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 June 30, 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 10


<PAGE>
<TABLE>
<CAPTION>


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



                                                                               June 30,                 December 31,
                                                                                  1998                      1997

ASSETS
<S>                                                                              <C>                       <C>  
Investment in May Limited Partnership 1983-3                                     $ 464                     $ 532
                                                                                  ====                      ====


PARTNERS' CAPITAL
Partners' Capital                                                                $ 464                     $ 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)



                                                                      June 30,              December 31,
                                                                        1998                    1997

ASSETS
CURRENT ASSETS
<S>                                                                  <C>                       <C>      
    Cash and cash equivalents                                        $     187                 $     219
    Accrued oil and gas sales                                              134                       146
    Due from affiliate                                                      63                        68
                                                                     ---------                 ---------
         Total                                                             384                       433
                                                                      --------                  --------

OIL AND GAS PROPERTIES, using the
    full cost method of accounting                                      16,601                    16,582
       Less accumulated depletion                                      (16,031)                  (15,963)
                                                                       -------                    ------
         Net oil and gas properties                                        570                       619
                                                                      --------                  --------

TOTAL ASSETS                                                         $     954                  $  1,052
                                                                      ========                   =======

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

PARTNERS' CAPITAL
    General partner                                                        477                       500
    Limited partner                                                        464                       532
                                                                      --------                  --------
         Total                                                             941                     1,032
                                                                      --------                   -------

TOTAL LIABILITIES AND PARTNERS' CAPITAL                              $     954                  $  1,052
                                                                      ========                   =======




















<FN>

</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 June 30,
                                                                        1998                      1997

REVENUES
<S>                                                                 <C>                        <C>      
    Gas revenue                                                     $     203                  $     114
    Oil revenue                                                            17                         17
    Interest                                                                3                          3
                                                                   ----------                 ----------
         Total                                                            223                        134
                                                                     --------                   --------

COSTS AND EXPENSES
    Lease operating                                                        30                         17
    General and administrative                                             16                         16
    Depletion                                                              36                         22
    Professional services and other                                         3                          3
                                                                   ----------                 ----------
         Total                                                             85                         58
                                                                    ---------                  ---------

NET INCOME                                                          $     138                   $     76
                                                                     ========                    =======

ALLOCATION OF NET INCOME:

    General Partner                                                $       67                  $      37
                                                                    =========                   ========

    Limited Partner                                                $       71                  $      39
                                                                    =========                   ========

       Per initial $1,000 limited partner
         investment                                                  $   6.11                   $   3.35
                                                                      =======                    =======

       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 OPERATIONS
                                   (Unaudited)
                   (In thousands, except for unit information)



                                                                        For the Six Months Ended June 30,
                                                                        1998                      1997

REVENUES
<S>                                                                 <C>                       <C>       
    Gas revenue                                                     $     381                 $      311
    Oil revenue                                                            37                         43
    Interest                                                                5                          5
                                                                   ----------                 ----------
         Total                                                            423                        359
                                                                     --------                   --------

COSTS AND EXPENSES
    Lease operating                                                        51                         37
    General and administrative                                             35                         35
    Depletion                                                              68                         46
    Professional services and other                                         7                          8
                                                                  -----------                -----------
         Total                                                            161                        126
                                                                     --------                   --------

NET INCOME                                                          $     262                  $     233
                                                                     ========                   ========

ALLOCATION OF NET INCOME:

    General Partner                                                 $     127                  $     112
                                                                     ========                   ========

    Limited Partner                                                 $     135                  $     121
                                                                     ========                   ========

       Per initial $1,000 limited partner
         investment                                                  $  11.61                   $  10.40
                                                                      =======                    =======

       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 Six Months Ended June 30,
                                                                         1998                      1997

OPERATING ACTIVITIES:
<S>                                                                  <C>                       <C>      
    Net income                                                       $     262                 $     233
    Adjustment to reconcile net income to
       net cash provided by operating activities:
          Depletion                                                         68                        46

