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  September  30,  1999

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

              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 September 30,
1999  was  1,059,417.

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

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


                                     ASSETS

<TABLE>
<CAPTION>

                                     September 30,   December 31,
                                              1999    1998
                                             ------  ------
<S>                                          <C>     <C>
Current Assets
  Cash and cash equivalents . . . . . . . .  $2,364  $2,928
 Accounts receivable, net . . . . . . . . .      38       8
 Prepaid expenses . . . . . . . . . . . . .      23      52
                                             ------  ------

  Total Current Assets. . . . . . . . . . .   2,425   2,988

Restricted Cash . . . . . . . . . . . . . .      25      25

Property and Equipment, net (including oil
 and gas properties accounted for on the
 successful efforts method) . . . . . . . .     350     129

Notes Receivable and Other Assets . . . . .     404     417
                                             ------  ------

  Total Assets. . . . . . . . . . . . . . .  $3,204  $3,559
                                             ======  ======
</TABLE>
The accompanying notes are an integral part of these financial statements.
                                        2
<PAGE>

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

                      LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>

                                        September 30,   December 31,
                                                 1999    1998
                                                ------  ------
<S>                                             <C>     <C>
Current Liabilities
  Accounts payable . . . . . . . . . . . . . .  $   76  $  133
 Accrued liabilities . . . . . . . . . . . . .       2      44
 Royalties payable . . . . . . . . . . . . . .      11      11
                                                ------  ------

  Total Current Liabilities. . . . . . . . . .      89     188

Prepetition liabilities. . . . . . . . . . . .     448     448
                                                ------  ------

  Total Liabilities. . . . . . . . . . . . . .     537     636
                                                ------  ------

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;
 1,059,417 shares issued and outstanding at
 September 30, 1999 and December 31, 1998,
 respectively. . . . . . . . . . . . . . . . .     848     848

Capital in Excess of Par Value . . . . . . . .     563     563

Retained Earnings. . . . . . . . . . . . . . .   1,256   1,512
                                                ------  ------

  Total Stockholders' Equity . . . . . . . . .   2,667   2,923
                                                ------  ------

  Total Liabilities and Stockholders' Equity .  $3,204  $3,559
                                                ======  ======
</TABLE>
The accompanying notes are an integral part of these financial statements.

                                        3
<PAGE>
                            PETROMINERALS CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                    (In thousands, except per share amounts)
                                   (Unaudited)

<TABLE>
<CAPTION>

                     For the Three Months     For the Nine Months
     Ended  September  30,     Ended  September  30,
     ---------------------     ---------------------

                                              1999     1998     1999     1998
                                             -------  -------  -------  -------
<S>                                          <C>      <C>      <C>      <C>
REVENUES
  Oil and gas . . . . . . . . . . . . . . .  $   91   $   44   $  169   $  178
 Other income . . . . . . . . . . . . . . .      37       46       93      155
                                             -------  -------  -------  -------

  Total Revenues. . . . . . . . . . . . . .     128       90      262      333
                                             -------  -------  -------  -------

COSTS AND EXPENSES
  Oil and gas . . . . . . . . . . . . . . .      55      105      159      283
 Depreciation, depletion and amortization .       1        3        3       36
 General and administrative . . . . . . . .     131      122      284      392
 Interest . . . . . . . . . . . . . . . . .      -        -        -        2
 Other expense. . . . . . . . . . . . . . .      35       3       42       22
                                             -------  -------  -------  -------
 Total Costs and Expenses . . . . . . . . .     222     223      488      735
                                             -------  -------  -------  -------
Net Loss from Operations. . . . . . . . . .     (94)    (143)    (226)    (402)

Gain on sale of fixed asset . . . . . . . .       -        -        -    1,685
                                             -------  -------  -------  -------

Income (loss) from continuing operations. .     (94)    (143)    (226)   1,283

Discontinued Operations
  Loss from operations of discontinued
subsidiary, Hydro-Test International, Inc..       -      (18)     (30)     (45)
                                             -------  -------  -------  -------

Net Income (Loss) . . . . . . . . . . . . .  $  (94)  $ (161)  $ (256)  $1,238
                                             =======  =======  =======  =======

Net income (loss) per share, continuing
 operations . . . . . . . . . . . . . . . .  $ (.09)  $ (.14)  $ (.21)  $ 1.21
                                             =======  =======  =======  =======

Net income (loss) per share . . . . . . . .  $ (.09)  $ (.15)  $ (.24)  $ 1.17
                                             =======  =======  =======  =======


Weighted Average Common Shares Outstanding.   1,059    1,059    1,059    1,059
                                             =======  =======  =======  =======
</TABLE>
The accompanying notes are an integral part of these financial statements.

