SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC  20549

                                   FORM 10-QSB

[X]     Quarterly  report  under  Section 13 or 15(d) of the Securities Exchange
Act  of  1934  for  the  quarterly  period  ended  JUNE  30,  1998.
                                                   ----------------

[   ]     Transition report under Section 13 or 15(d) of the Securities Exchange
Act  of  1934  for  the  quarterly  period  from  _______to  _______.

                         Commission file number 1-13162

                              EMPIRIC ENERGY, INC.
             (Exact name of registrant as specified in its charter)

<TABLE>
<CAPTION>

<S>                                                   <C>
                                             TEXAS                              75-2455467
(State or other jurisdiction of           (IRS Employer Identification No.)
incorporation or organization)

12750 MERIT DRIVE, SUITE 750
                                   DALLAS, TEXAS                             75251-1609
(Address of principal executive offices)              (Zip Code)
                                         
                                 (972) 387-4100
          (Registrant's telephone number, including area code)
</TABLE>
     
Check  whether  the  issuer  (1)  has  filed all reports required to be filed by
Section  13  or 15(d) of the 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.

                                                       Yes     X        No
                                                          ------          ------

State the number of shares outstanding of each of the issuer's classes of common
equity,  as  of  June  30,  1998.                                      6,779,386
                                                                       ---------


Transitional  Small  Business  Disclosure  Format          Yes          No     X
                                                                          ------



Page 1 of  9 pages contained in the sequential number system.  The Exhibit Index
is  on  Page  8  of  the  sequential  numbering  system.



<PAGE>                             

                                     PART I

                              FINANCIAL INFORMATION

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

           The  financial  statements  included herein have been prepared by the
Company,  without audit, pursuant to the rules and regulations of the Securities
and  Exchange Commission. The financial statements reflect all adjustments which
are, in the opinion of management, necessary to fairly present such information.
Although  the  Company  believes  that  the disclosures are adequate to make the
information  presented  not  misleading,  certain  information  and  footnote
disclosure,  including  significant  accounting  policies,  normally included in
financial  statements  prepared in accordance with generally accepted accounting
principles  have  been  condensed  or  omitted  pursuant  to  such  rules  and
regulations.  It  is  suggested  that  these  financial  statements  be  read in
conjunction  with the financial statements and the notes thereto included in the
Company's  latest  annual  report  on  Form  10-K,  dated  December  31,  1997.


<TABLE>
<CAPTION>
                                      CONDENSED BALANCE SHEETS

                           June 30, 1998  December 31,
                            (Unaudited)      1997 
<S>                                      <C>           <C>
               ASSETS

CURRENT  ASSETS 
 Cash . . . . . . . . . . . . . . . . .  $    85,354   $   18,811
 Accounts Receivable. . . . . . . . . .      106,895       63,225
 Notes Receivable . . . . . . . . . . .      162,781       31,000
                                         -----------   ----------
   TOTAL CURRENT ASSETS . . . . . . . .      355,029      113,036
                                         -----------   ----------

OIL AND GAS PROPERTIES
 Properties being amortized . . . . . .    5,413,436    3,692,500
 Accumulated depreciation and depletion   (1,572,562)   1,555,250
                                         ------------  ----------
   NET OIL AND GAS PROPERTIES . . . . .    3,840,874    2,137,250
                                         ------------  ----------

OTHER ASSETS
 Other property and equipment,. . . . .        6,361            -
 Other. . . . . . . . . . . . . . . . .        5,357        2,076
                                         ------------  ----------
   TOTAL OTHER ASSETS . . . . . . . . .       11,718        2,076
                                         ------------  ----------

TOTAL ASSETS. . . . . . . . . . . . . .   $4,207,622   $2,252,362
                                         ============  ==========
</TABLE>
CONDENSED  BALANCE  SHEETS  -  (CONTINUED)
<PAGE>
<TABLE>
<CAPTION>
                                                                                June 30, 1998  December 31,
                              (Unaudited)      1997
<S>                                           ------------  ------------
                              <C>           <C>
    LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
 Accounts Payable. . . . . . . . . . . . . .  $   126,507   $    79,414 
 Due to stockholders . . . . . . . . . . . .       17,981        17,981 
 Short-term notes payable. . . . . . . . . .      214,574        30,000 
                                              ------------  ------------
   TOTAL CURRENT LIABILITIES . . . . . . . .      359,062       127,395 

