UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C.  20549

                                   FORM 10-QSB



(Mark  One)
[X]     QUARTERLY  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND
        EXCHANGE  ACT  OF  1934
        For  the  quarterly  period  ended  March  31,  2001

[ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT
        OF  1934
        For  the  transition  period  from               to            .
                                           -------------    -----------

                           Commission File No. 1-6336
                           --------------------------

                            Petrominerals Corporation
                            -------------------------
             (Exact name of registrant as specified in its charter)

                Delaware                                   95-2573652
      ---------------------------------------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)


              27241 Burbank, Foothill Ranch, California 92610-2500
              ----------------------------------------------------
                    (Address of principal executive offices)

                                  (949) 588-2645
                                  --------------
              (Registrant's telephone number, including area code)

Check  whether  the  Registrant  (1)  filed  all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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.

                                [ ]           [X]
                                 No          Yes

The  number of shares of Registrant's common stock outstanding at March 31, 2001
was  1,059,404.


<PAGE>
<TABLE>
<CAPTION>
                            PETROMINERALS CORPORATION

                                      INDEX


                                                                      Page
                                                                      ----
<S>                                                                   <C>
PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

Balance Sheets March 31, 2001 and December 31, 2000. . . . . . . . .     1
Statements of Operations for the three months ended
  March 31, 2001 and 2000. . . . . . . . . . . . . . . . . . . . . .     2
Statements of Cash Flows for the three months ended
  March 31, 2001 and 2000. . . . . . . . . . . . . . . . . . . . . .     3
Notes to Financial Statements. . . . . . . . . . . . . . . . . . . .     4

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations . . . . . . . . . . . . . . . . .     5

PART II - OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . .     7

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     8
</TABLE>


<PAGE>



                         PART I - FINANCIAL INFORMATION



<PAGE>
<TABLE>
<CAPTION>
ITEM  1.  UNAUDITED  CONSOLIDATED  FINANCIAL  STATEMENTS
          ----------------------------------------------


                              PETROMINERALS CORPORATION
                                    BALANCE SHEETS
                    (Dollars in thousands, except par value data)




                                                             March 31,   December 31,
                                                              2001          2000
                                                           -----------  -------------
                                                           (Unaudited)    (Audited)
<S>                                                        <C>          <C>
ASSETS
------
Current Assets
  Cash and cash equivalents                                $     1,758  $       1,787
  Accounts receivable, net                                          34             64
  Prepaid expenses                                                  20             30
                                                           -----------  -------------

Total Current Assets                                             1,812          1,881

Restricted Cash                                                     25             25

Property and Equipment, net (including oil and
  gas properties accounted for on the successful
  efforts method)                                                  378            379

Notes Receivable and Other Assets                                   45             25
                                                           -----------  -------------

Total Assets                                               $     2,260  $       2,310
                                                           ===========  =============


LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities
  Accounts payable                                         $        63  $          13
  Accrued liabilities                                                9              3
  Royalties payable                                                 11             11
                                                           -----------  -------------

Total Current Liabilities                                           83             27
                                                           -----------  -------------

Stockholders' Equity
  Preferred stock:
    $.10 par value, 2,900,000 shares authorized;
      no shares issued and outstanding                               -              -
  Common stock:
    $.80 par value, 20,000,000 shares authorized;
      1,059,404 shares issued and outstanding at
      March 31, 2001 and December 31, 2000, respectively           848            848
  Capital in excess of par value                                   563            563
  Retained earnings                                                766            872
                                                           -----------  -------------

Total Stockholders' Equity                                       2,177          2,283
                                                           -----------  -------------

Total Liabilities and Stockholders' Equity                 $     2,260  $       2,310
                                                           ===========  =============
</TABLE>


                See accompanying notes to financial statements.

                                        1
<PAGE>
<TABLE>
<CAPTION>
                           PETROMINERALS  CORPORATION
                            STATEMENTS OF OPERATIONS
                    (In thousands, except per share amounts)


                                            For the Three Months
                                               Ended March 31
                                           --------------------
                                              2001     2000
                                             -------  -------
                                               (Unaudited)
<S>                                          <C>      <C>
Revenues
  Oil and gas                                $   81   $   90
  Other income                                   74       26
                                             -------  -------

Total Revenues                                  155      116
                                             -------  -------

Costs and Expenses
  Oil and gas                                   122       84
  Depreciation, depletion and amortization        1        1
  General and administrative                    138      120
  Other expense                                   -        4
                                             -------  -------

Total Costs and Expenses                        261      209
                                             -------  -------

Net Loss                                     $ (106)  $  (93)
                                             =======  =======


Net Loss per Share                           $ (.10)  $ (.09)
                                             =======  =======


Weighted Average Common Shares Outstanding    1,059    1,059
                                             =======  =======
</TABLE>


                See accompanying notes to financial statements.