                                        4
<PAGE>

                            PETROMINERALS CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                      For the Nine Months
                                                      Ended September 30,
                                                      -------------------

                                                        1999      1998
                                                       -------  --------
<S>                                                    <C>      <C>
Cash Flows from Operating Activities
  Net income (loss) . . . . . . . . . . . . . . . . .  $ (256)  $ 1,238
  Adjustments to reconcile net income (loss)
    to net cash used from operating activities:
      Depreciation, depletion and amortization. . . .       3        36
      Gain on sale of fixed assets. . . . . . . . . .       -    (1,685)
      Changes in operating working capital:
        Accounts receivable . . . . . . . . . . . . .     (30)       44
        Prepaid . . . . . . . . . . . . . . . . . . .      29       (25)
        Inventory . . . . . . . . . . . . . . . . . .       -        50
        Other assets. . . . . . . . . . . . . . . . .       -      (695)
        Accounts payable. . . . . . . . . . . . . . .     (57)      712
        Royalties payable . . . . . . . . . . . . . .       -       (18)
        Accrued liabilities . . . . . . . . . . . . .     (42)      (18)
        Prepetition liabilities . . . . . . . . . . .       -       (68)
                                                       -------  --------

Net Cash Used by Operating Activities . . . . . . . .    (353)     (429)
                                                       -------  --------

Cash Flows from Investing Activities
  Proceeds from sale of assets. . . . . . . . . . . .       -     3,121
  Capital expenditures. . . . . . . . . . . . . . . .    (224)     (117)
  Note receivable . . . . . . . . . . . . . . . . . .      13       462
                                                       -------  --------

Net Cash Provided (Used) by Investing Activities. . .    (211)    3,466
                                                       -------  --------

Cash Flows from Financing Activities
  Principal payment of debt . . . . . . . . . . . . .       -       (11)
                                                       -------  --------

Net (Decrease) Increase in Cash and Cash Equivalents.    (564)    3,026

Cash and Cash Equivalents at beginning of period. . .   2,953       275
                                                       -------  --------

Cash and Cash Equivalents at end of period. . . . . .  $2,389   $ 3,301
                                                       =======  ========
</TABLE>
The accompanying notes are an integral part of these financial statements.

                                        5
<PAGE>

                            PETROMINERALS CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            FOR THE NINE MONTHS ENDED
                           SEPTEMBER 30, 1999 AND 1998
                                   (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
nine month period ended September 30, 1999 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, 1998.

Certain  reclassifications  have  been  made to the 1998 financial statements to
conform  to  the  presentation  used  in  1999.


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.


NOTE  3  -  BANKRUPTCY/DISCONTINUED  OPERATIONS
            -----------------------------------

On  June  8,  1999,  the  Company's  wholly-owned  subsidiary,  Hydro-Test
International,  Inc.,  filed a voluntary petition for Bankruptcy under Chapter 7
of  the  U.S.  Bankruptcy  Code  with  the U.S. Bankruptcy Court in the Southern
District  of  Texas.  The  creditor's  meeting  was  held in July 1999.  None of
Hydro-Test's  creditors  attended  the  meeting.  In  its  Chapter  7  petition,
Hydro-Test indicated that it estimates funds will be available for distribution
to  unsecured  creditors.  On  May  16,  1996, Hydro-Test filed for relief under
Chapter  11  of  the  U.S.  Bankruptcy  Code. Hydro-Test International, Inc. has
discontinued  its  oilfield services, and a complete liquidation and dissolution
of  this  subsidiary  and  business  segment  is  planned.

In late September 1999, the remaining assets of Hydro-Test, whose carrying value
was  approximately  $144,000,  were sold by the bankruptcy trustee for cash. The
Company has not reflected the sale transaction at September 30, 1999 because the
accounting  from  the bankruptcy trustee was unavailable; however, the effect of
the  transaction  on the Company's balance sheet is not expected to be material.

                                        6
<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,  1998,  the  Company has sold substantially all of its oil and gas
properties  to  an  unrelated  party.  The Company has retained interests in two
small  oil  and  gas  properties.  As a result of the sale, the Company only has
marginal  revenues  and  expenses from the retained interests in certain oil and
gas  properties  for the nine months ended September 30, 1999. The Company had a
negative cash flow of approximately $564,000 for the nine months ended September
30,  1999,  compared to a positive cash flow of approximately $3,026,000 for the
nine  months  ended September 30, 1998. The current period negative cash flow is
mainly  resulting  from  normal  general  and  administrative costs for the nine
months  with  marginal  production  activities.

