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  May 31, 1999

[ ]  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 Identification No.)
incorporation or organization)


 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 July 15, 1999 is as follows:

     $.001 Par Value Common Stock                    14,068,670
                                                     ----------


<PAGE>

                             PYR ENERGY CORPORATION

                                   FORM 10-QSB
                                      INDEX





PART I. FINANCIAL INFORMATION

         Item 1.  Financial Statements                                         3

                  Balance Sheet -  May 31, 1999 and August 31, 1998            3

                  Statement of Operations - Quarter and Nine Months Ended
                  May 31, 1999 and May 31, 1998                                4

                  Statement of Cash Flows - Nine Months Ended May 31, 1999
                  and May 31, 1998                                             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                                           13

         Item 2.  Changes in Securities                                       13

         Item 3.  Defaults Upon Senior Securities                             13

         Item 4.  Submission of Matters to a Vote of Security Holders         13

         Item 5.  Other Information                                           13

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

         Signatures                                                           13


                                        2

<PAGE>
<TABLE>
<CAPTION>


                                       PART I
ITEM 1. FINANCIAL STATEMENTS

                                PYR ENERGY CORPORATION
                             (A Development Stage Company)
                                    BALANCE SHEETS

                                        ASSETS
                                                              5/31/99        8/31/98
                                                              -------        -------
                                                            (UNAUDITED)
CURRENT ASSETS
<S>                                                        <C>             <C>
  Cash                                                     $  6,517,262    $    373,100
  Deposits and prepaid expenses                                 121,810          16,897
                                                           ------------    ------------
    Total Current Assets                                      6,639,072         389,997
                                                           ------------    ------------

PROPERTY AND EQUIPMENT, at cost
  Furniture and equipment, net                                   39,749          54,821
  Undeveloped oil and gas prospects                           4,497,414       2,491,238
                                                           ------------    ------------
                                                              4,537,163       2,546,059
                                                           ------------    ------------
OTHER ASSETS, net                                                 3,546           3,546
                                                           ------------    ------------
                                                           $ 11,179,781    $  2,939,602
                                                           ============    ============

                         LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Accounts payable                                         $     70,305    $     44,389
  Accrued and other liabilities                                  36,000            --
  Dividends payable                                              30,137            --
  Current portion of capital lease obligation                     1,559           1,441
  Accrued seismic and exploration costs                            --         1,282,500
                                                           ------------    ------------
    Total Current Liabilities                                   138,001       1,328,330
                                                           ------------    ------------
  Capital lease obligation                                        1,478           2,661
                                                           ------------    ------------
    Total Liabilities                                           139,479       1,330,991

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Preferred Stock, $.001 par value
        Authorized 1,000,000 shares
        Issued and outstanding - 25,000 shares "Series A
        Preferred Stock" $100 face value, 10% coupon                 25            --
  Common stock, $.001 par value
        Authorized 30,000,000 shares
        Issued and outstanding - 14,068,670 shares
            at 5/31/99 and 9,154,804 shares at 8/31/98           14,069           9,155
  Capital in excess of par value                             11,884,169       1,768,088
  Retained earnings/(accumulated deficit)                      (857,961)       (168,632)
                                                           ------------    ------------
                                                             11,040,302       1,608,611
                                                           ------------    ------------
                                                           $ 11,179,781    $  2,939,602
                                                           ============    ============



                                           3
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

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


                                       Three          Three             Nine            Nine
                                      Months         Months           Months          Months       Inception
                                       Ended          Ended            Ended           Ended        Through
                                     5/31/99        5/31/98          5/31/99         5/31/98        5/31/99
                                     -------        -------          -------         -------        -------
REVENUES
<S>                               <C>             <C>             <C>             <C>             <C>
  Consulting Fees                 $       --      $       --      $       --      $     10,000    $    127,528
  Interest                              31,211           5,174          46,813          31,719          88,553
  Gain on asset sale                      --              --              --           556,197         556,197
                                  ------------    ------------    ------------    ------------    ------------
                                        31,211           5,174          46,813         597,916         772,278


OPERATING EXPENSES
  General and administrative           216,359         163,343         528,433         524,633       1,347,357
  Dry hole impairment                     --              --              --              --            15,000
  Interest                              46,115            --           158,151             217         158,990
  Depreciation and amortization          6,628           6,223          19,421          15,983          42,887
                                  ------------    ------------    ------------    ------------    ------------
                                       269,102         169,566         706,005         540,833       1,564,234

NET INCOME BEFORE INCOME TAXES        (237,891)       (164,392)       (659,192)         57,083        (791,956)



