U.S. 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 quarterly period ended November 30, 1998

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934

         For the transition period from                 to
                                        ----------------    -----------------

                           Commission File No. 0-20879



                             PYR ENERGY CORPORATION
                             ----------------------
        (Exact name of small business issuer as specified in its charter)



              Delaware                                       95-4580642
              --------                                       ----------
      (State or jurisdiction of                           (I.R.S. Employer 
     incorporation or organization)                      Identification No.)


  1675 Broadway, Suite 1150, Denver, CO                        80202
  -------------------------------------                        -----
(Address of principal executive offices)                     (Zip Code)


          Issuer's telephone number, including area code (303) 825-3748


     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 preceding
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 REGISTRANTS)

     The number of shares  outstanding of each of the issuer's classes of common
equity as of January 14, 1999 is as follows:

         $.001 Par Value Common Stock                    9,421,470
                                                         ---------


<PAGE>
                             PYR ENERGY CORPORATION

                                   FORM 10-QSB
                                      INDEX





PART I.    FINANCIAL INFORMATION

Item 1.  Financial Statements ........................................      3

         Balance Sheet B November 30, 1998 and August 31, 1998........      3

         Statement of Operations B Quarters Ended November 30, 1998
         and November 30, 1997 .......................................      4

         Statement of Cash Flows B Quarters Ended November 30, 1998
         and November 30, 1997 .......................................      5

         Notes to Financial Statements ...............................      6

         Summary of Significant Accounting Policies ..................      6

Item 2.  Management's Discussion and Analysis or Plan of Operation....      8


PART II. OTHER INFORMATION

Item 1.  Legal Proceedings ...........................................     12

Item 2.  Changes in Securities .......................................     12

Item 3.  Defaults Upon Senior Securities .............................     12

Item 4.  Submission of Matters to a Vote of Security Holders .........     12

Item 5.  Other Information ...........................................     12

Item 6.  Exhibits and Reports on Form 8-K ............................     13

Signatures ...........................................................     13







                                       2

<PAGE>



                                     PART I
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION>

                                         PYR ENERGY CORPORATION
                                      (A Development Stage Company)
                                             BALANCE SHEETS

                                                 ASSETS

                                                                     11/30/98                 8/31/98
                                                                   (UNAUDITED)
<S>                                                                <C>                      <C>  
CURRENT ASSETS
  Cash                                                             $ 1,140,326              $   373,100
  Deposits and prepaid expenses                                         42,516                   16,897
                                                                   -----------              -----------
    Total Current Assets                                             1,182,842                  389,997
                                                                   -----------              -----------
PROPERTY AND EQUIPMENT, at cost
  Furniture and equipment, net                                          50,169                   54,821
  Undeveloped oil and gas prospects                                  2,935,023                2,491,238
                                                                   -----------              -----------
                                                                     2,985,192                2,546,059
OTHER ASSETS, net                                                       77,893                    3,546
                                                                   -----------              -----------
                                                                   $ 4,245,927              $ 2,939,602
                                                                   ===========              ===========
                                    LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                 $    80,070              $    44,389
  Accrued  and other liabilities                                          --                  1,282,500
  Interest payable                                                      22,959                     --
  Current portion of capital lease obligation                            1,492                    1,441
  Convertible debentures                                             2,500,000                     --
                                                                   -----------              -----------
    Total Current Liabilities                                        2,604,521                1,328,330
                                                                   -----------              -----------

  Capital lease obligation                                               2,265                    2,661
                                                                   -----------              -----------
    Total Liabilities                                                2,606,786                1,330,991


STOCKHOLDERS' EQUITY
  Common stock, $.001 par value
        Authorized 30,000,000 shares
        Issued and outstanding B 9,421,470 shares at
            11/30/98 and 9,154,804 shares at 8/31/98                     9,421                    9,155
  Capital in excess of par value                                     1,967,821                1,768,088
  Deficit accumulated during the development stage                    (338,101)                (168,632)
                                                                   -----------              -----------
                                                                     1,639,141                1,608,611
                                                                   -----------              -----------
                                                                   $ 4,245,927              $ 2,939,602
                                                                   ===========              ===========