                                        2
<PAGE>
<TABLE>
<CAPTION>
                            PETROMINERALS CORPORATION
                            STATEMENTS OF CASH FLOWS
                                 (In thousands)



                                                    For the Three Months
                                                        Ended March 31
                                                    --------------------
                                                        2001     2000
                                                       -------  -------
                                                          (Unaudited)
<S>                                                    <C>      <C>
Cash Flows from Operating Activities
  Net loss                                             $ (106)  $  (93)
  Adjustments to reconcile net loss to net cash used
    from operating activities:
      Depreciation, depletion and amortization              1        1
      Changes in operating working capital:
        (Increase) decrease in accounts receivable         30      (14)
        (Increase) decrease in prepaid                     10        6
        (Decrease) increase in accounts payable            50      (12)
        (Decrease) increase in accrued liabilities          6        -
                                                       -------  -------

Net Cash Used by Operating Activities                      (9)    (112)
                                                       -------  -------

Cash Flows from Investing Activities
  Capital expenditures                                      -      (19)
  Notes receivable                                        (20)      85
                                                       -------  -------

Net Cash Provided (Used) by Investing Activities          (20)      66
                                                       -------  -------

Net Decrease in Cash and Cash Equivalents                 (29)     (46)

Cash and Cash Equivalents at beginning of period        1,787    2,153
                                                       -------  -------

Cash and Cash Equivalents at end of period             $1,758   $2,107
                                                       =======  =======
</TABLE>


                See accompanying notes to financial statements.

                                        3
<PAGE>
                            PETROMINERALS CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                           FOR THE THREE MONTHS ENDED
                             MARCH 31, 2001 AND 2000
                                   (Unaudited)




NOTE  1  -  BASIS  OF  PRESENTATION
            -----------------------

The  financial  information  included  herein  is  unaudited;  however,  such
information  reflects  all  adjustments  (consisting  solely of normal recurring
adjustments)  which  are,  in  the  opinion  of management, necessary for a fair
statement  of results for the interim periods. The results of operations for the
three  month  period  ended March 31, 2001 are not necessarily indicative of the
results  to  be  expected  for  the  full  year.

The  accompanying consolidated financial statements do not include footnotes and
certain  financial  presentations  normally  required  under  generally accepted
accounting  principles;  and,  therefore, should be read in conjunction with the
Company's  Annual  Report  on  Form 10-KSB for the year ended December 31, 2000.

Certain  reclassifications  have  been  made to the 2000 financial statements to
conform  to  the  presentation  used  in  2001.


NOTE  2  -  PER  SHARE  COMPUTATIONS
            ------------------------

Per  share  computations  are  based  upon the weighted average number of common
shares  outstanding  during each year. Common stock equivalents are not included
in  the  computations  since  their  effect  would  be  anti-dilutive.



                                        4
<PAGE>
ITEM  2  -  MANAGEMENT  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
            --------------------------------------------------------------------
            RESULTS  OF  OPERATIONS
            -----------------------


FINANCIAL  CONDITION
--------------------

As  discussed  in  the Company's Annual Report on Form 10-KSB for the year ended
December  31,  2000,  the  Company had sold substantially all of its oil and gas
properties in 1998 to an unrelated party.  The Company did retain an interest in
two  small oil properties and has subsequently completed an acquisition of a 25%
interest  in  a  Wyoming  gas  field. In addition, Petrominerals disposed of its
wholly owned subsidiary Hydro-Test International, Inc. (Hydro-Test) a New Mexico
Corporation  acquired  in  1993,  through  a  voluntary  petition  for Chapter 7
bankruptcy  on  December  20, 2000.  As a result of the higher commodity prices,
net cash flow increased from a negative cash flow of approximately $(46) for the
first  three  months  of 2000 to a negative cash flow of approximately $(29) for
the  same period in 2001. The current low level of cash flow is mainly resulting
from  normal  general  and  administrative  costs while the Company continues to
review  acquisition  and  merger  opportunities.

Three  months ended March 31, 2001 as compared with the three months ended March
--------------------------------------------------------------------------------
31,  2000
---------

Oil  prices  in the first quarter of 2001 slightly decreased from those received
in  the  first  quarter  of  2000,  the  Company  has recorded total revenues of
$155,000  for the three months ended March 31, 2001 versus $116,000 for the same
period  in  2000.  Net  realized oil prices decreased from $25.40 per barrel for
the  three  months  ended  March 31, 2000 to $23.79 for the same period in 2001.
Operating  expenses  were  $122,000  for  the  three months ended March 31, 2001
versus  $84,000 for the same period in 2000. General and administrative expenses
increased  to $138,000 for the three months ended March 31, 2001 versus $120,000
for the same period in 2000.  As a result, a net loss increased from $93,000 for
the  first  three  months  of  2000  to  $106,000  for  the same period in 2001.

