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

                                   FORM 10-QSB
                                   -----------

            [X]        QUARTERLY  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934

                    For the Quarter Ended September 30, 2002

                                       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  0-23530

                               TRANS ENERGY, INC.
         ----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                    Nevada                                     93-0997412
          (State or other jurisdiction of                  (I.R.S. Employer
          incorporation or organization)                  Identification No.)

         210 Second Street, P.O. Box 393, St. Marys, West Virginia 26170
         ---------------------------------------------------------------
                    (Address of principal executive offices)

Registrant's telephone no., including area code:  (304)  684-7053

         Check whether the issuer (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 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.
Yes   X   No
    -----    ------

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.

              Class                     Outstanding as of September 30, 2002
    -----------------------------       ------------------------------------
    Common Stock, $.001 par value                   237,019,127

                                                        -1-

<PAGE>


<TABLE>
<CAPTION>

                                                 TABLE OF CONTENTS

Heading                                                                                                   Page
-------                                                                                                   ----
                                          PART I.  FINANCIAL INFORMATION

<S>                                                                                                         <C>
Item 1.      Financial Statements....................................................................       3

                  Consolidated Balance Sheets -- September 30, 2002 and December 31, 2001............       4

                  Consolidated Statements of Operations -- three and nine months ended
                    September 30, 2002 and 2001......................................................       6

                  Consolidated Statements of Stockholders' Equity (Deficit)..........................       7

                  Consolidated Statements of Cash Flows - nine months ended
                    September 30, 2002 and 2001......................................................       8

                  Notes to Consolidated Financial Statements ........................................       9

Item 2.      Management's Discussion and Analysis and Results of Operations..........................      15

Item 3.      Controls and Procedures.................................................................      17

                                            PART II. OTHER INFORMATION

Item 1.      Legal Proceedings.......................................................................      17

Item 2.      Changes In Securities and Use of Proceeds...............................................      19

Item 3.      Defaults Upon Senior Securities.........................................................      19

Item 4.      Submission of Matters to a Vote of Securities Holders...................................      19

Item 5.      Other Information.......................................................................      20

Item 6.      Exhibits and Reports on Form 8-K........................................................      20

             Signatures..............................................................................      21

             Certifications..........................................................................      22
</TABLE>


                                                        -2-

<PAGE>



                                                      PART I

Item 1.           Financial Statements

         We  have  prepared  the  following  unaudited   consolidated  financial
statements for the period ended September 30, 2002.



                               TRANS ENERGY, INC.
                        CONSOLIDATED FINANCIAL STATEMENTS
                    September 30, 2002 and December 31, 2001

                                       -3-

<PAGE>

<TABLE>
<CAPTION>

                       TRANS ENERGY, INC. AND SUBSIDIARIES
                           Consolidated Balance Sheets

                                     ASSETS
                                     ------


                                                       September 30,  December 31,
                                                          2002           2001
                                                       -----------    -----------
                                                       (Unaudited)
<S>                                                    <C>            <C>
CURRENT ASSETS

Cash                                                   $      --      $     1,491
Accounts receivable, net                                   197,216        186,478
Prepaid expenses                                               360           --
                                                       -----------    -----------
Total Current Assets                                       197,576        187,969
                                                       -----------    -----------
PROPERTY AND EQUIPMENT

Vehicles                                                    59,013         59,013
Machinery and equipment                                     10,092         10,092
Pipelines                                                2,254,908      2,254,908
Well equipment                                              49,155         49,155
Wells                                                    3,523,731      3,559,644
Leasehold acreage                                          114,426        114,426
Accumulated depreciation, depletion and amortization
                                                        (3,101,728)    (2,602,528)
                                                       -----------    -----------

Total Property and Equipment, net                        2,909,597      3,444,710

OTHER ASSETS

Cash surrender value - life insurance, net                   5,795          8,791
                                                       -----------    -----------

Total Other Assets                                           5,795          8,791
                                                       -----------    -----------
TOTAL ASSETS                                           $ 3,112,968    $ 3,641,470
                                                       ===========    ===========
</TABLE>



              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -4-

<PAGE>

<TABLE>
<CAPTION>

                       TRANS ENERGY, INC. AND SUBSIDIARIES
                     Consolidated Balance Sheets (Continued)



                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------

                                                             September 30,    December 31,
                                                                 2002            2001
                                                             ------------    ------------
                                                                     (Unaudited)
<S>                                                          <C>             <C>
CURRENT LIABILITIES

Cash overdraft                                               $      3,370    $       --
Accounts payable - trade                                          774,357         754,552
Notes payable - convertible                                        48,570          41,575
Accrued expenses                                                  619,824         619,678
Salaries payable                                                  769,562         642,662
Notes payable - current portion                                 1,299,241       1,311,695
Judgments payable (Note 5)                                      1,140,840       1,228,964
Notes payable - related party                                   1,001,323         704,829
Debentures payable                                                346,462         331,462
Dividends payable                                                    --            23,250

Total Current Liabilities                                       6,003,549       5,658,667
                                                             ------------    ------------
LONG-TERM LIABILITIES

Judgments payable (Note 5)                                          6,434           6,434
Notes payable                                                     282,165         282,165
                                                             ------------    ------------
Total Long-Term Liabilities                                       288,599         288,599

Total Liabilities                                               6,292,148       5,947,266
                                                             ------------    ------------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)

   Preferred stock; 10,000,000 shares authorized at $0.001
par value; -0- and 300 shares issued and
outstanding, respectively                                            --              --
   Common stock; 500,000,000 shares authorized at $0.001
par value; 237,019,127 and 176,683,189 shares issued
and outstanding, respectively                                     237,018         176,682
Capital in excess of par value                                 23,034,285      22,769,371
Accumulated deficit                                           (26,450,483)    (25,251,849)
                                                             ------------    ------------
Total Stockholders' Equity (Deficit)                           (3,179,180)     (2,305,796)
                                                             ------------    ------------
     TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY (DEFICIT)                                             $  3,112,968    $  3,641,470
                                                             ============    ============
</TABLE>


              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -5-

<PAGE>

<TABLE>
<CAPTION>

                       TRANS ENERGY, INC. AND SUBSIDIARIES
                      Consolidated Statements of Operations
                                   (Unaudited)



                                           For the                          For the
                                      Three Months Ended                Nine Months Ended
                                         September 30,                    September 30,
                                        -------------                     -------------
                                   2002              2001             2002            2001
                                -----------      -----------      -----------      -----------

