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

                                  FORM 10-QSB

(Mark  One)
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<C>   <S>                                                   <C>

[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, 1997

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES ACT OF 1934
     For the transition period from to.
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                          Commission File No. 1-6336
                          --------------------------

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

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

                 915 South Westminster Avenue, Alhambra, California 91803
       -------------------------------------------------------------------
                   (Address of principal executive offices)

                                  (818) 284-8842
                      ------------------------------------
              (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,
1997  was  8,475,336.


<PAGE>
                           PETROMINERALS CORPORATION
                                     INDEX


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                                                                     Page
                                                                 ------------

PART I - FINANCIAL INFORMATION

Item 1   Unaudited Consolidated Financial Statements

     Consolidated Balance Sheets March 31, 1997
       and December 31, 1996                                               3

     Consolidated Statements of Operations
       for the three months ended March 31, 1997 and 1996                  5

     Consolidated Statements of Cash Flows
       for the three months ended March 31, 1997 and 1996                  6

      Notes to Consolidated Financial Statements                           7


Item 2.  Management's Discussion and Analysis of Financial
         Condition and Results of Operations                               8

PART II - OTHER INFORMATION                                                9

SIGNATURES                                                                10
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<PAGE>


                        PART I - FINANCIAL INFORMATION


<PAGE>


Item  1.    Unaudited  Consolidated  Financial  Statements
            ----------------------------------------------


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

                                    ASSETS
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                                         March 31,   December 31,
                                            1997         1996
                                         ----------  -------------
<S>                                      <C>         <C>

Current Assets
  Cash and cash equivalents              $      309  $         614
  Accounts receivable, net                      174            183
  Inventories                                    61             61
  Prepaid expenses                               27             16
  Other current assets                           20             20
                                         ----------  -------------

    Total Current Assets                        591            894

Restricted Cash                                  40             40

Property and Equipment, net (including
  oil and gas properties accounted for
  on the successful efforts method)           2,125          2,062

Notes Receivable and Other Assets               459            461
                                         ----------  -------------

    Total Assets                         $    3,215  $       3,457
                                         ==========  =============
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<PAGE>

                     LIABILITIES AND STOCKHOLDERS' EQUITY
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                                                March 31,   December 31,
                                                  1997          1996
                                                  ----          ----

<S>                                             <C>   <C>     <C>   <C>

Current Liabilities
  Accounts payable                              $      176  $         464
  Current portion of long-term debt                      8              8
  Accrued liabilities                                   82             87
  Royalties payable                                     40             42
                                                ----------  -------------  
    Total Current Liabilities                          306            601

Long-Term Debt, net of current portion                   9              7
Prepetition liabilities                                516            521
                                                ----------  -------------     


    Total Liabilities                                  831          1,129
                                                ----------  -------------   

Stockholders' Equity
  Preferred stock:
    $.10 par value, 5,000,000 shares
    authorized; no shares issued
    and outstanding                                      -              -
  Common stock:
    $.10 par value, 20,000,000 shares
    authorized; 8,475,336 shares
    issued and outstanding at March 31,
    1997 and December 31, 1996, respectively           848            848

Capital in Excess of Par Value                         563            563
Retained Earnings                                      973            917
                                                ----------  -------------     

    Total Stockholders' Equity                       2,384          2,328
                                                ----------  -------------   

    Total Liabilities and Stockholders' Equity  $    3,215  $       3,457
                                                ==========  =============   
</TABLE>

       See accompanying notes to the consolidated financial statements

<PAGE>
                           PETROMINERALS CORPORATION
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                   (In thousands, except per share amounts)
                                  (Unaudited)

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<CAPTION>

                                         For  the  three  months
                                            ended  March  31,
                                            -----------------

                                              1997    1996
                                             ------  -------
<S>                                          <C>     <C>

REVENUES
  Oilfield services                          $   12  $    2 
  Oil and gas                                   325     252 
  Gain on sale of assets                          -       2 
  Other income                                   31      16 
                                             ------  -------

    Total Revenues                              368     272 
                                             ------  -------

COSTS AND EXPENSES
  Oilfield services                              35       - 
  Oil and gas                                   130     193 
  Depreciation, depletion and amortization       28      28 
  General and administrative                    110      88 
  Interest                                        1       1 
  Other expense                                   8      54 
                                             ------  -------

    Total Costs and Expenses                    312     364 
                                             ------  -------

Net income (loss)                            $   56  $  (92)
                                             ======  =======


Net income (loss) per share                  $  .01  $ (.01)
                                             ======  =======