 Long-Term Notes Payable . . . . . . . . . .      687,500             - 
                                              ------------  ------------
   TOTAL LIABILITIES . . . . . . . . . . . .    1,046,562       127,395 

STOCKHOLDERS' EQUITY
 Preferred stock, $100 par value; authorized
   2,000,000 shares, 5,250 shares and none .      525,000             - 
   outstanding, respectively
 Common Stock, $0.01 par value; authorized
   20,000,000  shares; 6,779,386 shares and
   5,859,776 outstanding, respectively . . .       67,794        58,598 
 Additional paid-in capital. . . . . . . . .    4,995,742     4,286,662 
 Accumulated deficit . . . . . . . . . . . .   (2,427,476)   (2,220,292)
                                              ------------  ------------
   TOTAL STOCKHOLDERS' EQUITY. . . . . . . .    3,161,060     2,124,968 
                                              ------------  ------------

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY . .  $ 4,207,622   $ 2,252,362 
                                              ============  ============
</TABLE>

<PAGE>      
<TABLE>
<CAPTION>

                                                                                       STATEMENTS OF OPERATIONS


                                 Six Months Ended June 30          Three Months Ended June 30
                                --------------------------        ----------------------------                      
                                 1998               1997           1998                 1997
                            (Unaudited)       (Unaudited)     (Unaudited)         (Unaudited)

<S>                             <C>                <C>            <C>                 <C>
                                        
Revenues
 Oil and Gas Sales. .  . . . .  $   68,926    $      64,496       $    65,617      $   32,611 
Expenses
 Production . . . . . . . . .       21,777           23,914            20,585           6,955 
 Depreciation, depletion,         
   & amortization                   18,291           12,446            17,112           8,169 
 Interest . . . . . . . . . . .     18,290            5,479            16,840           1,683 
 General and administrative . .    248,457          101,649           142,917          40,443 
                                ----------    -------------       -----------      ----------
   TOTAL EXPENSES . . . . . . .    306,815          143,488           197,454          57,250 

Other Income
 Dividend Income. . . . . . . .     22,500           22,500            11,250          11,250 
 Interest Income. . . . . . . .      2,930             -                2,930            - 
 Other. . . . . . . . . . . . .      5,276             -                4,157            - 
                                ----------    -------------      ------------      ----------
   TOTAL OTHER INCOME . . . . .     30,706           22,500            18,337          11,250 
                                ----------    -------------      ------------      ----------

Loss before extraordinary item. $ (207,183)  $      (56,492)      $  (113,500)     $  (13,389)

Extraordinary item:
Gain from debt restructuring. .       -              70,196              -             40,432 
                                ----------    -------------      ------------      ----------

NET AND COMPREHENSIVE (LOSS)
   PROFIT                       $ (207,183)  $       13,704       $  (113,500)     $   27,043 
                                ===========  ==============       ============    ===========
Basic and diluted net and 
comprehensive loss per share 
from extraordinary items        $     -      $         0.02       $      -         $     0.01 

Basic and diluted net and 
comprehensive loss per share 
after extraordinary item        $    (0.03)  $         -          $     (0.02)     $     - 

Weighted average shares          6,166,313        4,674,195         6,472,849       4,658,570 
                                ===========  ==============       ============    ===========
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

                      STATEMENTS OF CASH FLOWS (UNAUDITED)

                                                                     Six Months Ended June 30
                                                                                 -------------------------       
                                                                   1998            1997
                                           (Unaudited)
                                           -----------     ----------      
<S>                                                          <C>               <C>
Cash flows from operating activities
 Net Loss . . . . . . . . . . . . . . . . . . . . . . . . .  $    (207,184)    $  13,707 
 Depreciation and amortization. . . . . . . . . . . . . . .         18,290        16,386 

 (Increase) decrease in :
   Accounts receivable-trade. . . . . . . . . . . . . . . .        (21,170)     (35,854)
   Accrued Dividends. . . . . . . . . . . . . . . . . . . .        (22,500)          - 
   Accrued Income . . . . . . . . . . . . . . . . . . . . .        (30,803)          - 
   Other Assets . . . . . . . . . . . . . . . . . . . . . .         (9,642)        (731)

 Increase (decrease) in:
   Accounts payable and accrued expenses. . . . . . . . . .         47,093       35,811 
                                                             --------------  -----------
   Net cash provided by operating activities. . . . . . . .       (225,916)      29,319 
                                                             --------------  -----------