<S>                           <C>              <C>              <C>              <C>
REVENUES                      $     283,478    $     374,722    $     629,072    $   1,036,553
                                -----------      -----------      -----------      -----------
COSTS AND EXPENSES

Cost of oil and gas                 191,675          318,042          558,198          731,860
Salaries and wages                   65,713           65,371          196,734          192,545
Depreciation, depletion and
amortization                        418,547           52,252          526,248          183,145
Selling, general and
administrative                       30,677           25,737          224,217          355,607
                                -----------      -----------      -----------      -----------
Total Costs and Expenses            706,612          461,402        1,505,397        1,463,157
                                -----------      -----------      -----------      -----------
LOSS FROM OPERATIONS               (423,134)         (86,680)        (876,325)        (426,604)
                                -----------      -----------      -----------      -----------
OTHER INCOME (EXPENSE)

Other income                          4,826               60            9,104            1,218
Interest expense                    (66,920)         (58,668)        (266,831)        (169,609)
Settlement expense (Note 5)         (64,582)            --            (64,582)            --
                                -----------      -----------      -----------      -----------
Total Other Income
(Expense)                          (126,676)         (58,608)        (322,309)        (168,391)
                                -----------      -----------      -----------      -----------
LOSS FROM OPERATIONS
 BEFORE INCOME TAXES AND
 MINORITY INTERESTS                (549,810)        (145,288)      (1,198,634)        (594,995)
                                -----------      -----------      -----------      -----------
INCOME TAXES                           --               --               --               --
                                -----------      -----------      -----------      -----------
MINORITY INTERESTS                     --               --               --               --
                                -----------      -----------      -----------      -----------

NET LOSS                      $    (549,810)   $    (145,288)   $  (1,198,634)   $    (594,995)
                                ===========      ===========      ===========      ===========

BASIC LOSS PER SHARE          $       (0.00)   $       (0.00)   $       (0.01)   $       (0.00)
                                ===========      ===========      ===========      ===========
WEIGHTED AVERAGE
NUMBER OF SHARES
OUTSTANDING                     207,671,301      176,552,754      197,870,431      174,429,507
                                ===========      ===========      ===========      ===========
</TABLE>


              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -6-

<PAGE>

<TABLE>
<CAPTION>

                       TRANS ENERGY, INC. AND SUBSIDIARIES
            Consolidated Statements of Stockholders' Equity (Deficit)


                                             Preferred Stock           Common Stock            Capital In
                                       -------------------------  --------------------------    Excess of      Accumulated
                                           Shares      Amount        Shares      Amount         Par Value       Deficit
                                       -----------  ------------  -----------   ------------   ------------   ------------

<S>                                           <C>      <C>        <C>           <C>            <C>            <C>
Balance, December 31, 2000                      300    $  --      172,028,189   $    172,027   $ 22,608,733   $(23,754,855)

Common stock issued for services
 at $0.03 per share                            --         --        4,655,000          4,655        136,650           --

Discount on beneficial conversion
 feature of notes payable                      --         --             --             --           23,988           --

Dividend on preferred stock at 7.75%           --         --             --             --             --          (23,250)

Net loss for the year ended
 December 31, 2001                             --         --             --             --             --       (1,473,744)
                                       -----------  ------------  -----------   ------------   ------------   ------------
Balance, December 31, 2001                      300       --      176,683,189        176,682     22,769,371    (25,251,849)

Conversion of preferred stock and
 preferred dividends to common
 stock (unaudited)                             (300)      --       16,835,938         16,836          6,414           --

Conversion of notes payable to
 common stock (unaudited)                      --         --        5,000,000          5,000         45,000           --

Common stock issued for services
 (unaudited)                                   --         --        1,000,000          1,000         26,000           --

Conversion of notes payable to
 common stock (unaudited)                      --         --        4,166,667          4,167         20,833           --

Common stock issued for cash
 (unaudited)                                   --         --       33,333,333         33,333        166,667           --

Net loss for the nine months
 ended September 30, 2002
 (unaudited)                                   --         --             --             --             --       (1,198,634)
                                       -----------  ------------  -----------   ------------   ------------   ------------
Balance, September 30, 2002
 (unaudited)                                   --      $  --      237,019,127   $    237,018   $ 23,034,285   $(26,450,483)
                                       ===========  ============  ===========   ============   ============   ============
</TABLE>



              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -7-

<PAGE>


                       TRANS ENERGY, INC. AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                                   (Unaudited)

                                                                 For the
                                                            Nine Months Ended
                                                             September 30,
                                                             -------------
                                                           2002        2001
                                                         ---------    ---------
CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss                                              $ (1,198,634)    (594,995)
   Adjustments to reconcile net loss
   to net cash used by operating activities:
Depreciation, depletion and amortization                   526,248      183,145
     Common stock issued for services                       27,000      172,200
     Settlement expense                                     64,582         --
   Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable                 (10,738)    (155,025)
Increase in prepaid and other current assets                 2,636         --
Increase (decrease) in accounts payable and accrued
expenses                                                   347,205      237,846
                                                         ---------    ---------
Net Cash Used by Operating Activities                     (241,701)    (156,829)
                                                         ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITIES:

Expenditures for property and equipment                    (49,463)    (134,522)
                                                         ---------    ---------

Net Cash Used by Investing Activities                      (49,463)    (134,522)
                                                         ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:

Increase in cash overdraft                                   3,370       70,757
Common stock issued for cash                               200,000         --
Proceeds from related party notes                          366,431      176,477
Proceeds from notes payable                                 25,000      150,147
Principal payments on notes payable
                                                          (130,136)     (85,242)
Principal payments on related party notes                 (174,992)     (20,788)
                                                         ---------    ---------

Net Cash Provided by Financing Activities                  289,673      291,351
                                                         ---------    ---------

NET DECREASE IN CASH                                        (1,491)        --

CASH, BEGINNING OF PERIOD                                    1,491         --

CASH, END OF PERIOD                                      $    --      $    --

CASH PAID FOR:

Interest                                                 $    --      $ 106,234
Income taxes $ - $ -

NON-CASH FINANCING ACTIVITIES:

Common stock issued for debt reduction                   $  25,000    $    --
Common stock issued for services                         $  27,000    $ 172,200
Common stock issued for conversion of
preferred stock and dividends                            $  23,250    $    --



              The accompanying notes are an integral part of these
                       consolidated financial statements.

