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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(MARK  ONE)
          [ ]     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999.

                                       OR

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

          FOR THE TRANSITION PERIOD FROM _____________ TO ____________


                         Commission File Number 33-99978

                           ABACAN RESOURCE CORPORATION
             (Exact name of registrant as specified in its charter)


             ALBERTA,  CANADA
       (State or other jurisdiction of             (I.R.S. Employer
        incorporation or organization)            Identification  No.)


                          3050 POST OAK BLVD, SUITE 699
                                 HOUSTON, TEXAS
                                      77056
                    (Address of principal executive offices)
                                   (Zip Code)

                                 (713) 479-9770
               Registrant's telephone number, including area code)


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

State  the number of shares outstanding of each of the issuers classes of common
equity, as of the latest practical date: 121,037,504 shares of common stock were
outstanding  on  November  2,  1999.

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<PAGE>
                           ABACAN RESOURCE CORPORATION
                                      INDEX


PART I           FINANCIAL  INFORMATION                              Page Number

     Item  1     Consolidated Balance Sheets as of September 30,               3
                 1999  and  December  31,  1998

                 Consolidated  Statements  of  Operations  and                 4
                 Deficit  for  the  Three  Months  and  Nine
                 Months  ended  September  30,  1999 and  1998

                 Consolidated  Statements  of  Change  in  Cash                5
                 Flows  for  the  Nine  Months  ended  September
                 30,  1999  and  1998

                 Notes  to  Consolidated  Financial Statements                 6

     Item  2     Management's  Discussion  and  Analysis of                    9
                 Financial Condition and Results of Operations


PART II          OTHER  INFORMATION

     Item  1     Legal  Proceedings                                           14

     Item  3     Defaults  Upon  Senior  Securities                           14

     Item  6     Exhibits  and  Reports  on  Form  8K                         15

SIGNATURES                                                                    16

                                        2
<PAGE>
                         PART 1 - FINANCIAL INFORMATION


ITEM  1  -  FINANCIAL  STATEMENTS
---------------------------------

<TABLE>
<CAPTION>
                           ABACAN RESOURCE CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                           (Thousands of U.S. Dollars)


                                                September 30,    December 31,
                                                    1999             1998
                                                (unaudited)        (audited)
                                               ---------------  --------------
ASSETS
<S>                                            <C>              <C>
Current Assets
   Cash                                        $        1,918   $       3,305
   Accounts receivable                                     35              31
                                               ---------------  --------------
                                                        1,953           3,336

Petroleum and natural gas properties (Note 3)          92,399          92,431

Deposits and other                                         51              42
                                               ---------------  --------------
                                               $       94,403   $      95,809
                                               ===============  ==============

LIABILITIES

Current Liabilities
   Accounts payable                            $        9,208   $       9,170
   Interest payable (Note 5)                            1,961             493
   Royalties payable (Note 4)                           5,373           5,373
   Senior Secured Loan (Note 5)                        30,702          30,702
                                               ---------------  --------------
                                                       47,244          45,738
                                               ---------------  --------------

SHAREHOLDERS' EQUITY

Share capital                                         277,750         276,750
Deficit                                              (230,591)       (226,679)
                                               ---------------  --------------
                                                       47,159          50,071
                                               ---------------  --------------
                                               $       94,403   $      95,809
                                               ===============  ==============
</TABLE>

                                        3
<PAGE>
<TABLE>
<CAPTION>
                               ABACAN RESOURCE CORPORATION
                    CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT
                               (Thousands of U.S. Dollars)


                                               Three Months Ended      Nine Months Ended
                                                   September 30          September 30
                                            -----------------------  --------------------
                                                1999        1998       1999       1998
                                            ------------  ---------  ---------  ---------
                                                              (unaudited)
<S>                                         <C>           <C>        <C>        <C>
REVENUE
 Petroleum revenue (net of foreign taxes)
 Royalties                                  $         -   $      -   $      -   $ 14,258
 Interest and other                                   -       (366)         -     (1,994)
 Property insurance settlement (Note 3)              15          -         63        171
                                                      -        130        460          -
                                            ------------  ---------  ---------  ---------
                                                     15       (236)       523     12,435
                                            ------------  ---------  ---------  ---------

EXPENSES
 Operating                                  $         -   $      -   $      -   $ 17,431
 General and administrative                         707      1,082      2,935      3,683
 Interest and other financial expense               497        516      1,468      2,663
 Depletion, depreciation and  amortization
                                                      5        208         32      4,243
                                            ------------  ---------  ---------  ---------
                                                  1,209      1,806      4,435     28,020
                                            ------------  ---------  ---------  ---------