   Income Taxes                           --              --              --             6,240            --
                                  ------------    ------------    ------------    ------------    ------------

                                      (237,891)       (164,392)       (659,192)         50,843        (791,956)

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

NET (LOSS) INCOME                 $   (237,891)   $   (164,392)   $   (659,192)   $     50,843    $   (827,824)
                                  ============    ============    ============    ============    ============

NET INCOME (LOSS) PER COMMON
  SHARE  -BASIC AND DILUTED       $      (.023)   $      (.018)   $      (.068)   $       .006    $      (.116)
                                  ============    ============    ============    ============    ============

WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING        10,255,910       9,154,804       9,640,407       9,154,804       7,146,722





                                                       4
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

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

                                                                                               Cumulative
                                                              Nine Months     Nine Months    from Inception
                                                             Ended 5/31/99   Ended 5/31/98     to 5/31/99
                                                             -------------   -------------     ----------
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                          <C>             <C>             <C>
  Net income (loss)                                          $   (659,192)   $     50,843    $   (791,956)
  Adjustments to reconcile net income (loss) to net
      cash provided by operating activities
    Gain on sale of assets                                           --          (556,197)       (556,197)
    Depreciation and amortization                                  19,421          15,983          42,888
    Amortization of deferred financing costs                       41,034            --            41,034
    Contributed services                                             --              --            36,000
    Dry hole impairment                                              --              --            15,000
    Changes in assets and liabilities
      (Increase)/decrease in receivables                             --          (181,600)           --
      (Increase)/decrease in deposits and prepaids               (104,913)        (72,253)       (120,204)
      Increase/(decrease) in accounts payable                      25,916         (48,699)         55,871
      Increase/(decrease) in accrued and other liabilities         36,000          (2,654)         36,000
      Other                                                          --              --            (3,751)
                                                             ------------    ------------    ------------
Net cash provided/(used) by operating activities                 (641,734)       (794,577)     (1,245,315)
                                                             ------------    ------------    ------------
CASH FLOWS FROM INVESTING ACTIVITIES
  Proceeds from sale of oil and gas interests                        --         1,050,078       1,050,078
  Cash paid for furniture and equipment                            (1,875)        (45,321)        (74,763)
  Cash paid for undeveloped oil and gas properties             (2,651,031)     (1,338,632)     (4,355,822)
                                                             ------------    ------------    ------------
Net cash provided/(used) in investing activities               (2,652,906)       (333,875)     (3,380,507)
                                                             ------------    ------------    ------------

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)
  Common stock issued for payment of interest expense             116,822            --           116,822
  Proceeds from sale of common stock                            7,000,000            --         9,023,750
  Cash paid for offering costs                                    (67,019)           --          (347,730)
  Proceeds from convertible debentures                          2,500,000            --         2,500,000
  Cash paid for deferred financing costs                         (109,936)           --          (109,936)
  Payments on capital lease                                        (1,065)           --            (2,158)
  Cash received upon recapitalization and merger                     --              --               336
                                                             ------------    ------------    ------------
Net cash (used) provided by financing activities                9,438,802            --        11,143,084
                                                             ------------    ------------    ------------
NET INCREASE/(DECREASE) IN CASH                                 6,144,162      (1,128,452)      6,517,262
CASH, BEGINNING OF PERIODS                                        373,100       1,432,281            --
                                                             ------------    ------------    ------------
CASH, END OF PERIODS                                         $  6,517,262    $    303,829    $  6,517,262
                                                             ============    ============    ============


                                                   5
</TABLE>

<PAGE>

                             PYR ENERGY CORPORATION
                          (A Development Stage Company)
                          Notes to Financial Statements
                                  May 31, 1999

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/A1 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  undeveloped  oil and gas interests 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 May 31,  1999,  there
     were no cash equivalents.


     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.

                                       6
<PAGE>



     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 May 31, 1999 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 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 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.  On April 16, 1999, the  Shareholders of the Company
approved a proposal  to create a Preferred  Class of stock and,  pursuant to the
terms of the Notes, the Notes then automatically converted into shares of Series
A Preferred  Stock (the "Serie A  Preferred")  at the rate of one share for each
$100  principal  amount of Notes.  The Series A Preferred  is  convertible  into
Common  Stock at the rate of one share of Common Stock for each $.60 of the $100
per share  purchase  amount of the Series A  Preferred.  The Series A  Preferred
accrues an annual dividend of 10 percent that is payable semi-annually on July 1
and January 1 of each year.  The Company has the right to require  conversion of
the preferred shares in the following circumstances:

o    The  Company  has the  right to  require  conversion  of  one-third  of the
     outstanding Series A Preferred at any time after October 26, 1999, provided
     that the market value of the  Company's  Common Stock is at least $2.40 per
     share, based on a 45 day weighted average trading price.