Cash flows from investing activities
 Capital expenditures . . . . . . . . . . . . . . . . . . .        (68,827)     (53,009)
 Notes receivable . . . . . . . . . . . . . . . . . . . . .             -            - 
                                                             --------------  -----------

   Net cash used by investing activities. . . . . . . . . .        (68,827)     (53,009)
                                                             --------------  -----------

Cash flows from financing activities
 Short-term notes payable . . . . . . . . . . . . . . . . .        100,000     (139,850)
 Long-term notes payable. . . . . . . . . . . . . . . . . .        184,574         - 
 Liquidation of long-term note. . . . . . . . . . . . . . .           -            - 
 Proceeds from issuance of common stock . . . . . . . . . .         76,712      162,840 
 Proceeds from issuance of preferred stock. . . . . . . . .           -            - 
 Proceeds from sale of oil and gas properties . . . . . . .           -            - 
                                                             --------------  -----------
Net cash provided by investing activities . . . . . . . . .        361,286      22,990 
                                                             --------------  -----------

Net increase in cash and cash equivalents . . . . . . . . .         66,543         (700)
Cash and cash equivalents, at beginning of period . . . . .         18,811        1,084 
                                                             --------------  -----------
CASH AND CASH EQUIVALENTS, AT END OF PERIOD . . . . . . . .  $      85,354  $       384 
                                                             ============== ============

Interest paid during period . . . . . . . . . . . . . . . .  $      18,290  $     5,479 
                                                             ============== ============
Income Taxes paid during period . . . . . . . . . . . . . .  $        -     $      - 
                                                             ============== ============
</TABLE>
<PAGE>

NOTES  TO  FINANCIAL  STATEMENTS

Note  1.   Acquisition  of  Properties

     Effective April 1, 1998, the Company acquired 16 producing wells and 18,000
acres  in  South  Texas  and  300 acres in South Louisiana valued at $1,700,700.
Consideration  was  992,577  shares  of Common stock (Rule 144), 5,250 shares of
$100  Convertible Preferred stock, $525,000 of Convertible Senior Notes, 300,000
Class  B  Warrants  and 200,000 Class C Warrants.  The transaction was accounted
for  by  the  Purchase  Method  of  Accounting.  Revenues  and  expenses  of the
properties are included in the Company's Statement of Operations beginning April
1,  1998.

     The following pro forma information has been prepared as if the acquisition
had  been  completed  at  the  beginning  of  the  respective  periods:

<TABLE>
<CAPTION>
                   Six Months Ended June 30  
                               1998       1997
                            ----------  --------
<S>                         <C>         <C>
Revenues . . . . . . . . .  $ 119,488   $240,500
Net (loss)income . . . . .  $(214,359)  $ 67,500
Net (loss)income per share  $   (0.03)  $   0.01
</TABLE>

See notes to financial statements included in the Company's 1997 Annual Report
 on Form 10-KSB.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
          OF OPERATIONS.
----------------------------------------------------------------------------- 

RESULTS OF OPERATIONS

     Oil  and  gas  sales  of  $65,617  for  the  quarter  ended  June  30, 1998
represented  an  increase  of  $33,006  from  the comparable 1997 quarter.  This
increase was due to the acquisition described below.  Total expenses of $197,454
for  the  quarter  ended March 31, 1998 represented an increase of $140,203 from
the  comparable  1997 quarter.  The increase was due to the increase in overhead
due  to the hiring of a President and Chief Operating Officer and the additional
operating  expenses  related  to  the  properties  acquired.  Total  net loss of
$113,500  represented  a  decrease  of  $140,543  from  the  net  income for the
comparable 1997 quarter due to the factors cited above and debt restructuring in
the  1997  quarter.

     Empiric  announced  on  April  13,  1998  the  acquisition  from  a private
independent  energy  company  and individual investors, producing properties and
related  large leasehold acreage located in South/Central Texas of approximately
18,000  acres,  that  will  provide additional drilling locations.  The original
working  interest  acquired  was  46%.

     A twenty well program was commenced with three wells completed and a fourth
well  being  drilled and plugged and abandoned. The remaining sixteen wells will
be  drilled  over  the  next  several  months.

     The  first  three  wells  had  a  combined absolute open flow (AOF) rate in
excess  of  15 MMcfpd as determined by an independent engineering firm, with the
results,  filed as required with the Texas Railroad Commission.  The three wells
started  production  the  last  week  of  April  at  approximately  1.5  MMcfpd.