                                                             3
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                                          PYR ENERGY CORPORATION
                                       (A Development Stage Company)
                                         STATEMENTS OF OPERATIONS
                                               (UNAUDITED)

                                                                                      Cumulative from
                                                                                        Inception -
                                                  Three Months       Three Months        5/31/96 to
                                                 Ended 11/30/98     Ended 11/30/97        11/30/98
                                                 --------------     --------------      -----------
<S>                                              <C>                <C>                 <C> 
REVENUES
  Consulting fees                                 $      --          $    10,000        $   127,528
  Interest                                              4,525             15,739             46,266
                                                  -----------        -----------        -----------

                                                        4,525             25,739            173,794
                                                  -----------        -----------        -----------
OPERATING EXPENSES
  General and administrative                          137,775            187,917            956,699
  Dry hole impairment                                    --                 --               15,000
  Interest                                             29,832               --               30,671
  Depreciation and amortization                         6,386              3,333             29,853
                                                  -----------        -----------        -----------

                                                      173,993            191,250          1,032,223
                                                  -----------        -----------        -----------
OTHER INCOME
  Gain on sale of oil and gas properties                 --                 --              556,197
                                                  -----------        -----------        -----------
                                                     (169,468)          (165,511)          (302,232)

INCOME APPLICABLE TO PREDECESSOR LLC                     --                 --              (35,868)
                                                  -----------        -----------        -----------

NET (LOSS)                                        $  (169,468)       $  (165,511)       $  (338,100)
                                                  ===========        ===========        ===========

NET INCOME (LOSS) PER
   COMMON SHARE B BASIC AND DILUTED               $     (.018)       $     (.018)       $     (.050)
                                                  ===========        ===========        ===========

WEIGHTED AVERAGE NUMBER OF COMMON
   SHARES OUTSTANDING                               9,243,693          9,154,804          6,718,846
                                                  ===========        ===========        ===========



                                                   4

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                         PYR ENERGY CORPORATION
                                      (A Development Stage Company)
                                         STATEMENTS OF CASH FLOWS
                                               (UNAUDITED)

                                                                                                            Cumulative
                                                                   Three Months       Three Months        from Inception
                                                                  Ended 11/30/98      Ended 11/30/97       to 11/30/98
<S>                                                               <C>                 <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                $  (169,468)      $  (165,511)          $  (302,232)
  Adjustments to reconcile net income (loss) to net
      cash provided by operating activities
    Gain on sale of assets                                                --                --                (556,197)
    Depreciation and amortization                                        6,386             3,333                29,853
    Contributed services                                                  --                --                  36,000
    Dry hole impairment                                                   --                --                  15,000
    Changes in assets and liabilities
      (Increase)/decrease in receivables                                  --              10,000                  --
      (Increase)/decrease in deposits and prepaids                     (25,619)          (12,432)              (40,910)
      Increase/(decrease) in accounts payable                           35,681            (8,232)               65,636
      Increase/(decrease) in accrued and other liabilities              22,959            (5,684)               22,959
      Other                                                                (91)             --                  (3,842)
                                                                   -----------       -----------           -----------
Net cash provided/(used) by operating activities                      (130,152)         (178,526)             (733,733)
                                                                   -----------       -----------           -----------

CASH FLOWS FROM INVESTING ACTIVITIES
  Proceeds from sale of oil and gas interests                             --                --               1,050,078
  Cash paid for furniture and equipment                                 (1,734)          (11,935)              (74,622)
  Cash paid for undeveloped oil and gas assets                      (1,526,197)         (139,024)           (3,230,988)
                                                                   -----------       -----------           -----------
Net cash provided/(used) in investing activities                    (1,527,931)         (150,959)           (2,255,532)
                                                                   -----------       -----------           -----------