NET EARNINGS (LOSS) BEFORE
THE UNDERNOTED                                   (1,194)    (2,042)    (3,912)   (15,585)

GAIN ON SALE OF ASSETS                                -      5,511          -     32,828
                                            ------------  ---------  ---------  ---------
NET EARNINGS (LOSS) FOR THE PERIOD
                                                 (1,194)     3,469     (3,912)    17,243

DEFICIT, Beginning of period                    229,397    225,402    226,679    239,176
                                            ------------  ---------  ---------  ---------
DEFICIT, END OF PERIOD                      $   230,591   $221,933   $230,591   $221,933
                                            ============  =========  =========  =========
NET EARNINGS (LOSS) PER
SHARE                                       $     (0.01)  $   0.03   $  (0.03)  $   0.15
                                            ============  =========  =========  =========
</TABLE>

                                        4
<PAGE>
<TABLE>
<CAPTION>
                           ABACAN RESOURCE CORPORATION
                 CONSOLIDATED STATEMENTS OF CHANGE IN CASH FLOW
                           (Thousands of U.S. Dollars)

                                                   Nine Months Ended
                                                     September 30
                                               ------------------------
                                                   1999        1998
                                               ------------  ----------
                                                      (unaudited)
<S>                                            <C>           <C>
Cash provided by (used in):

OPERATING ACTIVITIES
   Net earnings (loss) for the period          $    (3,912)  $ 17,243
   Items not affecting cash
     Gain on sale of assets                              -    (32,828)
     Depletion, depreciation and amortization           32      4,244

   Changes in non-cash operating working
   capital items                                     1,501     21,976
                                               ------------  ----------
                                                    (2,379)    10,635
                                               ------------  ----------

FINANCING ACTIVITIES
   Issue of Share Capital
     Common Shares and Warrants                      1,000          -
   Long term debt                                        -     (4,298)
   Capital lease obligation                              -     (6,566)
                                               ------------  ----------
                                                     1,000    (10,864)
                                               ------------  ----------

INVESTING ACTIVITIES
   Expenditures on petroleum and Natural Gas
   properties                                            -    (13,647)
   Disposition of Petroleum and Natural Gas
   properties                                            -     86,900
   Changes in non-cash working capital items             -    (70,794)
   Other                                                (8)         -
                                               ------------  ----------
                                                        (8)     2,459
                                               ------------  ----------
INCREASE (DECREASE) IN CASH                         (1,387)     2,230

CASH - BEGINNING OF PERIOD                           3,305      1,813
                                               ------------  ----------
CASH - END OF PERIOD                           $     1,918   $  4,043
                                               ============  ==========
SUPPLEMENTAL NON-CASH
   Acquisition of petroleum and natural gas
   properties for common shares                $         -   $  2,000
                                               ============  ==========
</TABLE>

                                        5
<PAGE>
                           ABACAN RESOURCE CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.     BASIS  OF  PRESENTATION

Interim  Financial  Statements
------------------------------

The  consolidated  financial  statements  included  herein have been prepared by
Abacan  Resource  Corporation and are unaudited, except for the balance sheet at
December 31, 1998, which has been prepared from the audited financial statements
at  that  date.  These  financial statements include accounts of Abacan Resource
Corporation,  a Canadian corporation incorporated in the Province of Alberta and
all  of  its  wholly  owned  subsidiaries  (the  "Company").  The  accompanying
consolidated  balance  sheet  as  at  September  30,  1999  and the consolidated
statements  of  operations  and  deficit  and  changes in cash flows include all
adjustments  (consisting  only  of  normal  recurring  adjustments and accruals)
considered  necessary  to  present fairly the Company's financial position as at
September  30,  1999  and  the results of operations and cash flows for the nine
months  ended  September  30,  1999  and  September  30,  1998.

Certain  information  and  footnote  disclosures  normally included in financial
statements  prepared in accordance with generally accepted accounting principles
have  been  omitted  pursuant to the rules and regulations of the Securities and
Exchange  Commission  (the  "SEC").  These  financial  statements  and the notes
thereto  should be read in conjunction with the Company's  annual report on Form
10-KSB for the year ended December 31, 1998.  Any capitalized terms used but not
defined  in  these  Notes  to  Consolidated  Financial  Statements have the same
meaning  given  to  them  in  that  Form  10-KSB.

