE>


<PAGE>


                         MAY LIMITED PARTNERSHIP 1983-3
                          NOTE TO FINANCIAL STATEMENTS
                                   (Unaudited)



NOTE 1    -   GENERAL

The financial  statements  presented are those of May Limited Partnership 1983-3
(the "Partnership").  The interim financial data are unaudited;  however, in the
opinion of the general  partner,  the  interim  data  include  all  adjustments,
consisting  only  of  normal  recurring   adjustments,   necessary  for  a  fair
presentation of the results for the interim periods.  These financial statements
should be read in  conjunction  with the financial  statements and notes thereto
included in the Partnership's December 31, 1997 Annual Report on Form 10-K.


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


Liquidity and Capital Resources

The Partnership generated $188,000 of cash flow from operating activities during
the three months ended March 31, 1998 and  distributed  $187,000 to partners.  A
distribution  payable to partners of record as of March 31, 1998 was declared in
April 1998. The distribution  amount is $166,000 payable $95,450 to May Drilling
Partnership  1983-3  partners  and  $70,550  to  the  general  partner.   Future
distributions  are dependent on future prices for the  Partnership's  production
and the production level of the Partnership's remaining oil and gas reserves.

Results of Operations

First Quarter 1998 Compared to First Quarter 1997

Oil Revenue

Oil revenues  decreased $6,000 in the first quarter of 1998 as compared with the
first  quarter  of 1997 as a result  of a  decrease  in the  average  oil  price
partially offset by a 6% increase in production. The average oil price decreased
from  $22.65 per barrel in 1997 to $16.10 per barrel in 1998.  The  increase  in
production is due to workover procedures  performed during the second quarter of
1997.

Gas Revenue

Gas revenue  decreased  $19,000  during the first quarter of 1998 as compared to
the first quarter of 1997, as the result of a decrease in price partially offset
by an increase in production. The average gas price decreased from $3.23 per mcf
in 1997 to $2.42 per mcf in 1998. Gas  production  increased 21% due to workover
procedures performed during the second quarter of 1997.

Lease Operating

Lease  operating  expense  increased  $1,000 during the first quarter of 1998 as
compared  to the  first  quarter  of  1997  due to  increased  production  taxes
resulting from increased production discussed above.

Depletion

Depletion  expense increased $8,000 during the first quarter of 1998 as compared
to the first quarter of 1997 as a result of a higher  depletion  rate  resulting
from the increased production discussed above.



<PAGE>


Professional Services and Other

Professional  services  and other  expense  decreased  $1,000  during  the first
quarter of 1998 as compared  with the first  quarter of 1997  primarily due to a
net  decrease in  numerous  miscellaneous  items none of which are  individually
significant.



<PAGE>


PART II -    OTHER INFORMATION


ITEM 1 -     LEGAL PROCEEDINGS

             Reference  is made to Item 8 - Note 4 of  Form  10-K  for the  year
             ended December 31, 1997.


ITEM 2 -     CHANGES IN SECURITIES

             None.


ITEM 3 -     DEFAULTS UPON SENIOR SECURITIES

             None.


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

             None.


ITEM 5 -     OTHER INFORMATION

             None.


ITEM 6 -     EXHIBITS AND REPORTS ON FORM 8-K

             None.



<PAGE>


SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Partnerships  have duly caused  this report to be signed on their  behalf by the
undersigned, thereunto duly authorized.


                                 MAY DRILLING PARTNERSHIP 1983-3
                                 MAY LIMITED PARTNERSHIP 1983-3

                                 By:  EDP OPERATING, LTD.,
                                      General Partner

                                      By:  HEPGP Ltd.,
                                           General Partner

                                      By:  HALLWOOD G. P., INC.,
                                           General Partner



Date:  May 1, 1998                    By:    /s/Thomas J. Jung
------------------                         --------------------------------
                                             Thomas J. Jung, Vice President
                                             (Principal Accounting Officer)