                                       -8-

<PAGE>


                       TRANS ENERGY, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                    September 30, 2002 and December 31, 2001



NOTE 1 -      BASIS OF FINANCIAL STATEMENT PRESENTATION

              The  accompanying   unaudited  condensed   consolidated  financial
              statements have been prepared by the Company pursuant to the rules
              and regulations of the Securities and Exchange Commission. Certain
              information  and  footnote   disclosures   normally   included  in
              financial   statements   prepared  in  accordance  with  generally
              accepted  accounting  principles have been condensed or omitted in
              accordance  with  such  rules  and  regulations.  The  information
              furnished  in  the  interim   condensed   consolidated   financial
              statements  include normal recurring  adjustments and reflects all
              adjustments,  which,  in the opinion of management,  are necessary
              for a fair  presentation  of such financial  statements.  Although
              management believes the disclosures and information  presented are
              adequate to make the information  not misleading,  it is suggested
              that these interim condensed  consolidated financial statements be
              read  in  conjunction  with  the  Company's  most  recent  audited
              financial  statements  and notes thereto  included in its December
              31, 2001 Annual Report on Form 10-KSB.  Operating  results for the
              three and nine months ended September 30, 2002 are not necessarily
              indicative of the results that may be expected for the year ending
              December 31, 2002.

NOTE 2 - GOING CONCERN

              The Company's consolidated financial statements are prepared using
              generally  accepted  accounting  principles  applicable to a going
              concern  which   contemplates   the   realization  of  assets  and
              liquidation of  liabilities in the normal course of business.  The
              Company has incurred cumulative operating losses through September
              30,  2002 of  $26,450,483,  and has a working  capital  deficit at
              September  30,  2002  of   $5,805,973.   Revenues  have  not  been
              sufficient  to  cover  its  operating  costs  and to  allow  it to
              continue as a going concern.  The potential proceeds from the sale
              of common stock, other contemplated debt and equity financing, and
              increases in operating  revenues from new development would enable
              the  Company  to  continue  as a going  concern.  There  can be no
              assurance  that the Company  can or will be able to  complete  any
              debt or equity financing. If these are not successful,  management
              is  committed  to meeting the  operational  cash flow needs of the
              Company.

NOTE 3 -      RECLASSIFICATIONS

              Certain 2001 amounts have been reclassified to conform to the 2002
presentations.

NOTE 4 -      MATERIAL EVENTS

              Lario Oil & Gas Company

              On July 18, 2002, Lario Oil & Gas Company (Lario), the operator of
              the Pinon Fee #1,  Sagebrush  #1 and  Sagebrush  #2,  filed a lien
              against the Company in the amount of $70,567 to secure  payment of
              operating fees. Production monies have been suspended to the Baker
              Entities until this lien has been satisfied.


                                       -9-

<PAGE>


                       TRANS ENERGY, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                    September 30, 2002 and December 31, 2001



NOTE 4 -      MATERIAL EVENTS (Continued)

              Stockholders' Equity

              During  February  2002,  the  Company   converted  300  shares  of
              preferred stock and $23,250 of cumulative preferred dividends into
              16,835,938 shares of common stock. As a result of this conversion,
              the  Company  has  -0-  shares  of  preferred   stock  issued  and
              outstanding at September 30, 2002.

              During  February  2002,  the  Company  received  $200,000  for the
              purchase of 33,333,333  shares of common stock.  During  September
              2002, the Company  issued the  33,333,333  shares and at September
              30, 2002 the stock subscription deposit has been reduced to $-0-.

              During  April 2002,  the Company  issued  5,000,000  shares of its
              common stock for the  conversion of notes payable in the amount of
              $50,000.  The Company  additionally issued 1,000,000 shares of its
              common stock for services rendered and valued at $27,000.

              Notes Payable

              During March 2002, the Company entered into a promissory note with
              an unrelated  party for  $25,000.  The note is payable upon demand
              and accrues interest at 10% per annum.  During September 2002, the
              Company  issued  4,166,667  shares  of its  common  stock  for the
              conversion of notes payable for this amount.

              Notes Payable - Related Party

              During the nine months ended  September 30, 2002,  the Company had
              entered  into  multiple  promissory  notes  with  several  related
              parties for a total of $165,000. The notes are payable upon demand
              and interest is imputed at 10% per annum.

NOTE 5 - JUDGMENTS PAYABLE

              Tioga Lumber Company

              A  foreign  judgment  has been  filed  with the  Circuit  Court in
              Pleasants County, West Virginia for a judgment against the Company
              by Tioga Lumber Company  (Tioga)  rendered by the Circuit Court in
              Pleasants  County,  West Virginia for  non-payment  of an accounts
              payable.  The judgment is for $46,375 plus prejudgment interest at
              10.00%.

              On February 28, 2002,  the Company and Tioga  reached an agreement
              wherein the Company  would pay Tioga  $10,000 by March 5, 2002 and
              $8,000  per  month  thereafter.  The  court  appointed  a  special
              commissioner to act as an arbitrator if the Company defaults.  The
              special  commissioner  would  attach a lien if  property  is found
              which does not have a lien  attached.  The first  payment has been
              made, however,  the Company is currently three payments behind. At
              September  30,  2002,  the balance due to Tioga was $21,234 and is
              included  in  judgments  payable  and is  classified  as a current
              liability.


                                      -10-

<PAGE>


                       TRANS ENERGY, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                    September 30, 2002 and December 31, 2001



NOTE 5 -      JUDGMENTS PAYABLE (Continued)

              Dennis L. Spencer

              In January 2002,  Dennis L. Spencer filed suit against the Company
              and William F.  Woodburn and Loren E. Bagley in the Circuit  Court
              of Ritchie County,  West Virginia (Civil Action No. 02-C-02).  The
              complaint  alleges that the Company  sold certain  assets that Mr.
              Spencer claims to be the  beneficial  owner.  The complaint  seeks
              $1,000,000  in  damages.  The  Company has filed its answer to the
              allegations  and feels that the Company has met its obligations in
              full to Mr. Spencer.  Management also believes the suit is without
              merit and intends to vigorously defend the action. The Company has
              not accrued any amounts for these claims as of September  30, 2002
              because the Company  feels that based on its defenses  against the
              claims that the Company will have no additional liability.  Due to
              the early stage of litigation,  it is not possible to evaluate the
              likelihood  of an  unfavorable  outcome or estimate  the extent of
              potential loss.