CASH FLOWS FROM FINANCING ACTIVITIES
  Members capital contributions                                           --                --                  28,000
  Distributions to members                                                --                --                 (66,000)
  Cash from short-term borrowings                                         --                --                 285,000
  Repayments of short-term borrowings                                     --                --                (285,000)
  Proceeds from sale of common stock                                      --                --               2,023,750
  Cash paid for offering costs                                            --                --                (280,711)
  Cash received upon recapitalization and merger                          --                --                     336
  Increase/(decrease) in convertible debentures                      2,500,000              --               2,500,000
  Cash paid for deferred financing costs                               (74,346)             --                 (74,346)
  Payments on capital lease                                               (345)             --                  (1,438)
                                                                   -----------       -----------           -----------
Net cash (used) provided by financing activities                     2,425,309              --               4,129,591
                                                                   -----------       -----------           -----------

NET INCREASE/(DECREASE) IN CASH                                        767,226          (329,485)            1,140,326

CASH, BEGINNING OF PERIODS                                             373,100         1,432,281                  --
                                                                   -----------       -----------           -----------
CASH, END OF PERIODS                                               $ 1,140,326       $ 1,102,796           $ 1,140,326
                                                                   ===========       ===========           ===========

                                                         5
</TABLE>
<PAGE>




                             PYR ENERGY CORPORATION
                          (A Development Stage Company)
                          Notes to Financial Statements
                                November 30, 1998


The accompanying  interim  financial  statements of PYR Energy  Corporation (the
"Company")  are  unaudited.  In the  opinion of  management,  the  interim  data
includes  all  adjustments,  consisting  only of normal  recurring  adjustments,
necessary for a fair presentation of the results for the interim period.

The  financial  statements  included  herein  have been  prepared by the Company
pursuant to the rules and regulations of the Securities and Exchange Commission.
Certain  information  and  footnote  disclosure  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have  been  condensed  or  omitted  pursuant  to  such  rules  and  regulations.
Management  believes the  disclosures  made are adequate to make the information
not misleading and recommends that these condensed financial  statements be read
in conjunction with the financial statements and notes included in the Company's
Form 10-KSB as of August 31, 1998.

PYR  Energy  Corporation  (formerly  known as Mar  Ventures  Inc.  ("Mar"))  was
incorporated  under the laws of the State of Delaware on March 27, 1996. Mar had
been a public company which had no  significant  operations as of July 31, 1997.
On August 6, 1997 Mar acquired  all the  interests in PYR Energy LLC ("PYR LLC")
(a Colorado Limited  Liability Company organized on May 31, 1996), a development
stage company as defined by Statement of Financial  Accounting  Standards (SFAS)
No. 7. PYR LLC, an independent oil and gas exploration company, had been engaged
in the acquisition of oil and gas properties for exploration and exploitation in
the  Rocky  Mountain  region  and  California.  As of August 6, 1997 PYR LLC had
acquired  only  non-producing  leases and  acreage and no  exploration  had been
commenced on the  properties.  Upon  completion of the acquisition of PYR LLC by
Mar,  PYR LLC ceased to exist as a separate  entity.  Mar  remained as the legal
surviving entity and,  effective  November 12, 1997, Mar changed its name to PYR
Energy Corporation.



SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     USE OF ESTIMATES - The  preparation  of financial  statements in conformity
     with generally accepted  accounting  principles requires management to make
     estimates and  assumptions  that affect the reported  amounts of assets and
     liabilities and disclosure of contingent assets and liabilities at the date
     of the financial  statements and reported  amounts of revenues and expenses
     during  the  reporting  period.  Actual  results  could  differ  from those
     estimates.

     CASH  EQUIVALENTS  - For  purposes of  reporting  cash  flows,  the Company
     considers as cash equivalents all highly liquid investments with a maturity
     of three  months or less at the time of  purchase.  At November  30,  1998,
     there were no cash equivalents.