Nine  months  ended  September  30,  1999 as compared with the nine months ended
--------------------------------------------------------------------------------
September  30,  1998
--------------------

The  Company  reported  an  overall  decline  in revenues and operating expenses
because  of the sale of substantially all of its oil and gas properties in 1998.
The Company is reviewing potential oil and gas property acquisitions and intends
to  pursue  further  oil  and  gas  production  and  development  activities.

BUSINESS  REVIEW

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

As  noted  in  the 10-KSB for the year ended December 31, 1998, the Company sold
substantially all of its oil and gas producing properties to an unrelated entity
in  May  1998  with an effective date of April 1, 1998. As a part of the amended
sale  agreement,  the Company agreed to retain a small portion of the field. The
Company  continues  to  earn  marginal  revenues  from the retained interests in
certain  oil  and  gas  properties  and  interest  income.

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

On  September  20, 1999, the Company completed the acquisition of a 25% interest
in  a  natural  gas field in southwest Wyoming.  As part  of the acquisition the
Company  acquired a 25% interest in two gas wells with a current production from
the  field  of  700  million  cubic feet per day (155 mcfd net) and committed to
participate  in  the  drilling  of  two  additional  test  wells by year endThe
acquisition  also  included  a  field-wide gas gathering system with significant
excess  capacity.  Estimated  net  reserves  are  130 mmcf for the two producing
wells.

                                        7
<PAGE>
The  Company's  acquisition  of  the 25% interest was concluded as a participant
with  two  other  companies  Hat  LLC and Nevadacor Energy, Inc., which together
acquired  50%  of  Thorofare  Energy, Inc.'s existing acreage position, existing
wells,  well  operating  equipment  and  facilities together with production and
pipelines  and prospective acreage acquisition in an area of interest negotiated
between  the  parties.  The  Purchase  and  Participation Agreement provides for
leasehold  ownership  as  follows:
<TABLE>
<CAPTION>


<S>                        <C>
Petrominerals Corporation  50% (25% net);
HAT, LLC. . . . . . . . .  28% (14% net);
Navadacor Energy, Inc.. .  22% (11% net).
</TABLE>


The Company has now completed the first well of its two well commitment with the
completion of the Blackstock #1 in the Stateline Field located in Carbon County,
Wyoming.  The  well  was  drilled  to  5,620  ft. and was completed in the Lewis
Sandstone at approximately 5,400 ft.  The well encountered over 100 ft. of gross
pay  with net pay in excess of 50 ft.  The company estimates that gross reserves
for  the  well  could  be over 2.0 BCF (400 mmcf net).  In addition to the Lewis
interval, the well encountered potentially productive intervals in the Lance and
Ft.  Union  formation  that  will  be  evaluated  at  a  later date. The well is
currently  cleaning up after the frac treatment. The Company has a 29.34375% net
revenue  interest in the well until pay. The remaining interest is controlled by
the  operator  and  two  other  investors.

As announced previously, the Company plans to drill a second well before the end
of  the  year.

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

As  noted  in  the  10-KSB for the year ended December 31, 1998, the Company has
discontinued  Hydro-Test's  operation  since  July  1998.  On  June 8, 1999, the
Company's  wholly  owned  subsidiary,  Hydro-Test  International,  Inc.  filed a
voluntary  petition  for  Bankruptcy under Chapter 7 of the U.S. Bankruptcy Code
with  the  U.S.  Bankruptcy  Court  in  the  Southern  District  of  Texas.  The
creditor's  meeting  was  held  in  July  1999.  None  of Hydro-Test's creditors
attended  the  meeting.  In its Chapter 7 petition, Hydro-Test indicated that it
estimates  funds  will be available for distribution to unsecured creditors.  On
May 16, 1996 Hydro-Test filed for relief under Chapter 11 of the U.S. Bankruptcy
code.  At  September  30,  1999, Hydro-Test still owed approximately $448,000 in
prepetition  liabilities  from  this  previous  Bankruptcy.  In  addition  the
subsidiary  owes  the Company approximately $888,000 in prior operating advances
and  other  intercompany loans.  The total carrying value of Hydro-Test's assets
at  September  30,  1999  were  approximately  $125,000.

Change  in  Officers
--------------------

On September 22, 1999, the Company announced that Daniel H. Silverman has joined
the  company  as  Executive  Vice  President  of  Business Development and Chief
Operating  Officer.  He  will  be responsible for managing all of Petrominerals'
acquisition,  corporate  finance  and  operating  activities.