              George Hillyer

              On December  26,  2001,  George  Hillyer  filed a suit against the
              Company and William F. Woodburn and Loren E. Bagley, individually.
              The action seeks  $250,750 in  connection  with  certain  services
              performed for the Company. The Company has indicated that the suit
              is  not  justified  and  that  the  Company  and  the   individual
              defendants intend to vigorously defend the action. On September 3,
              2002, the Company entered into a Mutual  Settlement  Agreement and
              Release  of All Claims  whereby  the  Company  conveyed a 240-acre
              lease and a well located in Campbell  County Wyoming in release of
              all claims and  dismissal  of the suit by Mr.  Hillyer.  The court
              dismissed  the case on September  20, 2002.  The well given to Mr.
              Hillyer was valued at $64,582  which was included in the statement
              of operations as an expense.

              Ross O. Forbus

              On April 16, 2001, Ross O. Forbus obtained a judgment  against the
              Company for  $428,018  plus post  judgment  interest at 10.00% per
              annum.  The  judgment  was  obtained  to satisfy a  previous  note
              payable. The Company has made several small payments to Mr. Forbus
              and  is  currently  negotiating  with  him  toward  extending  the
              payments  until the judgment can be paid in full.  Mr.  Forbus has
              made a demand upon the Company for payment of the full obligation.
              The Company has  accrued  the  balance of  $428,018  plus  accrued
              interest.  At September 30, 2002,  the total amount of $450,603 is
              included  in  judgments  payable  and is  classified  as a current
              liability.

              Core Laboratories, Inc.

              On July 28,  1999,  Core  Laboratories,  Inc.  (Core)  obtained  a
              judgment  against  the  Company  for  non-payment  of an  accounts
              payable.  The judgment  calls for monthly  payments of $351 and is
              bearing  interest at 10.00% per annum.  At September 30, 2002, the
              Company  had  accrued a balance of $12,869  which is  included  in
              judgments  payable.  $6,434  has been  classified  as a  long-term
              liability.


                                      -11-

<PAGE>


                       TRANS ENERGY, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                    September 30, 2002 and December 31, 2001



NOTE 5 -      JUDGMENTS PAYABLE (Continued)

              RR Donnelly

              On July 1, 1998, RR Donnelly (RR) obtained a judgment  against the
              Company for  non-payment of accounts  payable.  The judgment calls
              for monthly  payments of $3,244 and is bearing  interest at 10.00%
              per annum.  At  September  30,  2002,  the  Company  has accrued a
              balance of $56,792  which is  included  in  judgment  payable as a
              current liability.

              Bellevue Resources

              On April 10,  2000,  Bellevue  Resources  recorded  and served its
              Notice  and  Statement  of Lien in the  Sixth  Judicial  District,
              Campbell County,  Wyoming,  against the Company for non-payment of
              services.  The  Company  had  recorded a  liability  of $78,651 at
              December  31,  2000.  During  2001,  the  Company  has agreed to a
              settlement  agreement  wherein the Company will transfer a portion
              of the Powder River Basin  leasehold  acreage in Campbell  County,
              Wyoming as full payment of the liability. The Company has executed
              the settlement  agreement and expects to have it completed  during
              the fourth  quarter 2002.  At September 30, 2002,  the balance was
              $48,134 that is included judgments payable as a current liability.

              Baker Hughes Entities

              On February 7, 2001, the United States Bankruptcy Court,  Southern
              District  of Texas,  entered an Order  Granting  Motion to Dismiss
              Chapter 7 Case in the action  entitled In Re: Trans Energy,  Inc.,
              Case  No.  00-39496-H4-7.  The  Order  dismissed  the  involuntary
              bankruptcy  action  instituted  against the Company on October 16,
              2000.  The sole  petitioning  creditor  named  in the  Involuntary
              Petition was Western Atlas  International,  Inc.  ("Western").  An
              Order  for  Relief  Under  Chapter 7 was  entered  by the Court on
              November 22, 2000.

              On April 23,  2000,  the 189th  District  Court of Harris  County,
              Texas entered an Agreed Final Judgment in favor of Western against
              the Company in the amount of $600,665, together with post judgment
              interest at 10% per annum. Following the judgment, Western and the
              Company  entered  into  settlement   negotiations  concerning  the
              Company's  satisfaction  of the judgment  through  payments over a
              four to five month period  together  with the pledge of collateral
              on certain unencumbered assets.

              Previously,  on or about July 9, 1998, a judgment had been entered
              in the 152nd District  Court of Harris  County,  Texas against the
              Company in favor of Baker Hughes Oilfield Operations,  Inc. d/b/a/
              Baker Hughes Inteq. Western Geophysical  ("Baker"),  a division of
              Western  Atlas  International,  Inc.,  in the  amount of  $41,142,
              together  with  interest  and  attorney  fees.  This  judgment was
              outstanding at the time of the filing of the Involuntary Petition.

              During  its  negotiations  with  Western  for  settlement  of  the
              Judgment,  the Company  made a $200,000  "good  faith  payment" to
              Western's  counsel on October 23, 2000. On December 12, 2000,  Joe
              Hill was named as the Chapter 7 Trustee.  Subsequently,  Western's
              counsel delivered the $200,000 to the Trustee.


                                      -12-

<PAGE>


                       TRANS ENERGY, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                    September 30, 2002 and December 31, 2001



NOTE 5 -      JUDGMENTS PAYABLE (Continued)

              Baker Hughes Entities (Continued)

              On January 19, 2001, the Company filed with the  Bankruptcy  Court
              the Motion to Dismiss  Chapter 7 Case.  The  reasons  cited by the
              Company in support of its Motion to Dismiss included, but were not
              limited to, (i) the Texas  Court  being an improper  venue for the
              action,  and (ii) the  Company  never  receiving  the  Involuntary
              Petition and Summons notifying it of the action.

              In anticipation of the Bankruptcy Court dismissing the Involuntary
              Petition,  on  February  2,  2001,  the  Company  entered  into  a
              Settlement Agreement with Baker Hughes Oilfield  Operations,  Inc.
              d/b/a/  Baker Hughes  Inteq.  Western  Geophysical,  a division of
              Western  Atlas  International,  Inc.  (the "Baker  Entities").  In
              entering its order on February 7, 2001 to dismiss the action,  the
              Court ordered the Trustee to retain  $17,695 for  satisfaction  of
              administrative fees and expenses,  and to pay to Western and Baker
              the sum of $182,737,  on behalf of the Company and pursuant to the
              terms of the Settlement Agreement.

              The Settlement Agreement provided that, subject to the approval of
              the  Bankruptcy  Court,  the  Company  agreed  to pay to the Baker
              Entities  $759,664,  plus  interest  at 10%.  In  addition  to the
              $200,000 payable from the escrow, the Company agreed to pay to the
              Baker Entities an initial  payment of $117,261 within fifteen days
              from the date of the Dismissal Order (due February 21, 2001).