                                       6

<PAGE>


     PROPERTY  AND  EQUIPMENT -  Furniture  and  equipment  is recorded at cost.
     Depreciation  is  provided  by use of the  straight-line  method  over  the
     estimated  useful  lives of the  related  assets  of  three to five  years.
     Expenditures for replacements,  renewals,  and betterments are capitalized.
     Maintenance and repairs are charged to operations as incurred.

     OIL AND GAS  PROPERTIES  - The  Company  follows  the full  cost  method to
     account for its oil and gas exploration and development  activities.  Under
     the full cost method,  all costs incurred which are directly related to oil
     and gas  exploration  and  development  are  capitalized  and  subjected to
     depreciation  and  depletion.  Depletable  costs also include  estimates of
     future  development costs of proved reserves.  Costs related to undeveloped
     oil and gas  properties  may be excluded from  depletable  costs until such
     properties are evaluated as either proved or unproved.  The net capitalized
     costs are subject to a ceiling limitation. Gains or losses upon disposition
     of oil and gas properties are treated as adjustments to capitalized  costs,
     unless the  disposition  represents a significant  portion of the Company's
     proved  reserves.  A separate  cost center is maintained  for  expenditures
     applicable to each country in which the Company conducts exploration and/or
     production activities.
     Undeveloped oil and gas properties consists primarily of leases and acreage
     acquired by the Company for its exploration and development activities. The
     cost of these non-producing leases is recorded at the lower of cost or fair
     market value.
     The Company has adopted  SFAS No. 121  "Accounting  for the  Impairment  of
     Long-Lived  Assets  and for  Long-Lived  Assets  to Be  Disposed  of" which
     requires  that  long-lived  assets  to be held  and  used be  reviewed  for
     impairment  whenever events or changes in  circumstances  indicate that the
     carrying  amount of an asset may not be  recoverable.  The adoption of SFAS
     121 has not had an impact on the  Company's  financial  statements,  as the
     Company has determined  that no impairment  loss through  November 30, 1998
     need to be recognized for applicable assets of continuing operations.

     ORGANIZATION  COSTS - Costs related to the organization of the Company have
     been capitalized and are being amortized over a period of five years.

     INCOME  TAXES - The Company has  adopted  the  provisions  of SFAS No. 109,
     "Accounting  for Income Taxes".  SFAS 109 requires  recognition of deferred
     tax  liabilities  and assets for the expected  future tax  consequences  of
     events that have been included in the financial  statements or tax returns.
     Under this method, deferred tax liabilities and assets are determined based
     on the difference  between the financial  statement and tax basis of assets
     and liabilities using enacted tax rates in effect for the year in which the
     differences are expected to reverse.

                                       7
<PAGE>


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The  Company  is an  independent  oil and  gas  exploration  company  whose
strategic   focus  is  the   application   of  advanced   seismic   imaging  and
computer-aided  exploration technologies in the systematic search for commercial
hydrocarbon  reserves,  primarily  in the onshore  western  United  States.  The
Company  attempts to leverage its technical  experience  and expertise  with 3-D
seismic to identify  exploration  and  exploitation  projects  with  significant
potential  economic  return.  The  Company  intends to  participate  in selected
exploration  projects as a non-operating,  working interest owner,  sharing both
risk and rewards with its partners.  The Company has and will continue to pursue
exploration  opportunities  in regions  where the Company  believes  significant
opportunity  for  discovery  of oil and gas exists.  By reducing  drilling  risk
through 3-D seismic technology, the Company seeks to improve the expected return
on investment in its oil and gas exploration projects.

     During the quarter ended November 30, 1998, the Company  completed the sale
of convertible  promissory notes (the "Notes") in the total amount of $2,500,000
in a private placement transaction pursuant to exemptions from federal and state
registration requirements.