Continuation  of  Business
--------------------------

Abacan  Resource  Corporation  is  an  independent energy company engaged in the
acquisition and exploration of oil and gas properties located principally in the
West African countries of Nigeria and Benin. Since the reorganization of its oil
and  gas  operations  in  June  1998, the Company has focused its efforts on its
Benin  Basin  holdings  where  negotiations  are  currently  underway  for  the
establishment in Benin of a natural gas powered electrical generation plant that
is  planned  to  utilize  the  natural gas resources identified in the Company's
Benin  Basin  concessions.  The Company is also actively marketing the farm-out,
sale  or  other  disposition  of  its  properties  to  industry  partners.

The  consolidated  financial statements are unaudited and have been presented by
management  using  accounting  principles  applicable  to a going concern, which
assumes  that the Company will continue operations in the foreseeable future and
be  able  to  realize  assets  and  satisfy  liabilities in the normal course of
business.  The  Company  has  a  liquidity  problem  which  casts doubt upon the
validity  of  this  assumption.

The  Company's  ability  to  continue  as  a going concern is dependent upon the
following  factors  which  outline  management's  plan:

i)     the  development  of  the oil and natural gas reserves in the Benin Basin
       Concessions  OML113  including  the  development  of  a  market  for  the
       produced natural  gas  in  this  area;

ii)    obtaining financing in the form of equity, debt or a combination  thereof
       in  order  to  continue the  development of the petroleum reserves in the
       above mentioned  concessions;

                                        6
<PAGE>
iii)   negotiating  a  joint  venture  for  the  continued  exploration  and
       development  of  the Company's West African acreage position prior to the
       expiry date  of  the  Company's  concession  licences;

iv)    continuing  to finance general and  administrative expenses from existing
       cash or financing in  the form  of  equity, debt or combination  thereof;
       and

v)     negotiations  with  certain  suppliers  to settle current liabilities and
       forbearance  of  the  Company's  secured  and  unsecured  creditors.

If  the  going  concern  assumption  was  not  appropriate  for  these financial
statements,  then adjustments would be necessary in the carrying value of assets
and  liabilities,  the  reported  net loss and the balance sheet classifications
used.

Generally  Accepted  Accounting  Standards
------------------------------------------

The  financial  statements  of the Company have been prepared in accordance with
accounting  principles generally accepted in Canada which differ from accounting
principles  generally  accepted  in  the  United  States.  In  the  opinion  of
management,  there  are no differences between Canadian and U.S. GAAP materially
affecting  the  Company's  interim  financial  statements.

2.     LOSS  PER  COMMON  SHARE

Supplemental  loss  per  share  information  is  provided  below:

<TABLE>
<CAPTION>
                                             For the Nine Months Ended September 30
                              -------------------------------------------------------------------
                                         Loss                    Shares           Per-Share Amount
                                  1999         1998         1999         1998       1999    1998
                              ------------  -----------  -----------  -----------  -------  -----
<S>                           <C>           <C>          <C>          <C>          <C>      <C>

Net earnings (loss)           $(3,912,000)  $17,243,000  121,037,054  114,370,836  $(0.03)  $0.15

Basic earnings (loss) per
Share                         $     (0.03)  $      0.15            -            -       -       -

Stock Options                  11,945,700    11,974,450            -            -       -       -
                              ------------  -----------  -----------  -----------  -------  -----
Diluted earnings (loss) per
Share                         $     (0.03)  $      0.15            -            -       -       -
                              ============  ===========  ===========  ===========  =======  =====
</TABLE>

Net  loss  per common share has been computed by dividing net earnings (loss) by
the  weighted  average  number  of shares of common stock outstanding during the
periods.  During  the  nine  months  ended  September  30, 1999, the Company had
outstanding  stock  options and warrants to purchase 11,945,700 shares of common
stock,  which  were antidilutive and were not included in the calculation as the
exercise  price exceeded the market value. In 1998, the Company adopted SFAS No.
128,  "Earnings  per Share," effective December 31, 1997. This accounting change
had  no  effect  on  previously  reported  earnings (loss) per share (EPS) data.


                                        7
<PAGE>
3.     PETROLEUM  AND  NATURAL  GAS  PROPERTIES

The  Company  disposed  of  substantially  all  of  its working interests in its
petroleum  and  natural  gas  properties  located  in  the Niger Delta region of
Nigeria  in  June  1998 as part of a general reorganization of its petroleum and
natural  gas  operations. As a result, immediately following the reorganization,
the  Company's  principal petroleum and natural gas properties were comprised of
Nigerian  offshore  Block  OML  113,  Block  OPL 310 and Benin Republic offshore
Blocks  1  and  4.