              The Company  also agreed to make  additional  payments of $100,000
              every thirty days  following the initial  payment,  with the first
              payment due  beginning  no later than March 23,  2001,  continuing
              until the total obligation plus interest is paid in full. Further,
              the Company  pledged as collateral  certain  properties,  personal
              property  and  fixtures and two  directors  each  pledged  750,000
              shares of the Company's common stock which they personally own.

              During 2002, the Company  assigned the income stream from the sale
              of oil from  three of its wells  (Pinon Fee #1,  Sagebrush  #1 and
              Sagebrush  #2) to the  Baker  entities  as  payments  towards  the
              amounts owed. The Company  believes that this payment will satisfy
              the Baker Entities until the Company has paid the full obligation.
              The Baker Entities  continue its  proceedings to enforce a foreign
              judgment against the Company in Pleasants  County,  West Virginia.
              At September  30, 2002,  the Company has a remaining  liability of
              $557,642  which is  included  in  judgments  payable  as a current
              liability.

NOTE 6 -      BUSINESS SEGMENTS

              The Company adopted SFAS No. 131, "Disclosure about Segments of an
              Enterprise  and Related  Information."  Prior period  amounts have
              been restated to conform to the  requirements  of this  statement.
              The Company  conducts its  operations  principally  as oil and gas
              sales with Trans  Energy and Prima Oil and  pipeline  transmission
              with Ritchie County and Tyler Construction.


                                      -13-

<PAGE>


                       TRANS ENERGY, INC. AND SUBSIDIARIES
                 Notes to the Consolidated Financial Statements
                    September 30, 2002 and December 31, 2001



NOTE 6 -      BUSINESS SEGMENTS (Continued)

<TABLE>
<CAPTION>

              Certain financial information  concerning the Company's operations
              in different industries is as follows:
                                                    For the Nine
                                                    Months Ended         Oil and Gas     Pipeline            Corporate
                                                    September 30,           Sales      Transmission        Unallocated
                                                    -------------           -----      ------------        -----------
<S>                                                     <C>        <C>             <C>             <C>
              Oil and gas revenue                       2002       $      359,568  $      269,504  $             -
                                                        2001              392,439         644,114                -

              Operating loss applicable to
               industry segment                         2002             (697,869)       (178,456)               -
                                                        2001             (278,144)       (148,460)               -

              General corporate expenses
               not allocated to industry
               segments                                 2002                    -               -                -
                                                        2001                    -               -                -

              Interest expense                          2002             (219,412)        (47,419)               -
                                                        2001             (107,863)        (61,746)               -

              Other income (expenses)                   2002             (274,890)        (47,419)               -
                                                        2001             (106,645)        (61,746)               -

              Assets
               (net of intercompany accounts)           2002            2,303,279         809,689
                                                        2001            3,460,669         945,387                -

              Depreciation and amortization             2002              444,692          81,556                -
                                                        2001              101,589          81,556

              Property and equipment
               Acquisitions                             2002               49,463               -                -
                                                        2001              134,522               -                -
</TABLE>

                                      -14-

<PAGE>



Item 2.  Management's Discussion and Analysis or Plan of Operations

         The following  table sets forth the  percentage  relationship  to total
revenues of principal  items  contained in the our  consolidated  statements  of
operations  for the three and nine month  periods  ended  September 30, 2002 and
2001. It should be noted that percentages discussed throughout this analysis are
stated on an approximate basis.

<TABLE>
<CAPTION>

                                                   Three Months Ended        Nine Months Ended
                                                      September 30,             September 30,
                                              ------------------------ --------------------------
                                                   2002          2001       2002         2001
                                                   ----          ----       ----         ----
                                                       (Unaudited)             (Unaudited)
<S>                                                <C>           <C>        <C>          <C>
Total revenues..............................       100%          100%       100%         100%
Total costs and expenses....................       249           123        239          141
Loss from operations........................      (149)          (23)      (139)         (41)
Other income (expense)......................       (45)          (16)       (51)         (16)
Net loss....................................      (194)          (39)      (190)         (57)
</TABLE>


         Total revenues for the three months  ("third  quarter") and nine months
ended September 30, 2002 decreased 24% and 39% respectively,  when compared with
the third quarter and first nine months of 2001.  The decreases  during the 2002
periods are due primarily to less oil  production  and lower oil and gas prices.
Our cost of oil and gas for the  third  quarter  and first  nine  months of 2002
decreased  40% and 24% from the  respective  2001 periods due to  decreased  oil
production.  Selling,  general and administrative expenses for the third quarter
of 2002 increased 19% due to increased cost of insurance benefits, and decreased
37% for the first nine months of 2002 attributed to decreases in legal,  travel,
accounting consulting and general office expenses.  Depreciation,  depletion and
amortization  increased  in the third  quarter  and first nine months of 2002 by
701% and 187%,  respectively,  attributed to increased  depletion of oil and gas
wells based on estimated oil and gas reserves.

         Our loss from  operations  for the third  quarter of 2002 was  $423,134
compared  to $86,680 for the third  quarter of 2001,  and was  $876,325  for the
first nine  months of 2002  compared  to  $426,604  for the first nine months of
2001.  Total other  expenses  increased  116% and 91 % for the third quarter and
first nine months of 2002,  respectively,  due  primarily to increased  interest
expenses.

         As a percentage of total revenues,  total costs and expenses  increased
from 123% in the third  quarter  of 2001 to 249% for the third  quarter of 2002,
and from 141% or the first nine months of 2001 to 239% for the first nine months
of 2002.  Actual total costs and expenses  increased  53% for the third  quarter
2002 and 3% for the first nine months of 2002.  The  increase in total costs and
expenses is  primarily  attributed  to  increased  depreciation,  depletion  and
amortization.

         Our net loss for the third  quarter of 2002 was  $549,810  compared  to
$145,288 for the third quarter of 2001, and $1,198,634 for the first nine months
of 2002 compared to $594,995 for the 2001 period.

         For the  remainder  of fiscal year 2002,  management  expects  selling,
general and administrative  expenses to remain at approximately the same rate as
the first nine months of 2002.  The cost of oil and gas  produced is expected to
fluctuate  with  the  amount  produced  and  with  prices  of oil and  gas,  and
management anticipates that revenues are likely to increase during the remainder
of 2002.

                                      -15-

<PAGE>



         We have included a footnote to our financial statements for the periods
ended September 30, 2002 stating that because of our continued  losses,  working
capital deficit and need for additional  funding,  there is substantial doubt as
to whether we can continue as a going  concern.  See Note 2 to the  consolidated
financial statements.

