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,  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 incorporation    (I.R.S. Employer Identification
                                      No.)
                       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 September 30,
2001  was  1,159,404.


<PAGE>
                            PETROMINERALS CORPORATION

                                      INDEX





<TABLE>
<CAPTION>


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

Item 1.  Financial Statements

Balance Sheets at September 30, 2001 and December 31, 2000               1
Statements of Operations for the Three and Nine Months Ended
  September 30, 2001 and 2000                                            2
Statements of Cash Flows for the Nine Months Ended
  September 30, 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>
                            PETROMINERALS CORPORATION

                                   FORM 10-QSB

                            FOR THE NINE MONTHS ENDED
                               SEPTEMBER 30, 2001


<PAGE>
To  the  Board  of  Directors
Petrominerals  Corporation
Foothill  Ranch,  California


We  have reviewed the accompanying balance sheet of Petrominerals Corporation as
of  September  30,  2001, and the related statements of operations for the three
and nine months then ended, and the statements of cash flows for the nine months
then ended, in accordance with Statements on Standards for Accounting and Review
Services  issued  by the American Institute of Certified Public Accountants. All
information  included in these financial statements is the representation of the
management  of  Petrominerals  Corporation.

A  review  consists principally of inquiries of Company personnel and analytical
procedures  applied to financial data. It is substantially less in scope than an
audit  in  accordance  with  auditing standards generally accepted in the United
States  of  America,  the  objective  of  which  is the expression of an opinion
regarding  the  financial  statements  taken  as a whole. Accordingly, we do not
express  such  an  opinion.

Based  on  our  review,  with  the  exception  of  the  matters described in the
following  paragraph, we are not aware of any material modifications that should
be  made  to  the  accompanying  financial statements in order for them to be in
conformity with accounting principles generally accepted in the United States of
America.

Management has elected to omit, in accordance with SEC regulations pertaining to
the filing of the 10-QSB, substantially all of the disclosures and the statement
of  shareholders' equity required by accounting principles generally accepted in
the  United  States  of America. If the omitted disclosures and the statement of
shareholders'  equity  were  included  in  the  financial statements, they might
influence the user's conclusions about the Company's financial position, results
of  operations,  and cash flows. Accordingly, these financial statements are not
designed  for  those  who  are  not  informed  about  such  matters.

     BROWN  ARMSTRONG  RANDALL
     REYES  PAULDEN  &  McCOWN
     ACCOUNTANCY  CORPORATION








Bakersfield,  California
November  8,  2001


<PAGE>
                         PART I - FINANCIAL INFORMATION
<PAGE>

ITEM  1.  UNAUDITED  FINANCIAL  STATEMENTS
          --------------------------------

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



<TABLE>
<CAPTION>


                                                            September 30,   December 31,
                                                                2001            2000
                                                           ---------------  -------------
(Unaudited)                                                   (Audited)
<S>                                                        <C>              <C>
ASSETS
---------------------------------------------------------
Current Assets
  Cash and cash equivalents                                $         1,539  $       1,787
  Accounts receivable, net                                             113             64
  Prepaid expenses                                                      10             30
                                                           ---------------  -------------

Total Current Assets                                                 1,662          1,881

Restricted Cash                                                         25             25

Property and Equipment, net (including oil and
  gas properties accounted for on the successful
  efforts method)                                                      630            379
Notes Receivable and Other Assets                                       60             25
                                                           ---------------  -------------

Total Assets                                               $         2,377  $       2,310
                                                           ===============  =============

LIABILITIES AND STOCKHOLDERS' EQUITY
---------------------------------------------------------
Current Liabilities
  Accounts payable                                         $           137  $          13
  Accrued liabilities                                                    9              3
  Royalties payable                                                     11             11
                                                           ---------------  -------------

Total Current Liabilities                                              157             27

Long-Term Liabilities
  Note payable                                                         100              -
                                                           ---------------  -------------

Total Liabilities                                                      257             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;
      1,159,404 shares issued and outstanding at
      September 30, 2001 and 1,059,404 shares issued
      and outstanding at December 31, 2000, respectively               928            848
  Capital in excess of par value                                       633            563
  Retained earnings                                                    559            872
                                                           ---------------  -------------

Total Stockholders' Equity                                           2,120          2,283
                                                           ---------------  -------------

Total Liabilities and Stockholders' Equity                 $         2,377  $       2,310
                                                           ===============  =============
</TABLE>


                 See accompanying notes to financial statements.

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





<TABLE>
<CAPTION>

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

                               2001     2000     2001     2000
                              -------  -------  -------  -------
<S>                           <C>      <C>      <C>      <C>
Revenues
  Oil and gas                 $   86   $   86   $  246   $  258
  Other income                    62       26      213       93
                              -------  -------  -------  -------

Total Revenues                   148      112      459      351
                              -------  -------  -------  -------

Costs and Expenses
  Oil and gas                    131       73      387      271
  Depreciation, depletion
    and amortization               -        -        2        2
  General and administrative      96      107      371      346
  Other expense                   11       20       12       27
                              -------  -------  -------  -------

Total Costs and Expenses         238      200      772      646
                              -------  -------  -------  -------

Net Loss                      $  (90)  $  (88)  $ (313)  $ (295)
                              =======  =======  =======  =======

Net loss per share            $(0.08)  $(0.08)  $(0.29)  $(0.28)
                              =======  =======  =======  =======

Weighted average common
  shares outstanding           1,063    1,059    1,063    1,059
                              =======  =======  =======  =======
</TABLE>



                 See accompanying notes to financial statements.