     The effective date for all production income to accrue to Empiric's account
was  April  1,  1998.

     The  acquisition  further included advanced technology survey data covering
11.9  million  acres  of the highly prolific Upper Wilcox Trend, covering 34,000
linear miles, and resulting in "high-grading" 298,000 acres, containing over 100
potential  prospects.  In  addition, Empiric acquired an exploration prospect in
Louisiana.  The  successful completion of the prospect would have a major impact
on  current  and  future  income  to  Empiric  and  related  shares outstanding.

     The  acquisition  also  included a 25% interest in a partnership to utilize
advanced  technology  (SRMtrn)  coupled  with  the  development  of  sedimentary
residual magnetics bright spots (Mbtrnss) anomaly techniques and a commitment to
participate  in  the exploration and development of potential drilling prospects
in  South  Morocco  (SRM).

     Empiric's  objective will be to develop substantial prospects for long term
growth  utilizing  very  successful  and proven proprietary technology developed
over  the  past  fifteen  years  in  domestic  and foreign locations.  The above
project  will  commence  and  continue  over  the  next  1    to  two  years.

LIQUIDITY  AND  CAPITAL  RESOURCES

     As  of June 30, 1998, the Company had a net worth of $3,161,060 compared to
a  net worth of $2,124,9968 at December 31, 1997, a 48% increase.   However, the
shares  outstanding  increased  only  16% from 5,859,776 to 6,779,386 during the
same  period.  This  increase is primarily due to acquisition of properties with
equity  of the Company.  There was working capital deficit of $4,032 at June 30,
1998  compared  to  a  deficit  of  $14,358  at  December  31,  1997.

     During  the quarter Senior Notes were sold totaling $50,000.  Proceeds were
used  for  working  capital.

STRATEGY,  BUSINESS  PLANS  AND  NEED  FOR  THE  INFUSION  OF  CAPITAL

     The  Company  acquired  the  above properties for Securities of the Company
disclosed  in  a  Form 8-K dated April 9, 1998.  Additional capital is needed to
complete two other acquisitions and continue the expected 1998 drilling program.
Various  sources  of  financing,  including  the  issuance  of  debt  and equity
securities  are  being investigated.

<PAGE>
                         PART  II.

                      OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

    NONE

ITEM 2.  CHANGES IN SECURITIES

     Issued 919,610 shares of common stock, 5,250 shares of $100 preferred stock
and  300,000  shares  Class  B  and  200,000  shares  Class  C  warrants.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

  NONE

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

     At  Annual  Meeting  of  Shareholders held May 29, 1998, Directors James J.
Ling, Clyde E. Skeen  and R. Renn Rothrock, Jr. were elected.  Hein + Associates
LLP  were  elected  as  auditors  for  1998.

ITEM 5.  OTHER INFORMATION


  NONE

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

  Form 8-K dated March 24, 1998, acquisition of properties.
  Form 8-K dated June 9, 1998, election of auditors.

<PAGE>

                    SIGNATURES


In  accordance  with  the  requirements  of  the  Exchange  Act, 
the Registrant  caused  this  Form  10-QSB  Report to be signed on 
its behalf by the undersigned,  thereunto  duly  authorized.

EMPIRIC  ENERGY,  INC.
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<CAPTION>

<S>                                     <C>
By: /s/ James J. Ling. . . . . . . .  Date:   August 13, 1998
--------------------------------------  
  James J. Ling
  Chairman and Chief Executive Officer
</TABLE>




Pursuant  to  the  requirements of the Securities and Exchange Act of 1934, this
report  has  been signed below by the following persons on behalf of the Company
and  in  the  capacities  and  on  the  dates  indicated.


<TABLE>
<CAPTION>

<S>                        <C>
By: /s/ Clyde E. Skeen. .              Date:   August 13, 1998
-------------------------------------  
  Clyde E. Skeen
  Chief Financial Officer
</TABLE>




<TABLE>
<CAPTION>

<S>                                     <C>
By: /s/ James J. Ling. . . . . . . . .  Date:   August 13, 1998
--------------------------------------  
  James J. Ling
  Chairman and Chief Executive Officer
</TABLE>




<TABLE>
<CAPTION>

<S>                                      <C>
By: /s/ R. Renn Rothrock, Jr. . . . . ..Date:   August 13, 1998
---------------------------------------  
  R. Renn Rothrock, Jr.
  President and Chief Operating Officer
</TABLE>