BUSINESS  REVIEW

Oil  and  Gas  Segment
----------------------

As  discussed  in  the Company's Annual Report on Form 10-KSB for the year ended
December  31,  2000,  the  Company had sold substantially all of its oil and gas
properties  in  1998  to  an  unrelated party.  In 1999, the Company initiated a
process  to use the proceeds to either purchase additional oil and gas producing
assets  or  merge with another company.  As a result of this process the Company
completed the acquisition of a 25% interest in the Smith Ranch natural gas field
located  in  southwest  Wyoming  for approximately $102,000 in cash in September
1999.  In  addition  to  reviewing  merger alternatives, management is currently
focusing  its  efforts  on  utilizing  its  cash  balance for the acquisition of
additional  oil  and  gas  producing  properties.

Wyoming  Venture
----------------

On September 20, 2000 the Company completed the acquisition of a 25% interest in
the  Smith  Ranch  natural  gas  field  located  in  southwest Wyoming.  Current
production  from the two active gas wells is 300 thousand cubic feet per day (65
mcfd  net).  The  Company  participated in the drilling of a gas well in the 3rd
quarter  of 2000 and that well was completed in a Lewis Sandstone interval.  Due
to  completion  problems,  that  well  is  currently  in  the  process  of being
recompleted  to  an  Upper Fort Union or Wasatch sand interval.  The Company has
plans  to  drill one additional well in the 3rd quarter of this year.  That well
will target the Lewis Sandstone but will also collect gas content information on
the  Fort  Union  coal.  This information will allow the Company to complete its
reservoir  analysis  on  the  coalbed  methane  potential  for  its  acreage.


                                        5
<PAGE>
Santa  Clarita  Area
--------------------

As a result of the 1998 sale, the Company retained a 53% working interest in the
Castaic  Hills  Unit,  a 100% working interest in a nearby oil well and an 83.3%
working  interest  in  2  producing oil wells in the nearby Hasley Canyon field.
Current net production from the 11 active wells on these leases is approximately
40  barrels  per  day  (bopd).  With oil prices at historically high levels, the
operator  has  initiated  a  program  of  returning  wells  to  production  and
enhancement  of  the  water  disposal  activities.

In  addition to the retained working interest, the Company reserved a production
payment  which  was  reserved  for, and due to uncertainty over realization, and
currently  has  $0  carrying  value. Under the purchase and sale agreement, this
payment is paid in installments in any month which certain posted prices for oil
produced exceeds $13.50 per barrel.  The monthly payment is equal to one-half of
the  difference between the weighted average posted price and $13.50, multiplied
by the number of barrels produced.  Posted prices for the first quarter averaged
$20.17  per  barrel.  Revenue  from  this  note was approximately $46,878 and is
reflected  in  the  statements of cash flows as a reduction of notes receivable.

Hillcrest  Beverly  Oil  Corporation  Acquisition
-------------------------------------------------

On March 10, 2000, the Company signed a non-binding letter of intent to purchase
100% of the outstanding stock of Hillcrest Beverly Oil Corporation (HBOC) from a
private  Nevada  corporation.  Subsequent  to the end of the second quarter, the
Company  notified  the  seller  that  it  would not continue its pursuit of this
acquisition  because  the  seller  was unable to fulfill certain obligations and
representations.  (See  Legal  Proceedings,  Item  1).


                                        6
<PAGE>
                           PART II - OTHER INFORMATION



ITEM  1.   LEGAL  PROCEEDINGS
           ------------------

The  Company  is  not a party to nor is its property the subject of any material
legal  proceedings  other  than  ordinary  routine  litigation incidental to its
business,  or  which  is covered by insurance, except as previously disclosed in
the Company's Annual Report on Form 10-KSB for the year ended December 31, 2000.


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
           -------------------------------------

(a)   Exhibits  -  none

(b)   Reports  on  Form  8-K - none


                                        7
<PAGE>
                                   SIGNATURES




Pursuant  to  the  requirement  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.



PETROMINERALS  CORPORATION
----------------------------------------
(Registrant)



/s/  Morris  V.  Hodges
----------------------------------------
Morris  V.  Hodges
President, CEO & Chief Financial Officer



                                        8
<PAGE>