     The Notes will  automatically  convert  into  shares of Series A  Preferred
Stock  (the  "Series  A  Preferred")  at the rate of one  share  for  each  $100
principal  amount of Notes if the Series A Preferred is approved by stockholders
prior to April 23, 1999. The Series A Preferred is convertible into Common Stock
at the rate of one share of Common Stock for each $.60 of the purchase amount of
the Series A  Preferred.  If the Series A  Preferred  is not issued by April 23,
1999 (which  requires  stockholder  approval to  authorize a class of  preferred
stock),  the Note  holders  have the right to  require  that  Notes and  accrued
interest be paid on demand or to convert the Notes into Common Stock at the rate
of one share of Common Stock for each $.30 of  principal  amount of Notes rather
than the  conversion  rate of one  share of  Common  Stock for each $.60 of face
amount of the Series A  Preferred.  The full  principal  amount of the Notes and
accrued  interest  at the rate of 10 percent per year is due on October 26, 1999
if the Notes have not been  converted  into Series A Preferred  or Common  Stock
prior to that  time.  The  Company  is  required  to make  semi-annual  interest
payments on the Notes commencing on the date that is six months from the date of
the  Notes  until  the  Notes  are  repaid.  The  Company  has the  right in its
discretion to pay the interest  portion of the Notes with Common Stock at a rate
based on the  weighted  average  trading  price of the Common  Stock for 45 days
prior to the interest payment date.

     During the quarters ended November 30, 1998 and 1997, the Company  incurred
approximately  $244,000 and $139,000  respectively,  for acquisition of acreage,
direct geological and geophysical costs, drilling costs and other related direct
costs with respect to its identified  exploration and exploitation projects. The
Company has had no revenues from oil and gas production.

     The Company currently  anticipates that it will participate in the drilling
of two to four  additional  exploratory  wells  during the next  twelve  months,
although  the number of wells may increase as  additional  projects are added to
the Company's portfolio.  However, there can be no assurance that any such wells
will be drilled and if drilled that any of these wells will be successful.

                                       8

<PAGE>


     The Company  currently has four active projects in the Southern San Joaquin
Basin of California:

     East Lost Hills - The Company has identified  and has undertaken  technical
analysis of a deep,  large untested  structure in the footwall of the Lost Hills
thrust.  This prospect lies directly east of and structurally below the existing
Lost Hills  field,  which has  produced in excess of 350 MMBoe from  shallow pay
zones in a large thrusted anticlinal feature.
        
     In early 1998,  the Company  entered into an  exploration  agreement with a
number of  established  Canadian  oil and gas  companies to  participate  in the
drilling of an initial  exploratory  well to fully  evaluate  the  feature.  PYR
received  cash  consideration  for a portion of its share of the acreage in this
play and a carried  6.475%  working  interest  through  the  tanks.  PYR owns an
additional 4.1% working interest for a total working interest of 10.575%.

     The Bellevue  Resources et al #1-17 East Lost Hills well, located in SE1/4.
Sec 17, T26S, R21E, Kern County, California, commenced drilling on May 15, 1998.
The well is designed to test  prospective  Miocene  sandstone  reservoirs in the
Temblor Formation. During September 1998, the well was sidetracked in an attempt
to gain  better  structural  position  and  delineate  potential  uphole pay. On
November 23, 1998,  the well was drilling at 17,600 feet toward a total depth of
19,000 feet when it blew out and ignited. No personal injuries resulted,  and an
expert well control team was engaged to contain the fire. Currently, the well is
under  control.  Surface  containment  facilities  consisting of separators  and
storage tanks have been installed and are collecting and separating hydrocarbons
and water from the well.  Natural gas is being flared while liquid  hydrocarbons
and water are being collected in the burn pits and in above ground storage tanks
for trucking to  processing  and disposal  facilities.  A snubbing unit is being
deployed to attempt a surface  control  kill of this well.  A relief  well,  the
Bellevue #1R  commenced  drilling on December  18, 1998 and it is expected  that
this relief well will intersect the wellbore of the Bellevue #1 sometime in late
January  of 1999,  at which time the  Bellevue  #1 will be  plugged.  Should the
operator be  successful  in using the snubbing unit to plug the Bellevue #1, the
Bellevue #1R is expected to be drilled directly into the Temblor  Formation as a
replacement well.  Although the Company believes that its insurance  coverage is
adequate to cover expenses  associated  with the blowout,  there is no assurance
that all of the  costs  will be  covered.  The  Company  and the  other  working
interest  owners jointly control  approximately  23,000 gross acres of leasehold
over the prospect.