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



<TABLE>
<CAPTION>

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

                                                   2001     2000
                                                  -------  -------
<S>                                               <C>      <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                        $ (313)  $ (295)
  Adjustments to reconcile net loss
   to net cash used from operating activities:
    Depreciation, depletion and amortization           2        2
    Changes in operating working capital:
    (Increase) decrease in accounts receivable       (49)     (24)
    (Increase) decrease in prepaid                    20       21
    (Decrease) increase in accounts payable          124     (151)
    (Decrease) increase in accrued liabilities         6        -
                                                  -------  -------

Net Cash Used by Operating Activities               (210)    (447)
                                                  -------  -------

CASH FLOWS FROM INVESTING ACTIVITIES
  Capital expenditures                                (3)    (315)
  Collection from notes receivable                     -      361
  Purchase of partnership interest                   (35)       -
                                                  -------  -------

Net Cash Used by Investing Activities                (38)      46
                                                  -------  -------

Net Decrease in Cash and Cash Equivalents           (248)    (401)

Cash and Cash Equivalents at beginning of period   1,812    2,153
                                                  -------  -------

Cash and Cash Equivalents at end of period        $1,564   $1,752
                                                  =======  =======
</TABLE>




SUPPLEMENTAL  DISCLOSURE  OF  CASH  FLOW  INFORMATION:

Noncash  Investing  and  Financing  Activities
----------------------------------------------

In  September  2001,  the  Company  incurred debt of $100,000 and issued 100,000
shares  of  common stock with a value of $150,000 in connection with acquisition
of  real  property.

                 See accompanying notes to financial statements.

3
<PAGE>

                            PETROMINERALS CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                            FOR THE NINE MONTHS ENDED
                           SEPTEMBER 30, 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
nine month period ended September 30, 2001 are not necessarily indicative of the
results  to  be  expected  for  the  full  year.

The  accompanying  financial  statements  do  not  include footnotes and certain
financial  presentations normally required under accounting principles generally
accepted  in  the  United  States  of America; 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.


NOTE  3  -  NOTE  PAYABLE  AND  ISSUANCE  OF  COMMON  STOCK
            -----------------------------------------------

On  September  20,  2001,  the Company issued a promissory note in the amount of
$100,000  and  issued  an additional 100,000 shares of common stock at $1.50 per
share  to  a  third party in exchange for ownership in a piece of real property.
The  note  bears  interest at 6% per annum and all principal and interest is due
and  payable  on  September 20, 2004. Interest will be accrued commencing on the
first day of each month starting October 1, 2002. The third party has the option
to  convert the principal balance into Petrominerals Corporation common stock at
$1.50  per  share  within  the first twenty-four months of the term of the note.


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 $(401,000)
for  the  first  nine  months  of  2000 to a negative cash flow of approximately
$(248,000)  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.

Nine  months  ended  September  30,  2001 as compared with the nine months ended
--------------------------------------------------------------------------------
September  30,  2000
--------------------

The  Company  has  recorded  oil and gas sales revenues of $246,000 for the nine
months  ended September 30, 2001 versus $258,000 for the same period in 2000. In
addition,  Petrominerals  realized other income of approximately $148,000 in the
first  nine  months of 2001 from a production payment related to the sale of oil
properties  in  1998.  As  a  result, the Company has recorded total revenues of
$459,000  for  the  nine months ended September 30, 2001 versus $351,000 for the
same  period  in  2000. Net realized oil prices decreased from $25.11 per barrel
for  the  nine  months ended September 30, 2000 to $23.51 for the same period in
2001.  Operating  expenses were $387,000 for the nine months ended September 30,
2001  versus  $271,000  for  the same period in 2000. General and administrative
expenses  increased  to  $371,000  for  the nine months ended September 30, 2001
versus  $346,000  for  the  same period in 2000. As a result, net loss increased
from  $295,000 for the first nine months of 2000 to $313,000 for the same period
in  2001.

BUSINESS  REVIEW

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

In  1998  the Company sold substantially all of its oil and gas properties to an
unrelated  party.  The  Company  initiated  a plan to use the proceeds to either
purchase  additional oil and gas producing assets or merge with another company.
Pursuant  to  this plan, 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 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.


5
<PAGE>
------
BUSINESS  REVIEW  (Continued)
----------------

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

In  September  1999,  the Company completed the acquisition of a 25% interest in
the approximately 6,000 acre Smith Ranch natural gas field in Southwest Wyoming.
The  area contains prospects for both conventional and coal seam gas production.
At  this  time,  five  wells  have  been  completed. Of these, two are producing
conventional  gas,  two  conventional wells are shut-in awaiting improved market
conditions  and  one  has been completed in the Fort Union coal. Using test data
obtained  from this well and other information, the Company and its partners are
currently  conducting an extensive technical and economic evaluation of the coal
seam  gas  prospects  in  the  field.  Preliminary  results  are  encouraging.

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 a 100%
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
35  barrels  per  day  (bopd).

As additional consideration for the 1996 sale, the Company received a production
payment  under  which  it  is  paid  monthly  an  amount  equal  to one half the
difference  between  a  defined posted price and $13.50 per barrel multiplied by
the  number  of  barrels  produced. Revenue from this production payment for the
nine  month  period  ended  September 30, 2001 was approximately $148,000 and is
reflected  in  the  statement  of  operations  as  other income.  The production
payment  currently  has  a  carrying  value  of  zero.

 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