The  Company's  interests  in  its  petroleum and natural gas properties include
obligations  to  meet  certain minimum work requirements, expenditures and other
commitments.

In  the  case  of Nigerian Block OML 113, the Company has satisfactorily met its
minimum  work  requirements for the duration of the mining lease that expires on
July  3,  2018.

On  Concession Block OPL 310, the Company is required to complete a minimum work
program  consisting of three wells and a seismic program.  The obligation of the
Company  to  initiate  expenditures  towards  satisfaction  of  the minimum work
program  commences  after  receipt of requisite government approval of the joint
venture  agreement  between  the  Company and the indigenous Nigerian concession
owner, Optimum Petroleum Development Limited ("Optimum"). The OPL for Concession
Block  OPL  310  has expired and Optimum has not secured a renewal, extension or
requisite  government  approval  of  the  joint  venture agreement.  There is no
assurance that Optimum will obtain the renewal, extension or government approval
or  that  the  Company  will  maintain  an interest in Concession Block OPL 310.

In  Benin,  the Company was required to complete a seismic program and drill one
well  on  Block 1 by August 1, 1999.  The Company did not meet these contractual
obligations  and consequently, Block 1 was relinquished on August 1, 1999 to the
government  of  Benin.

On  Benin  Block  4,  the  Company  is required to acquire 3000 kilometers of 2D
seismic  lines and propose an exploration program to the Benin government during
the initial exploration phase which expires on February 1, 2000.  The Company is
awaiting  government  confirmation  that these requirements have been satisfied.
In  addition,  the Block 4 contract requires the Company to post, not later than
December  17, 1999 a bank guarantee securing performance of its work obligations
during  the  first  two  year extension period which commences February 1, 2000.
The work obligation during the first extension period consists of acquiring 1500
kilometers  of  seismic  lines and drilling one well.  Failure of the Company to
post the bank guarantee by the specified time could result in the relinquishment
of  Benin  Block  4.

During  the  nine  month  period  ended September 30, 1999, the Company received
$460,000 from the settlement of an insurance claim of its Ima #9 well located in
the  Niger  Delta  in  respect  of  a  concession  previously disposed of by the
Company.

4.     ROYALTIES  PAYABLE

As  at  September 30, 1999, royalties payable included an amount of $1.0 million
owed to Abacan International Resource Management Inc. ("Airmi"), $1.4 million to
Yinka  Folawiyo  Petroleum  Company  Limited ("YFP") and $2.9 million to several
other unrelated companies.  All of the royalties relate to the Ima Field.  Airmi
is  a  company  wholly  owned  by  Wade  G. Cherwayko, a former senior executive
officer  and  director  of  the Company.  YFP is substantially controlled by the
father  of  Mr. Tunde Folawiyo, a current director of the Company.  Mr. Folawiyo
is  also  an  executive  officer  of  YFP.

                                        8
<PAGE>
5.     SENIOR  SECURED  LOAN

In  August  1997,  the  Company  obtained  debt financing of approximately $35.0
million  pursuant  to  a  Crude  Oil  Prepayment  Agreement  with  its crude oil
marketer.  This financing was replaced with a $30.7 million credit facility (the
"Secured  Loan")  on  June  30,  1998.  Under  the  terms  of  the Secured Loan,
repayment  of  $20.1  million  was  due  June 30, 1999 with the balance of $10.6
million due December 31, 1999.  Interest is payable quarterly on the outstanding
principal  at  a  maximum rate equal to LIBOR plus 4% per annum commencing March
31,  1999.  The  Company  has not made the June 30, 1999 principal repayment nor
has  it  made  the  requisite  quarterly  interest installments.  The Company is
currently  discussing  with  the  secured lender ways to restructure the Secured
Loan  with  a  view  of  further  extending its principal and interest repayment
obligations.

The  Company  has granted security in respect of its repayment obligations under
the  Secured  Loan.  Included as security are: (1) a pledge of all of the common
shares  of  those  subsidiaries that hold or held Participating Interests in the
Company's  Niger  Delta  and Benin Basin Concessions; (2) a series of debentures
granting  a  security  interest against the Company's Participating Interests in
its  Niger  Delta  and  Benin  Basin  Concessions; and (3) a guarantee of Abacan
Resource  Corporation  for  all  outstanding amounts due under the Secured Loan.
The Company is not currently aware of any actions taken by the secured lender to
realize  on  its  security  notwithstanding  that  the  Company has not made the
required  principal  and  interest  payments  under  the  Secured  Loan.