Weighted Average Common Shares
  Outstanding                                 8,475   8,460 
                                             ======  =======
</TABLE>
         See accompanying notes to consolidated financial statements.
<PAGE>
                           PETROMINERALS CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                (In thousands)
                                  (Unaudited)
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                                                     For  the  three  months
                                                        ended  March  31,
                                                        -----------------

                                                           1997    1996
                                                          ------  ------
<S>                                                       <C>     <C>

Cash Flows from Operating Activities
  Net income (loss)                                       $  56   $ (92)
  Adjustments to reconcile net loss to net cash
   provided from operating activities:
    Depreciation, depletion and amortization                 28      28 
    Loss on sale of assets                                    -       2 
    Changes in operating working capital:
      Accounts receivable                                     9     (38)
      Prepaid                                               (11)    (15)
      Inventory                                               -     135 
      Accounts payable                                     (288)      7 
      Royalties payable                                      (2)     10 
      Accrued liabilities                                    (5)     (1)
      Prepetition liabilities                                (5)      - 
                                                          ------  ------
       Net Cash Provided (Used) by Operating Activities    (218)     36 
                                                          ------  ------

Cash Flows from Investing Activities
  Capital expenditures                                      (91)    (27)
  Collection of note receivable                               2       4 
                                                          ------  ------

       Net Cash Provided (Used) by Investing Activities     (89)    (23)
                                                          ------  ------

Cash Flows from Financing Activities
  Principal payment of debt                                   -     (16)
  Long term debt borrowed                                     2       - 
                                                          ------  ------

       Net Cash Provided (Used) by Financing Activities       2     (16)
                                                          ------  ------

Net Decrease in Cash and Cash Equivalents                  (305)     (3)

Cash and Cash Equivalents at beginning of period            654     325 
                                                          ------  ------

Cash and Cash Equivalents at end of period                $ 349   $ 322 
                                                          ======  ======
</TABLE>

     See accompanying notes to the consolidated financial statements

<PAGE>
                           PETROMINERALS CORPORATION
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          FOR THE THREE MONTHS ENDED
                            MARCH 31, 1997 AND 1996
                                  (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, 1997 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, 1996.

Certain  reclassifications  have been made to the 1996 financial statements to
conform  to  the  presentation  used  in  1997.


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.


<PAGE>
ITEM 2 - Management Discussion and Analysis of Financial Condition and Results
         ---------------------------------------------------------------------
             of  Operations
             --------------

Financial  Condition

The  Company  had a negative cash flow of approximately $305,000 for the three
months  ended  March 31, 1997.  This decrease in cash was primarily the result
of  paying  off  accrued  liabilities  associated  with the Petrominerals 96-1
turnkey  drilling  contract.    As  a  result,  accounts  payable decreased by
approximately  $288,000 during this same period of time.  The Company does not
currently  have  any  plans  to  drill  additional  wells.

Three  months  ended  March  31,  1997 as compared with the three months ended
------------------------------------------------------------------------------
March  31,  1996.
-----------------

The Company had income from continuing operations of approximately $56,000 for
the  three months ended March 31, 1997, as compared to a loss of approximately
$92,000  for  the three months ended March 31, 1996.  The net loss in 1996 was
primarily  the  result  of  remedial  expenses  associated  with  oil  and gas
operations.    This  remedial  work  was  not  feasible  during the periods of
depressed  oil  prices  in the early 1990's,  however, the Company was able to
complete  this  work  during  1996.

Business  Review

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

The  Company  continues  to  realize  the  benefit  of  remedial work that was
performed  in  the  previous year.  As a result of this remedial work, the new
well  that  was  drilled  by  Petrominerals  96-1 and improved oil prices, the
Company's  oil and gas revenues have increased by 29% as compared to the three
months  ended  March 31, 1996.  Expenses relating to the production of oil and
gas  have  decreased by 48% during the same period.  Management feels that the
profits  during  the  first  quarter  will be representative of the next three
quarters  of  this  year.

Oilfield  Services  Segment
---------------------------

The  Company  continues  to  operate  its  wholly  owned subsidiary Hydro-Test
International,  Inc.  (HTI)  with existing equipment at the remaining facility
near  Waller,  Texas.    There  are no current or future plans to expand these
operations.    Oilfield  service  revenues  from HTI's operations increased by
$10,000  during the first three months of 1997, as compared to the same period
in  1996,  however,  oilfield service expenses increased by $35,000 during the
same  period.    It  is  difficult to determine if these losses will continue.


<PAGE>
                          PART II - OTHER INFORMATION


<PAGE>
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,
1996.


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.


<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)




      Paul  L.  Howard
      President,  CEO  &  Chief  Financial  Officer



<PAGE>
                           PETROMINERALS CORPORATION

                                  FORM 10-QSB

                          FOR THE THREE MONTHS ENDED
                                MARCH 31, 1997