Net Operating Losses

         We have  accumulated  approximately  $19,400,000  of net operating loss
carryforwards  as of September  30,  2002,  which may be offset  against  future
taxable income through the year 2021 when the carryforwards  expire.  The use of
these  losses to reduce  future  income taxes will depend on the  generation  of
sufficient  taxable  income prior to the  expiration of the net  operating  loss
carryforwards.

         In the event of certain  changes in control of our company,  there will
be an annual limitation on the amount of net operating loss carryforwards  which
can be used. No tax benefit has been reported in the  financial  statements  for
the year ended  December 31, 2001 or the nine month period ended  September  30,
2002 because the  potential tax benefits of the loss  carryforward  is offset by
valuation allowance of the same amount.

Liquidity and Capital Resources

         Historically,   we  have  satisfied  our  working  capital  needs  with
operating  revenues and from  borrowed  funds.  At September  30, 2002, we had a
working  capital  deficit of  $5,805,973  compared to a deficit of $5,470,698 at
December 31, 2001. This 6% decrease in working  capital is primarily  attributed
to the 20%  increase in  salaries  payable  and 42%  increase  in related  party
payables.

         During the first nine  months of 2002,  operating  activities  used net
cash of  $241,701  compared  to  $156,829  in the  first  nine  months  of 2001,
primarily  attributed to our increased net loss for the period and a decrease in
common stock issued for services.  Net cash used by investing  activities in the
first nine months of 2002 was $49,463,  compared to $134,522 in the 2001 period.
The decline is  attributed  to the  decrease in  expenditures  for  property and
equipment  during 2002.  During the first nine months of 2002,we  realized a net
$289,673  in cash from  financing  activities  compared to $291,351 in the first
nine months of 2001.  During this period, we realized $200,000 from common stock
issued for cash and proceeds  from  related  party notes  increased  108% in the
first nine months of 2002.

         We anticipate meeting our working capital needs during the remainder of
the current  fiscal year with revenues from  operations,  particularly  from our
Powder River Basin interests in Wyoming and New Benson gas wells drilled in West
Virginia.  In the event revenues are not sufficient to meet our working  capital
needs,  we will explore the  possibility  of additional  funding from either the
sale of debt or equity  securities.  There can be no assurance such funding will
be  available  to us or, if  available,  it will be on  acceptable  or favorable
terms.

         As of September 30, 2002,  we had total assets of $3,112,968  and total
stockholders' deficit of $3,179,180,  compared to total assets of $3,641,470 and
total stockholders' deficit of $2,305,796 at December 31, 2001.

         In 1998,  we issued  $4,625,400  face value of 8%  secured  convertible
debentures  due  September  30,  1999.  A portion of the  proceeds  were used to
acquire the oil and gas properties and interest in Wyoming. During 2000, all but
one of the remaining  outstanding  debentures were converted into commons stock.
At September  30,  2002,  we owed  $346,462 in  connection  with the  debentures
consisting  of $50,000  for one  debenture  holder  that we have been  unable to
contact and the balance in penalties and interest.



                                      -16-

<PAGE>



Inflation

         In the  opinion  of our  management,  inflation  has not had a material
effect on our operations.

Forward-Looking and Cautionary Statements

         Forward-looking  statements  in this  report are made  pursuant  to the
"safe harbor"  provisions  of the Private  Securities  Litigation  Reform Act of
1995. We advise readers that actual results may differ  substantially  from such
forward-looking   statements.   Forward-looking  statements  involve  risks  and
uncertainties  that could cause actual results to differ  materially  from those
expressed in or implied by the  statements,  including,  but not limited to, the
following:  our  ability to secure  additional  financing,  the  possibility  of
success in our drilling endeavors, competitive factors, and other risks detailed
in the our periodic report filings with the SEC.


Item 3.           Controls and Procedures

         Evaluation  of  Disclosure  Controls  and  Procedures.  Based  on their
evaluation,  as of a date within 90 days prior to the date of the filing of this
Form 10-QSB,  of the  effectiveness  of the  Company's  disclosure  controls and
procedures,  as defined  in Rules  13a-14(c)  and  15d-14(c)  of the  Securities
Exchange  Act of  1934,  the  principal  executive  officer  and  the  principal
financial  officer  of the  Company  have each  concluded  that such  disclosure
controls and procedures are effective and sufficient to ensure that  information
required to be  disclosed by the Company in the reports that it files or submits
under the Exchange Act is recorded,  processed,  summarized and reported  within
the time periods specified by the SEC's rules and forms.

         Changes  in  Internal  Controls.   Subsequent  to  the  date  of  their
evaluation,  there  have not  been  any  significant  changes  in the  Company's
internal  controls or in other  factors  that could  significantly  affect these
controls,   including  any   corrective   action  with  regard  to   significant
deficiencies and material weaknesses.


                                                      PART II

Item 1.           Legal Proceedings

         Certain material  pending legal  proceedings to which we are a party or
to which any of our property is subject is set forth below.

         (a) On February 7, 2001, the United States Bankruptcy  Court,  Southern
         District of Texas,  entered an Order Granting Motion to Dismiss Chapter
         7 Case in the action  entitled  In Re:  Trans  Energy,  Inc.,  Case No.
         00-39496-H4-7.  The Order dismissed the involuntary  bankruptcy  action
         instituted  against  us on  October  16,  2000.  The  sole  petitioning
         creditor   named  in  the   Involuntary   Petition  was  Western  Atlas
         International,  Inc. An Order for Relief Under Chapter 7 was entered by
         the Court on November 22, 2000.

                  On April 23, 2000,  the 189th District Court of Harris County,
         Texas entered an Agreed Final  Judgment in favor of Western  against us
         in the amount of $600,665.36,  together with post judgment  interest at
         10% per annum.  Following  the  judgment,  we entered  into  settlement
         negotiations  with Western  concerning our satisfaction of the judgment
         through  payments  over a four to five month period  together  with the
         pledge of collateral on certain unencumbered assets.  Previously, on or
         about July 9, 1998, a judgment  had been entered in the 152nd  District


                                      -17-

<PAGE>


         Court of  Harris  County,  Texas  against  us in favor of Baker  Hughes
         Oilfield   Operations,   Inc.   d/b/a/  Baker  Hughes  Inteq.   Western
         Geophysical ("Baker"), a division of Western Atlas International, Inc.,
         in the amount of $41,142.00,  together with interest and attorney fees.
         This  judgment  was  outstanding  at  the  time  of the  filing  of the
         Involuntary Petition.