     Southeast  Maricopa - During 1998,  the Company  completed  acquisition  of
approximately  52 square miles of 3-D seismic data over its  Southeast  Maricopa
exploration project.  Western Geophysical Company acted as the Company's seismic
contractor  for the data  acquisition.  The processed  data was delivered to the
Company in late  October,  1998 and the Company is  currently  in the process of
interpreting  the  data  in  order  to  identify  drillable  prospects.   It  is
anticipated  that the  interpretation  will be complete in February of 1999.  At
that time,  the  Company  intends to take this  project  to  potential  industry
partners for participation.  The Company intends to sell an appropriate  portion
of its interest in this project in order to receive a cash consideration  and/or
a carried interest in the drilling of one or more exploration wells. The Company
intends to drill an exploration  well on this prospect during the second quarter
of calendar 1999. No drilling commitments have been made or received.

                                       9

<PAGE>

     San Emidio. In November 1998, as part of its $2,500,000  private placement,
the Company  exchanged 266,666 shares of its common stock for 39 square miles of
3-D  seismic  data and oil and gas leases  covering  approximately  5,400  acres
adjacent to the Company's Southeast Maricopa  exploration  project.  The Company
intends to incorporate this 3-D seismic data with the newly acquired data at its
Southeast   Maricopa  acreage  in  order  to  further   understand  the  complex
stratigraphic  geometries  and trapping  mechanisms.  After  interpretation  and
evaluation,  there have been two prospective areas identified within the acreage
position. The Company may present this project to potential industry partners in
conjunction  with its Southeast  Maricopa  project or may create an  independent
project for  presentation.  The Company's  approach  will be to obtain  industry
participation  in order to receive a carried  interest in the drilling of one or
more exploration wells. The Company expects to drill an exploration well here in
the second quarter of calendar year 1999. No drilling commitments have been made
or received.

     School  Road - On  June 1,  1998,  the  Company  executed  a  participation
agreement  with Houston based Seneca  Resources  for the  Company's  School Road
acreage.  The drill to earn  agreement  provided  PYR with a prospect  fee and a
carried  through-the-tanks  working interest in an initial exploration well. PYR
would  ultimately  retain a 40% working  interest  in the School  Road  acreage.
Drilling  operations on the Federal #67X-30 located in SE1/4, SEC 30, T32S, R25E
were commenced on July 28, 1998. The well was drilled to a total depth of 12,508
feet and although  hydrocarbons were  encountered,  detailed log analysis of the
well  indicated  that the  reservoir  was  tight  and  incapable  of  sustaining
commercial production. The well was plugged and abandoned on September 18, 1998.
PYR continues to evaluate the results of the well and is  incorporating  the new
well control into the seismic model in order to determine  any potential  future
exploration opportunities at its School Road acreage.

     The Company has other  projects  identified in the Denver Basin of Colorado
and Nebraska,  the Williston  Basin of North Dakota and in the Big Horn Basin of
Wyoming and Montana. In addition, the Company continues to identify and evaluate
acquisition opportunities for exploration and exploitation opportunities.