6.     CONTINGENCIES

Although  Amni  agreed to assume liability for any claims against the Company in
respect  of  the  oil  and  gas  operations  on  the Ima Field, the Company will
continue  to  be liable to trade and other creditors in respect of which it is a
party  until  full  settlement  arrangements  can  be  established.  Management
believes  that the Company does not have any material exposure in these matters.

On  March  5,  1999,  the  Company  and Amni International Petroleum Development
Company  Limited  settled  a  $1.7  million  lawsuit  for approximately $860,000
utilizing  insurance  proceeds  from  the  IMA  #9  well  settlement.

7.     UNCERTAINTY  DUE  TO  THE  YEAR  2000  ISSUE

The  Year  2000  Issue  arises  because many computerized systems use two digits
rather  than  four  to identify a year. Date-sensitive systems may recognize the
year 2000 as 1900 or some other date, resulting in errors when information using
year  2000  dates  is processed. In addition, similar problems may arise in some
systems  which  use  certain  dates  in 1999 to represent something other than a
date. The effects of the Year 2000 Issue may be experienced before, on, or after
January  1,  2000, and, if not addressed, the impact on operations and financial
reporting may range from minor errors to significant systems failure which could
affect the Company's ability to conduct normal business operations.  However, it
is  not possible to be certain that all aspects of the Year 2000 Issue affecting
the  Company, including those related to the efforts of customers, suppliers, or
other  third  parties,  will  be  fully  resolved.

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

The  following  should  be  read  in  conjunction  with  the Company's financial
statements  contained  herein and in the Form 10-KSB for the year ended December
31,  1998 along with Management's Discussion and Analysis contained in such Form
10-KSB.  Any  capitalized terms used but not defined in the following discussion
have  the  same  meaning  given  to  them  in  the  Form  10-KSB.

                                        9
<PAGE>
Abacan  Resource  Corporation  is  an  independent energy company engaged in the
acquisition and exploration of oil and gas properties located principally in the
West  African  countries  of Nigeria and Benin. Prior to a reorganization of its
oil  and  gas  operations in June 1998, the Company's operations were focused in
two  distinct  geological  regions  -  the  Niger  Delta, Nigeria's prolific oil
producing  region  located  in  south-central  Nigeria,  and  the Benin Basin, a
largely  unexplored  area  located  in the coastal waters of western Nigeria and
Benin.  Subsequent  to  the  reorganization  of  its oil and gas operations, the
Company  has  focused its efforts on its Benin Basin holdings.  Negotiations are
currently  underway  for  the  establishment  in  Benin of a natural gas powered
electrical  generation  plant  that  is  expected  to  utilize  the  natural gas
resources  identified  in  the Company's Benin Basin concessions. The Company is
also  actively  marketing the farm-out, sale or other disposition of its oil and
gas  properties  to  third  parties.

OVERVIEW  OF  THIRD  QUARTER  OF  1999

The  Company  is  continuing  to seek partners for: (1) the Benin Power Project,
which  is  expected  to  be  supplied  fuel from the Company's Block OML 113 gas
reserves;  and  (2) the exploration of its Benin Basin Concessions consisting of
Block  OML  113  in  Nigeria  and  Block  4,  offshore  Benin.

Benin  Power  Project
---------------------

On  May  27,  1998,  the  Company entered into a Letter of Intent ("LOI") with a
subsidiary  of a major international natural gas and electrical power generating
company  and  the Government of Benin for the development of an electrical power
plant to be located in Cotonou, Benin.  Under the terms of the LOI, the required
natural gas feedstock for the project is expected to come from the Company's Aje
Field  natural gas resources identified on Nigerian Block OML 113.  Negotiations
are  continuing  towards  finalizing the various agreements required to initiate
construction  of  the  project.

Exploration  of  Additional  Benin  Basin  Acreage
--------------------------------------------------

The  Company  is  focused  on  the  development  of  its Benin Basin concessions
however, it does not currently have the financial resources necessary to explore
and  develop  its prospects and therefore will be reliant on third-party funding
sources  to  provide  the  necessary  capital  to  do  so.

In  Benin,  the Company was required to complete a seismic program and drill one
well  on  Block 1 by August 1, 1999.  The Company did not meet these contractual
obligations  and  consequently,  Block  1  was relinquished to the government of
Benin  on  August  1,  1999.