                                        8
<PAGE>
Most  recently, Silverman was Managing Director of Acquisitions and Divestitures
and  a  member  of  the  Board  of Directors of Torch Energy Advisors. Silverman
joined Torch in 1995 and managed the completion of $700 million in acquisitions,
including  Nuevo's  $492 million purchase of UNOCAL's upstream California assets
and  Bellwether's  $182  million  purchase  of  the  Torch managed institutional
partnerships.  From  1992  to  1995,  Silverman  was Manager of Acquisitions and
Divestitures  at  Apache  Corporation.  At  Apache.  he  was involved in over $1
billion of transactions, including the $102 million purchase of Crystal Oil, the
$250  million  purchase  of  Dekalb and the $494 million purchase of assets from
Texaco.  Silverman  holds a B.S. in Petroleum Engineering from the University of
Texas  at  Austin  and  a  M.S. in Mineral Economics from the Colorado School of
Mines.

Related  Party  Transactions

Two  participating entities with Petrominerals Corporation in the acquisition of
the  interest  in  the  natural  gas  field  in  southwest  Wyoming, HAT LLC and
Nevadacor  Energy, Inc., include related parties.  The participation opportunity
was offered by Thorofare Energy, Inc. first to the principals of HAT LLC, who in
turn  presented  the opportunity to Kaymor Petroleum Products, Inc., who in turn
offered a participation to Petrominerals Corporation. Kaymor Petroleum Products,
Inc.  is controlled by Morris V. Hodges, President of Petrominerals Corporation.
In  the execution of the Purchase and Participation Agreement , Kaymor Petroleum
Products,  Inc.  was  represented  by  Nevadacor  Energy, Inc., as agent. Kaymor
Petroleum  Products,  Inc.  will  hold  its  interest with Morris V. Hodges, and
others  as  members  of  a Nevada limited liability company, Kaymor Energy, LLC.

In  addition,  prior  to becoming an employee of the company Daniel H. Silverman
was a participant as to a small interest with the investor group who formed HAT,
LLC  for  their  participation.

Compensation  of  Directors  and  Options  Awarded
--------------------------------------------------

In  October,  1999, the Board of Directors increased the compensation to the two
non-employee  directors of the Company to the total amount of $750 per month and
awarded  options  for shares of the Company's Common Stock in the aggregate fair
market  value  (determined  as  of  the  date  of  grant)  as  follows:
<TABLE>
<CAPTION>


<S>                      <C>
Employee Directors:

Morris V. Hodges. . . .  20,000
Everett L. Hodges . . .  15,000

Non Employee Directors:

John C. McMahon . . . .   3,000
William N. Hagler . . .   4,500

Corporate Counsel:

Sheldon L. Foreman. . .  10,000
</TABLE>

                                        9
<PAGE>
In  addition,  the  Board  of  Directors affirmed the award of options under the
Engagement  Agreement  with  Daniel H. Silverman as Executive Vice President and
Chief  Operating  Officer  as  follows:

-     20,000  shares  of  its  common  shares  with  a price of  $3.00 per share
      vesting  upon  execution  of  the  Engagement  Agreement;

-     20,000  shares  of its common shares priced at $3.00 vesting in six months
      from  the  execution  date  of  the  Engagement  Agreement,  and

-     20,000  shares  of  its  common shares priced at $5.00 vesting in eighteen
      months  from  the  execution  date  of  the  Engagement  Agreement.

The  Company  has  in  effect two stock option plans -- the 1993 Incentive Stock
Option  Plan (the "Incentive Plan") and the 1993 Non-Statutory Stock Option Plan
(the  "Non-Statutory  Plan")(the  Incentive  Plan and the Non-Statutory Plan are
sometimes collectively referred to herein as the "Plans"), which were adopted by
the  Board of Directors and approved by the shareholders of the Company in 1993.
The  Plans  in  the  aggregate provide for the granting of options to purchase a
maximum  of  1,200,000  shares  of  the  Company's Common Stock to employees and
directors  of  the  Company  and  its  affiliates (as defined therein); however,
options  which may be granted to non-employee directors are limited to a maximum
of  60,000  shares.  The  Plans  expire  on  February  8,  2003.

Any  of  the Company's current or future employees who render, in the opinion of
the Board of Directors, the type of services which tend to contribute materially
to  the  success  of  the Company or an affiliate of the Company are eligible to
participate  in  the  Incentive  Plan.  Any  of  the Company's current or future
employees  or  directors (whether or not other-wise employed by the Company) who
render,  in  the  opinion  of the Board of Directors, the type of services which
tend  to  contribute materially to the success of the Company or an affiliate of
the  Company  are  eligible  to  participate  in  the  Non-Statutory  Plan.

                                       10
<PAGE>
                           PART II - OTHER INFORMATION

                                       11
<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, 1998.


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  -
<TABLE>
<CAPTION>


<S>         <C>
Date . . .  Description
----------  -----------------------------------------------

01/07/1999  Election of new officers and change of address
09/20/1999  Acquisition of interest in Wyoming gas field
09/22/1999  Daniel Silverman named Executive Vice President
</TABLE>

                                       12
<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