     At November 30, 1998, the Company had a negative  working capital amount of
($1,422,000).  During the quarter ended November 30, 1998, the Company completed
a private  placement  which  provided a total of $2,500,000 to the Company.  The
private  placement  securities  issued  are  10%  convertible  notes  that  will
automatically  convert to 10%  convertible  preferred stock at the time, if any,
that PYR has obtained  stockholder  approval  for, and issued,  the  convertible
preferred  shares.  The preferred  stock is ultimately  convertible  into common
stock at a conversion price of $.60 per common share. The Company incurred costs
of approximately $75,000 in connection with this issuance of the notes. To date,
the  Company  has  funded  its oil and gas  exploration  activities  principally
through cash provided by the sale of its securities.

     The Company had no  outstanding  long-term  debt at November 30, 1998 other
than a capital  lease  obligation  and has not entered into any  commodity  swap
arrangements or hedging transactions. Although it has no current plans to do so,
it may enter into commodity swap and/or  hedging  transactions  in the future in
conjunction with oil and gas production. Nevertheless, there can be no assurance
that the Company will ever have oil and gas production.

                                       10
<PAGE>




        It is anticipated that the future  development of the Company's business
will require  additional capital  expenditures.  The Company is currently in the
process of interpreting and evaluating 3-D seismic data on two of its California
exploration  projects  and is in the  process  of  drilling  and  evaluating  an
exploration  well at East Lost  Hills.  Depending  upon the  extent of  industry
participation in the two seismic generated exploration projects and the ultimate
results at East Lost Hills,  the Company may require as much as  $4,800,000  for
capital  expenditures  during the next 12 months.  The Company  intends to limit
capital expenditures by forming industry alliances and exchanging an appropriate
portion of its  interest for cash and/or a carried  interest in its  exploration
projects.  Although  currently there are no commitments for additional  funding,
the Company may need to raise additional funds to cover capital expenditures. In
addition,  the  exploratory  well at East Lost  Hills  experienced  a blowout on
November 23, 1998. Although the Company currently believes that costs related to
the blowout and the release of  potential  pollutants  into the  atmosphere  are
covered  by  insurance,  there is no  assurance  that all of the  costs  will be
covered.


Results of Operations

     The quarter  ended  November 30, 1998  ("1998")  compared  with the quarter
ended November 30, 1997 ("1997").

     Operations  during the quarter  ended  November 30, 1998  resulted in a net
loss of ($169,468)  compared to a net loss of  ($165,511)  for the quarter ended
November 30, 1997.

     Oil and Gas Revenues and Expenses.  The Company has not owned any producing
or  proved  oil and gas  properties.  Accordingly,  no oil and gas  revenues  or
expenses have been recorded by the Company.

     Depreciation, Depletion and Amortization. The Company recorded no depletion
expense from oil and gas  properties for the quarters ended November 30, 1998 or
1997.  The  Company  has not owned  any  proved  reserves  and had no oil or gas
production.  The  Company  recorded  $6,386 and $3,333 in  depreciation  expense
associated with  capitalized  office furniture and equipment during the quarters
ended November 30, 1998 and 1997, respectively.

     General and  Administrative  Expense.  The Company  incurred  $137,775  and
$187,917  in general  and  administrative  expenses  during the  quarters  ended
November  30,  1998 and 1997,  respectively.  The  decrease  results  from lower
amounts  incurred  for  legal  fees,  accounting  fees,  employee  salaries  and
promotional expenses.

     Interest Expense.  The Company recorded $29,832 in interest expense for the
quarter  ended  November  30, 1998  associated  with the  Company's  convertible
debentures.

     Consulting Fee Revenue.  The Company generated $10,000 from consulting fees
during the quarter ended  November 30, 1997.  These revenues have ceased and are
not expected to occur in the future. 