On  Benin  Block  4,  the  Company  is required to acquire 3000 kilometers of 2D
seismic  lines and propose an exploration program to the Benin government during
the initial exploration phase which expires on February 1, 2000.  The Company is
awaiting  government  confirmation  that these requirements have been satisfied.
In addition, the Company is required, not later than December 17, 1999 to post a
bank guarantee securing performance of its work obligations during the first two
year  extension  period  which commences February 1, 2000.   The work obligation
during  the  first  extension  period  consists  of acquiring 1500 kilometers of
seismic  lines  and  drilling one well.  Failure of the Company to post the bank
guarantee  by  the  specified  time  could result in the relinquishment of Benin
Block  4.

The  Company  continues  to  explore various options with respect to securing an
exploration  and development partner.  Types of relationships that are currently
being contemplated are joint venture transactions, farm-outs, sales of interests
or  a  merger.

                                       10
<PAGE>
LIQUIDITY,  OPERATING  AND  CAPITAL  REQUIREMENTS  AND  FUNDING  ALTERNATIVES

The  Company continues to have a serious liquidity problem that casts doubt upon
the ability of the Company to continue operations in the foreseeable future.  As
of  September  30,  1999,  the  Company  had approximately $1.9 million of cash,
senior  secured  debt of approximately $30.7 million, interest payable on senior
secured  debt  of  approximately $1.9 million, accounts payable of approximately
$9.2  million and royalties payable of approximately $5.4 million.  The increase
in  the Company's cash position was attributable to the closing on July 13, 1999
of  a  private  placement  of  6,666,668 common shares to two U.S. institutional
investors  at  a  price  of  $0.15  per  share for gross proceeds of $1,000,000.

As  a  result  of  the disposition of its producing properties in June 1998, the
Company  did  not  have  any  oil  and  gas revenue during the nine months ended
September  30, 1999. The Company does not anticipate generating revenues or cash
flow  until  the  completion of the Benin Basin electrical generation project or
the sale or farm-out of part or all of its existing properties.  The Company has
limited  cash  reserves  and,  despite  a  reduction  in  operational  costs, is
continuing to incur general, administrative and other related expenses including
interest  expense.  Based  upon current expenditure levels, the cash reserves of
the  Company  will not be sufficient to sustain the operations of the Company at
current  levels  over the long term.  That being the case, the Company's ability
to  continue  as  a  going  concern  is  dependent  on  the  following:

1.     The  development  of  the natural gas resources in Benin Basin Concession
       Blocks  OML 113 and OPL 310 including the  development  of  a  commercial
       market for the  natural  gas  produced  in  this  area;

2.     Obtaining  additional  financing  in  the  form  of  equity,  debt  or  a
       combination  thereof  in  order  to  continue  the  development  of  the
       petroleum  resources  in  the  above  referenced  concession  blocks;

3.     Negotiating a joint venture for the continued exploration and development
       of  the  Company's West African acreage position prior to the expiry date
       of the Company's  concession  licences;

4.     Continuing  to  finance general and administrative expenses from existing
       cash  or  financing  in  the  form  of  equity,  debt  or  a  combination
       thereof;

5.     Negotiations  with  certain  suppliers  to settle current liabilities and
       forbearance  of  the  Company's  secured  and  unsecured  creditors.

SENIOR  SECURED  LOAN

In  August  1997,  the  Company  obtained  debt financing of approximately $35.0
million  pursuant to a Crude Oil Prepayment Agreement with a major international
oil  marketing  company.  The  proceeds  of this debt financing were used by the
Company  to  repay outstanding project financing and exploration and development
costs  for  the  production of petroleum from the Ima Field located in the Niger
Delta.  This  debt  financing  was replaced with a $30.7 million credit facility
(the "Secured Loan") on June 30, 1998.  The Secured Loan calls for the repayment
of  $20.1  million  on  June  30, 1999  with the balance of $10.6 million due on
December  31,  1999.  Interest is payable quarterly on the outstanding principle
at  a  maximum  rate equal to LIBOR plus 4% per annum commencing March 31, 1999.
The  Company  has not made the June 30, 1999 principal repayment nor has it made
the  requisite  quarterly  interest installments. The Company is discussing with
the lender ways to restructure the Secured Loan with a view of further extending
its  principal  and  interest  repayment  obligations.