                  During its  negotiations  with Western for  settlement  of the
         Judgment,  we made a $200,000 "good faith payment" to Western's counsel
         on October 23, 2000.  On December  12, 2000,  Joe Hill was named as the
         Chapter  7  Trustee.  Subsequently,  Western's  counsel  delivered  the
         $200,000 to the Trustee.

                  On January 19, 2001,  we filed with the  Bankruptcy  Court the
         Motion to Dismiss  Chapter 7 Case.  The  reasons we cited in support of
         our Motion to Dismiss included,  but were not limited to, (i) the Texas
         Court  being an  improper  venue  for the  action,  and (ii) our  never
         receiving  the  Involuntary  Petition  and Summons  notifying it of the
         action.   In  anticipation  of  the  Bankruptcy  Court  dismissing  the
         Involuntary Petition, on February 2, 2001, we entered into a Settlement
         Agreement  with Baker Hughes  Oilfield  Operation,  Inc.,  d/b/a/ Baker
         Hughes  Inteq.  Western  Geophysical,   a  division  of  Western  Atlas
         International,  Inc. (the "Baker  Entities").  In entering its order on
         February 7, 2001 to dismiss the action,  the Court  ordered the Trustee
         to  retain  $17,694.80  for  satisfaction  of  administrative  fees and
         expenses,  and to pay to Western and Baker the sum of  $182,736.66,  on
         behalf of us and pursuant to the terms of the Settlement Agreement.

                  The  Settlement   Agreement  provided  that,  subject  to  the
         approval  of the  Bankruptcy  Court,  we  agreed  to  pay to the  Baker
         Entities $759,664.31, plus interest at 10%. In addition to the $200,000
         payable from the escrow, we pledged as collateral  certain  properties,
         personal  property and fixtures and two directors each pledged  750,000
         shares of our common stock which they personally own. Subsequently,  we
         assigned  the income  stream  from the sale of oil in the Pinon Fee #1,
         Sagebrush #1 and Sagebrush #2 to the Baker Entities as payments  toward
         the amounts  owed.  Management  believes that this payment will satisfy
         the Baker  Entities until the obligation can be paid in full. The Baker
         Entities continue its proceedings to enforce a foreign judgment against
         us in Pleasants County, West Virginia. At September 30, 2002, there was
         a  remaining  liability  of $557,642  which is  included  in  judgments
         payable as a current liability.

         (b) On April 10, 2000, Bellevue  Resources,  Inc. recorded and served a
         Notice and Statement of Lien in the Sixth Judicial  District,  Campbell
         County, Wyoming,  against us for non-payment of services. We recorded a
         liability of $78,651 in its financial statements under accounts payable
         for the year ended  December 31, 2000 to reflect  this claim.  Bellevue
         Resources has agreed to take certain lease acreage in Campbell  County,
         Wyoming held by us as payment for this liability.  We have executed the
         settlement  agreement and expect to have it completed during the fourth
         quarter 2002.  At September  30, 2002,  the balance of $48,134 has been
         included  in our  financial  statements  as a current  liability  under
         judgments payable.

         (c) On September 22, 2000,  Tioga Lumber Company obtained a judgment of
         $43,300 plus  interest in the Circuit Court of Pleasants  County,  West
         Virginia, against Tyler Construction Company for breach of contract. We
         have accrued $47,741 which is included in our financial  statements for
         the year ended  December 31, 2000 under accounts  payable.  On February
         28, 2002, we reached a negotiated  payment schedule with Tioga. We have
         made the initial  payment,  however,  we are currently  three  payments
         behind. At September 30, 2002, the balance due to Tioga was $21,234 and
         is included in judgments payable and classified as a current liability.

         (d) On April 16,  2001,  Ross  Forbus  obtained a judgment  of $428,018
         against us to satisfy a promissory note that we previously entered into
         with Mr.  Forbus on April 8, 1996.  We agreed to payment terms and made


                                      -18-

<PAGE>


         several payments to Mr. Forbus. We are presently  negotiating to extend
         the term of the payments until the judgment is paid in full. Mr. Forbus
         has made a demand upon for payment in full.

         (e) On December 26, 2001,  George  Hillyer  filed a suit against us and
         William F. Woodburn and Loren E. Bagley individually.  The action seeks
         $250,750 in  connection  with  certain  services  performed  for us. On
         September 3, 2002,  we entered into a Mutual  Settlement  Agreement and
         Release of All Claims  whereby we conveyed a 240-acre  lease and a well
         located  in  Campbell  County  Wyoming  in  release  of all  claims and
         dismissal of the suit by Mr.  Hillyer.  The court dismissed the case on
         September 20, 2002.

         (f) In January  2002,  a suit  entitled  Dennis L.  Spencer  vs.  Trans
         Energy,  Inc. and Messrs.  Woodburn and Bagley was filed in the Circuit
         Court of Ritchie County, West Virginia ( Civil Action No. 02-C-02). The
         complaint  alleges that we sold certain assets which Mr. Spencer claims
         to be the beneficial  owner. The complaint seeks $1,000,000 in damages.
         Management believes the suit is without merit and intends to vigorously
         defend the action.  We have not accrued any amounts for these claims as
         of December 31, 2001 because we feel that based on our defenses against
         the claims we will have no additional liability. Due to the early stage
         of the litigation,  it is not possible to evaluate the likelihood of an
         unfavorable outcome or estimate the extent of potential loss.


Item 2.           Changes In Securities and Use of Proceeds

         During the third quarter of 2002, we issued  4,166,667 shares of common
stock to two persons upon the  conversion of notes  payable,  valued at $25,000.
This transaction was exempt from  registration  under the Securities Act of 1933
pursuant to Section  3(a)(9) of that Act. Also during the third quarter of 2002,
we issued  33,333,333  to one person for cash in the  amount of  $200,000.  This
transaction  was  exempt  from  registration  pursuant  to  Section  4(2) of the
Securities  Act. The cash  realized from the sale of shares was used for general
operating expenses.


Item 3.           Defaults Upon Senior Securities

         In 1998,  we issued  $4,625,400  face value of 8%  secured  convertible
debentures due June 30, 1999.  Interest on the debentures  accrued upon the date
of issuance  until  payment in full of the  principal  sum was been made or duly
provided for.  Holders of the  debentures  have the option,  at any time,  until
maturity, to convert the principal amount of their debenture,  or any portion of
the  principal  amount  which is at least  $10,000 into shares of the our common
stock at a  conversion  price for each share  equal to the lower of (a)  seventy
percent  (70%) of the  market  price  of the our  stock  averaged  over the five
trading  days prior to the date of  conversion,  or (b) the market  price on the
issuance  date of the  debentures.  Any  accrued  and unpaid  interest  shall be
payable,  at our option,  in cash or in shares of our common stock valued at the
then  effective  conversion  price.  During 2000,  all but one of the  remaining
outstanding debentures were converted into commons stock. At September 30, 2002,
we owed $346,462 in connection with the debentures  consisting of $50,000 to one
debenture holder and $296,462 in penalties and interest.