                                       11

<PAGE>


Year 2000 Compliance

     Year 2000  compliance  is the ability of computer  hardware and software to
respond to the problems posed by the fact that computer  programs  traditionally
have used two digits rather than four digits to define an applicable  year. As a
consequence,  any of the Company's  computer  programs that have  date-sensitive
software  may  recognize a date using "00" as the year 1900 rather than the year
2000.  This  could  result  in  a  system  failure  or  miscalculations  causing
interruption of operations, including temporary inability to perform 3-D seismic
analysis  and to  perform  accounting  functions  and  delays in the  receipt of
payments  from  purchasers  of oil  and gas  production,  if  any.  The  Company
currently is reviewing  the  Company's  computers  and software as well as other
equipment that utilizes imbedded computer chips, such as facsimile  machines and
telephone systems.  The Company believes that its review will be completed prior
to June 30, 1999.  The Company has  confirmed  with the maker of its  accounting
software that it is Year 2000 compliant.

     Until the Company's Year 2000 review has been completed, the Company has no
estimate of the cost to correct any potential deficiency in Year 2000 compliance
for its computers and equipment.  Upon the completion of the Company's Year 2000
review,  the Company intends to develop a contingency plan to address  potential
Year 2000 problems.


     PART II. 

                               OTHER INFORMATION

Item 1. Legal Proceedings
         None

Item 2. Changes in Securities
         None

Item 3. Defaults Upon Senior Securities
         None

Item 4. Submission of Matters to a Vote of Security Holders
         None

Item 5. Other Information

     Pursuant to Rule  14a-4(c)  under the  Securities  Exchange Act of 1934, as
amended, the Company hereby notifies its stockholders that the proxies solicited
by the Company in  connection  with the Company's  annual  meeting to be held in
1999  will  confer  discretionary   authority  to  vote  on  matters  raised  by
stockholders  for which the Company did not have notice a reasonable time before
the Company mails its proxy materials for the 1999 annual  meeting.  The Company
believes that it will mail those proxy  materials on or about February 15, 1999.
In addition,  if the Company  receives  notice a reasonable time before it mails
its proxy  materials  of a matter  that a  stockholder  intends  to raise at the
annual meeting of stockholders to be held in 1999, the proxies  solicited by the
Company  may  exercise  discretion  to vote on each such  matter if the  Company
includes in its proxy  statement  advice on the nature of the matter  raised and
how the Company  intends to exercise its discretion to vote on each such matter.
However,  the Company  may not  exercise  discretionary  voting  authority  on a
particular  proposal if the proponent of that proposal provides the Company with
a written  statement,  a  reasonable  time  before the  Company  mails its proxy
materials,  that the proponent  intends to deliver a proxy statement and form of
proxy to holders  of at least the  percentage  of the  Company's  voting  shares
required under applicable law to carry the proposal (the "Required Percentage"),
which  would  be a  majority  of the  Company's  outstanding  Common  Stock or a
majority of the shares of Common Stock represented at the meeting,  depending on
the nature of the proposal,  if the proponent includes the same statement in its
proxy materials filed under Rule 14a-6, and if the proponent,  immediately after

                                       12

<PAGE>



soliciting the holders of the Required  Percentage,  provides the Company with a
statement  from any  solicitor  or any  other  person  with  knowledge  that the
necessary  steps have been taken to deliver a proxy  statement and form of proxy
to the holders of the Required Percentage.

Item 6. Exhibits and Reports on Form 8-K

     During the quarter ended November 30, 1998, the Registrant filed a total of
     four reports on Form 8-K:

         A Form 8K was filed on 9/22/98 reporting a press release dated 9/18/98,
         A Form  8K was  filed  on  10/28/98  reporting  a press  release  dated
         10/27/98,
         A Form 8K was filed on 11/24/98 reporting a press release dated 
         11/24/98 and
         A Form 8K was filed on 12/7/98 reporting a press release dated 12/7/98.


                                   SIGNATURES
                                   ----------

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


                             PYR ENERGY CORPORATION

       Signatures                     Title                         Date
       ----------                     -----                         ----


/s/ D. Scott Singdahlsen       Chief Executive Officer;
------------------------       President and Chairman          January 14, 1999
D. Scott Singdahlsen



/s/ Andrew P. Calerich         Chief Financial Officer         January 14, 1999
-----------------------
Andrew P. Calerich

                                       13