                                       11
<PAGE>
The  Company  has  granted  security  to  the  secured  lender in respect of its
repayment  obligations  under  the  Secured  Loan.  The  Secured Loan includes a
number  of  events  of default.  In the event of the Company's default under the
terms  of  the Secured Loan, the lender may call upon the Company to immediately
pay the outstanding principal or interest due thereunder, or take title to, sell
or  otherwise dispose of the common shares of substantially all of the Company's
subsidiaries.  Should  the  secured  lender  become entitled to realize upon its
security,  the  Company  may lose part or all of its interests in part of all of
its  oil and gas properties.  The Company believes it is currently in default of
one  or  more  terms  of  the  Secured  Loan.  Notwithstanding such default, the
Company is not currently aware of actions taken by the secured lender to realize
upon  its  security.

INTEREST  AND  ACCOUNTS  PAYABLE

As  at  September  30,  1999,  the  Company  had  approximately  $9.2 million in
unsecured  trade  debt  and  approximately  $1.9  million in interest payable on
senior  secured  debt.  The  Company is working to reach settlement arrangements
with  its  creditors  and  the  secured  lender.

Included  in  the  unsecured trade debt are claims of approximately $2.1 million
against  Abacan  Technical  Services  Limited,  a  subsidiary of Abacan Resource
Corporation.  Abacan  Technical  Services  Limited  has  no  material  assets.

CONTINGENCIES

Although  Amni has agreed to assume liability for any claims against the Company
in respect of oil and gas operations on the Ima Field, the Company will continue
to  be  liable to trade and other creditors until settlement arrangements can be
established.  Management  believes  that  the Company does not have any material
exposure  in  these  matters.

ROYALTIES  PAYABLE

As  at  September 30, 1999, royalties payable included an amount of $1.0 million
owed to Abacan International Resource Management Inc. ("Airmi"), $1.4 million to
Yinka  Folawiyo  Petroleum  Company  Limited ("YFP") and $2.9 million to several
other unrelated companies.  All of the royalties relate to the Ima Field.  AIRMI
is  a  company  wholly  owned  by  Wade  G. Cherwayko, a former senior executive
officer  and  director  of  the Company.  YFP is substantially controlled by the
father  of  Mr. Tunde Folawiyo, a director of the Company.  Mr. Folawiyo is also
an  executive  officer  of  YFP.

RESULTS  OF  OPERATIONS

Production  and  Sales
----------------------

The  Company  discontinued its hydrocarbon production operations due to the sale
of  the  Ima  Field  in  June  1998.  Consequently,  no  production  revenues or
production  expenses  were  recorded  during either the three months or the nine
months  ended  September  30,  1999.

                                       12
<PAGE>
------
Property  Insurance  Settlement
-------------------------------

During  the  nine  month  period ended September  30, 1999, the Company received
approximately  $460,000  from the settlement of an insurance claim of its Ima #9
well  located  in  the  Niger  Delta in respect of a concession block previously
disposed  of  by  the  Company.

General  and  Administrative  Expenses
--------------------------------------

General  and  Administrative  expenses  for the nine months ended September  30,
1999  were  approximately $2.9 million versus approximately $3.6 million for the
nine months ended September 30, 1998.   Such expenses for the three months ended
September  30,  1999 were approximately $707,000 versus approximately $1,082,000
for  the three months ended September 30, 1998.The reduction in costs during the
current fiscal year was attributed primarily to a reduction in overhead expenses
due  primarily  to the closure of three offices, a reduction in staff levels and
the  out-sourcing  of  several  of  the  Company's administrative functions. The
Company  continues  however  to  incur significant legal and accounting expenses
incurred  related  to  the completion of negotiations respecting its Benin Basin
properties  and its ongoing restructuring process.  The Company currently has no
revenue  or  cash flow and limited cash reserves.  Accordingly, the Company will
require  additional  financing  in  order  to  sustain  its  current  level  of
operations.

Interest  and  Other  Financial  Expense
----------------------------------------

For  the  three  months  ended  September  30,  1999,  the  Company  incurred
approximately  $497,000  in  interest  and  other  financial  expenses  versus
approximately  $516,000  for  the  same period in 1998.  Cumulative interest and
other  financial  expense  for  the  nine  months  ended  September 30, 1999 was
approximately $1.4 million versus approximately $2.6 million for the same period
in 1998.   These charges are primarily related to the Secured Loan both prior to
and  following  its  restructuring  in  June  1998.  The June 30, 1999 principal
instalment  payment has not been made, nor have the requisite quarterly interest
installments.  The  Company  is  negotiating  with the secured lender to further
restructure  the  Secured Loan by extending its principal and interest repayment
obligations.