Item 4.           Submission of Matters to a Vote of Security Holders

         This Item is not applicable.




                                      -19-

<PAGE>



Item 5.           Other Information

         This Item is not applicable.


Item 6.           Exhibits and Reports on Form 8-K

         (a)      Exhibits

                  Exhibit 99.1      Certification  of  C.E.O.   Pursuant  to  18
                                    U.S.C.  Section 1350, as Adopted Pursuant to
                                    Section  906  of the  Sarbanes-Oxley  Act of
                                    2002

                  Exhibit 99.2      Certification   of   Principal    Accounting
                                    Officer Pursuant to 18 U.S.C.  Section 1350,
                                    as Adopted  Pursuant  to Section  906 of the
                                    Sarbanes-Oxley Act of 2002

         (b) Reports on Form 8-K

                  There were no current  reports filed on Form 8-K for the three
                  month period ended September 30, 2002.



                                      -20-

<PAGE>



                                                    SIGNATURES


         In accordance with the  requirements of the Securities  Exchange Act of
1934,  the  Registrant  caused  this  report to be  signed on its  behalf by the
undersigned, thereunto duly authorized.

                                      TRANS ENERGY, INC.



Date:  November 15, 2002     By  /S/  ROBERT I. RICHARDS
                                -----------------------------------------------
                                      ROBERT I. RICHARDS, President,
                                      Chief Executive Officer and Director




Date:  November 15, 2002     By  /S/  WILLIAM F. WOODBURN
                                -----------------------------------------------
                                      WILLIAM F. WOODBURN
                                      Secretary / Treasurer
                                      (Principal Accounting Officer)



                                      -21-

<PAGE>



                                 Certifications

                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

         I, Robert I.  Richards,  Chief  Executive  Officer of the Trans Energy,
Inc. (the "registrant"), certify that:

         1. I have  reviewed  this  quarterly  report  on Form  10-QSB  of Trans
         Energy, Inc.;

         2. Based on my knowledge,  this  quarterly  report does not contain any
         untrue  statement of a material  fact or omit to state a material  fact
         necessary to make the  statements  made, in light of the  circumstances
         under which such  statements  were made, not misleading with respect to
         the period covered by this quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
         information  included in this quarterly  report,  fairly present in all
         material  respects the financial  condition,  results of operations and
         cash flows of the  registrant as of, and for, the periods  presented in
         this quarterly report;

         4. The registrant's other certifying officers and I are responsible for
         establishing  and  maintaining  disclosure  controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:

                   a) designed such disclosure controls and procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this quarterly report is being prepared;

                  b) evaluated the effectiveness of the registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "Evaluation
                  Date"); and

                  c) presented in this quarterly  report our  conclusions  about
                  the  effectiveness  of the disclosure  controls and procedures
                  based on our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officers and I have disclosed,
         based on our most recent evaluation,  to the registrant's  auditors and
         the audit  committee of  registrant's  board of  directors  (or persons
         performing the equivalent function):

                  a) all significant  deficiencies in the design or operation of
         internal controls which could adversely affect the registrant's ability
         to  record,  process,  summarize  and  report  financial  data and have
         identified  for the  registrant's  auditors any material  weaknesses in
         internal controls; and

                  b)  any  fraud,   whether  or  not  material,   that  involves
         management  or  other  employees  who  have a  significant  role in the
         registrant's internal controls; and

                  6.  The  registrant's  other  certifying  officers  and I have
         indicated  in  this   quarterly   report  whether  or  not  there  were
         significant changes in internal controls or in other factors that could
         significantly  affect internal  controls  subsequent to the date of our
         most recent evaluation, including any corrective actions with regard to
         significant deficiencies and material weaknesses.


Date:  November 15, 2002


/s/   ROBERT I. RICHARDS
-----------------------------
      Robert I. Richards
      Chief Executive Officer



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<PAGE>



                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

         I,  William  F.  Woodburn,  Principal  Accounting  Officer of the Trans
Energy, Inc. (the "registrant"), certify that:

         1. I have  reviewed  this  quarterly  report  on Form  10-QSB  of Trans
         Energy, Inc.;

         2. Based on my knowledge,  this  quarterly  report does not contain any
         untrue  statement of a material  fact or omit to state a material  fact
         necessary to make the  statements  made, in light of the  circumstances
         under which such  statements  were made, not misleading with respect to
         the period covered by this quarterly report;

         3. Based on my knowledge, the financial statements, and other financial
         information  included in this quarterly  report,  fairly present in all
         material  respects the financial  condition,  results of operations and
         cash flows of the  registrant as of, and for, the periods  presented in
         this quarterly report;

         4. The registrant's other certifying officers and I are responsible for
         establishing  and  maintaining  disclosure  controls and procedures (as
         defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
         we have:

                   a) designed such disclosure controls and procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this quarterly report is being prepared;

                  b) evaluated the effectiveness of the registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "Evaluation
                  Date"); and

                  c) presented in this quarterly  report our  conclusions  about
                  the  effectiveness  of the disclosure  controls and procedures
                  based on our evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officers and I have disclosed,
         based on our most recent evaluation,  to the registrant's  auditors and
         the audit  committee of  registrant's  board of  directors  (or persons
         performing the equivalent function):

                  a) all significant  deficiencies in the design or operation of
         internal controls which could adversely affect the registrant's ability
         to  record,  process,  summarize  and  report  financial  data and have
         identified  for the  registrant's  auditors any material  weaknesses in
         internal controls; and

                  b)  any  fraud,   whether  or  not  material,   that  involves
         management  or  other  employees  who  have a  significant  role in the
         registrant's internal controls; and

                  6.  The  registrant's  other  certifying  officers  and I have
         indicated  in  this   quarterly   report  whether  or  not  there  were
         significant changes in internal controls or in other factors that could
         significantly  affect internal  controls  subsequent to the date of our
         most recent evaluation, including any corrective actions with regard to
         significant deficiencies and material weaknesses.


Date:  November 15, 2002


/s/   WILLIAM F. WOODBURN
-----------------------------
      William F. Woodburn
      Principal Accounting Officer


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