Changes in assets and liabilities provided (used) cash:
      Accrued oil and gas sales                                             12                        82
      Due from affiliate                                                     5                       (27)
      Accounts payable and accrued liabilities                              (7)                       (6)
      Due to affiliate                                                                                (4)
                                                                   -----------                ----------
              Net cash provided by operating activities                    340                       324
                                                                      --------                  --------

INVESTING ACTIVITIES -
      Additions to oil and gas properties                                  (19)                      (30)
                                                                     ---------                 ---------

FINANCING ACTIVITIES -
      Distributions to partners                                           (353)                     (267)
                                                                      --------                  --------

NET INCREASE (DECREASE) IN CASH AND
    CASH EQUIVALENTS                                                       (32)                       27

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

       Balance, end of period                                        $     187                 $     184
                                                                      ========                  ========


















<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 $340,000 of cash flow from operating activities during
the six months  ended June 30,  1998 and  distributed  $353,000 to  partners.  A
distribution  payable to partners of record as of June 30, 1998 was  declared in
July 1998. The  distribution  amount is $150,000 payable $86,250 to May Drilling
Partnership  1983-3  partners  and  $63,750  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

Second Quarter 1998 Compared to Second Quarter 1997

Gas Revenue

Gas revenue  increased  $89,000 during the second quarter of 1998 as compared to
the  second  quarter  of 1997,  as the  result  of an  increase  in price and an
increase in  production.  The average gas price  increased from $2.26 per mcf in
1997 to  $2.48  per mcf in  1998.  Gas  production  increased  61%  because  two
temporarily  shut-in  wells were back on line.  The two wells  were  temporarily
shut-in while workover  procedures  were performed  during the second quarter of
1997.

Oil Revenue

Oil revenues  remained constant in the second quarter of 1998 as compared to the
second quarter of 1997.  The average oil price  decreased from $18.91 per barrel
in 1997 to  $13.14  per  barrel  in  1998,  and oil  production  increased  51%.
Production  increased  because two temporarily  shut-in wells were back on line.
The two wells were temporarily  shut-in while workover procedures were performed
during the second quarter of 1997.

Lease Operating

Lease operating  expense  increased $13,000 during the second quarter of 1998 as
compared  to the  second  quarter  of 1997  due to  increased  production  taxes
resulting from increased production discussed above.

Depletion

Depletion  expense  increased  $14,000  during  the  second  quarter  of 1998 as
compared to the second  quarter of 1997 as a result of a higher  depletion  rate
resulting from the increased production discussed above.



<PAGE>


Six Months Ended June 30, 1998 Compared to the Six Months Ended June 30, 1997

The  comparisons for the six months ended June 30, 1998 and the six months ended
June 30, 1997 are  consistent  with those  discussed in the second  quarter 1998
compared to the second quarter of 1997 except for the following:

Gas Revenue

Gas revenue increased $70,000 during the first six months of 1998 as compared to
the  corresponding  period in 1997 due to an increase in  production,  partially
offset  by a  decrease  in price.  Gas  production  increased  39%  because  two
temporarily  shut-in  wells were back on line.  The two wells  were  temporarily
shut-in while workover  procedures  were performed  during the second quarter of
1997.  The average gas price  decreased  from $2.79 per mcf in 1997 to $2.45 per
mcf in 1998.

Oil Revenue

Oil revenue  decreased $6,000 during the first six months of 1998 as compared to
the  corresponding  period in 1997 due to a decrease  in the  average oil price,
partially  offset by an increase in production.  The average oil price decreased
from  $21.01 per barrel in 1997 to $14.55  per  barrel in 1998.  Oil  production
increased 26% because two  temporarily  shut-in wells were back on line. The two
wells were  temporarily  shut-in  while to workover  procedures  were  performed
during the second quarter of 1997.

Professional Services and Other

Professional  services and other expense  decreased  $1,000 during the first six
months of 1998 as compared with the first six months 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:  August 10, 1998                     By: /s/Thomas J. Jung
                                               Thomas J. Jung, Vice President
                                               (Principal Accounting Officer)