Common  Shares  De-Listed  from  Nasdaq  National  Market
---------------------------------------------------------

On  April  8,  1999,  the Company's common shares were de-listed from the Nasdaq
National  Market  and  commenced  trading on the Nasdaq OTC Bulletin Board.  The
Company's  common  shares  continue  to  trade  on  The  Toronto Stock Exchange.

OUTLOOK

As  outlined  in  the  Company's  most  recent annual report on Form 10-KSB, the
continuing  corporate  financial  restructure  is  a  critical  priority  to the
sustained  viability  of  the Company. The Company is exploring opportunities to
raise  additional  capital,  settle  liabilities  and reduce overhead costs.  In
addition,  the  Company  is  exploring  various  options that allow for external
funding  for further development of its remaining Benin Basin concession blocks,
including  a  farm-out,  sale  of interests or merger.  The Company has recently
relinquished  its  interest  in Benin Block 1 and may relinquish its interest in
Benin Block 4 unless it can secure (directly or through an industry partner) the
requisite  bank guarantee by December 17, 1999.  Should the Company be unable to
raise  additional capital, either directly or through a combination of a sale or
farm-out  of  assets,  or  a  business  combination, it may be required to cease
operations.

                                       13
<PAGE>
YEAR  2000

The  Company  is  assessing the impact of the Year 2000 issue on its operations,
including the development and implementation of project plans and cost estimates
required  to  make  its  information systems infrastructure Year 2000 compliant.
Based  on  existing  information, the Company believes that anticipated spending
necessary  to  become Year 2000 compliant will not have a material effect on the
financial position, cash flows or results of operations of the Company, nor will
the  Year  2000  issues cause any material adverse effect on the future business
operations  of  the  Company.  There  can  be  no  assurance, however, as to the
ultimate  effect  of  the  Year  2000  issue  on  the  Company.


                           PART II - OTHER INFORMATION

Item  1  -  Legal  Proceedings

On  March  5,  1999,  the  Company  and Amni International Petroleum Development
Company  Limited  settled  a  $1.7  million  lawsuit  for approximately $860,000
utilizing insurance proceeds from the IMA #9 well settlement.  On July 13, 1999,
Global Marine International Services Corporation obtained judgment of $2,105,087
plus  costs  of  approximately $31,000 against Abacan Technical Services Ltd., a
wholly  owned  subsidiary  of  Abacan  Resource  Corporation.  Abacan  Technical
Services  Ltd.  has  no  material  assets.

Item  3  -  Defaults  Upon  Senior  Securities

On  June 30, 1998, the Company restructured its outstanding $30.7 million senior
secured  loan.  As  restructured,  repayment  of  the  principal amount of $20.1
million  of  the loan was deferred until June 30, 1999 with the balance of $10.6
million  due on December 31, 1999.  Interest payments were to commence quarterly
on  December  31,  1998.  Subsequent  to December 31, 1998, the Company received
written  confirmation  from the lender that the first quarterly interest payment
due  December  31,  1998  had  been capitalized and that interest payments would
commence  on  March  31,  1999.  The  lender  subsequently  advised  that,
notwithstanding  its written extension, the first interest installment continued
to  be  due  on  December  31, 1998.  The Company has not made the June 30, 1999
principal  repayment  nor  has  it  made  the  requisite  quarterly  interest
installments.  As  of September 30, 1999 total interest arrears are estimated at
$2.0  million  in  respect  of  such  unpaid  installments.  The  Company is not
currently  aware  of  any  actions taken by the Secured Lender to realize on its
security  notwithstanding  that  the Company has not made the required principal
and  interest  payments  under  the  Secured  Loan.

                                       14
<PAGE>
Item 6 - Exhibits  and  Reports  on  Form  8-K

(1)      Exhibit  -  27.1  -  Financial  Data  Schedule

(2)      Reports on  Form  8-K.  No  reports  on  Form 8-K were filed during the
         quarter  ended  September  30,  1999.

                                       15
<PAGE>
ABACAN  RESOURCE  CORPORATION  AND  SUBSIDIARIES  SIGNATURES


Pursuant  to  the  requirements  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.


                                             ABACAN  RESOURCE
                                             CORPORATION
                                             (Registrant)


Date:  November  12,  1999                   By:  /s/  Timothy  T.  Stephens
       -------------------                   -------------------------------
                                             Timothy  T.  Stephens
                                             President (Chief Executive Officer)
                                             and  a  Director

                                       16
<PAGE>
                                Index to Exhibits



Exhibit  #     Description  Data  Schedule
----------     ---------------------------

   27.1        Financial  Data  Schedule

                                       17
<PAGE>