o    The Company has the right to require conversion of an additional  one-third
     of the  initially  issued  Series A Preferred at any time after October 26,
     2000,  provided that the market value of the  Company's  Common Stock is at
     least $3.60 per share, based on a 45 day weighted average trading price.

o    The Company has the right to require  conversion of the final  one-third of
     the initially issued Series A Preferred at any time after October 26, 2000,
     provided  that the market value of the  Company's  Common Stock is at least
     $4.80 per share, based on a 45 day weighted average trading price.

o    The Company has the right to require  conversion of all of the  outstanding
     Series A  Preferred  at any time after  October 26, 2000 if the Company has
     accumulated retained earnings equal to or greater than $3,750,000.


     During the Quarter  ended May 31,  1999,  the Company  received  $7,000,000
(less  commissions,  fees and  related  expenses  of  approximately  $92,000) of
private  placement funding through the sale of 4,375,000 shares of the Company's
Common Stock and 437,500 5-year warrants to purchase an additional  share of the
Company's  Common  Stock at a price  of  $2.50.  The  warrants  are  immediately
exercisable,  and all  warrants  expire on May 14, 2004.  The Company may,  upon
30-days  notice,  repurchase the warrants for $.01 per warrant at any time after
the weighted  average  trading price of the  Company's  Common Stock has been at
least $6.00 for a 45 day period.

     During  the nine  months  ended  May 31,  1999  ("1999")  and May 31,  1998
("1998"),   the  Company  incurred   approximately   $2,651,000  and  $2,054,000
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.

                                       8
<PAGE>


     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.  There can be no assurance that any such wells will be
drilled and if drilled that any of these wells will be successful.

     The following  provides a summary and status of the  Company's  exploration
areas and significant  projects.  While actively pursuing  specific  exploration
activities in each of the following areas, the Company is continually  reviewing
additional  opportunities  in these  core  areas  and in other  areas  that meet
certain  exploration  and  exploitation  criteria.  There is no  assurance  that
drilling  opportunities  will continue to be  identified in the current  project
portfolio or will be successful if drilled.  The Company's primary focus area is
the San Joaquin Basin of California.

     The San  Joaquin  Basin  of  California  has  proven  to be one of the most
productive  hydrocarbon  producing basins in the continental  United States.  To
date, the approximately  14,000 square mile basin has produced in excess of 12.7
billion barrels of oil equivalent,  and contains 25 fields  classified as giant,
with  cumulative  production of more than 100 million  barrels of oil equivalent
("MMBoe"). In calculating barrels of oil equivalent,  the Company uses the ratio
of six thousand cubic feet ("Mcf") of gas for one barrel of oil.

     The San Joaquin Basin contains six of the 25 largest oil fields in the U.S.
All six of these  fields were  discovered  between  1890 and 1911, a full decade
prior to the  discovery of the first giant Texas oil field.  The basin  accounts
for 34 percent of California's actively producing fields, yet produces more than
75 percent of the state's total oil and gas  production.  Most of the production
within the basin is located  along the western and  southern end of Kern County.
San  Joaquin  Basin  production  totals  for  1997  reported  by the  California
Department  of Oil and Gas for all  producers in the  aggregate  indicate  total
production  of 246.9  MMBoe.  Of this figure,  Kern County  accounts for over 90
percent of the oil production from the San Joaquin Basin.

     Exploration Opportunity. For the 100 plus years of its productive life, the
San  Joaquin  Basin  has been  dominated  by major oil  companies  and large fee
acreage holdings. As a result of these conditions,  the basin has generally been
under-explored by independent exploration and production companies,  groups that
usually bring advanced  technologies  to their  exploration  efforts.  The large
fields in the basin were all discovered on surface anticlines and produce mostly
heavy oil from depths of less than 5,000 feet. As a consequence, basin operators
have employed only those advanced  engineering  technologies related to enhanced
production  practices  including  steam floods and,  most  recently,  horizontal
drilling.

     With limited  exploration in the San Joaquin Basin since the "boom" days of
the early 1980s,  the Company believes that multiple  exploration  opportunities
are available.  Deep basin targets, both structural and stratigraphic in nature,
remain largely  untested.  In addition,  retrenchment of the majors in the basin
has caused  many of them to rethink  their  policies  regarding  their large fee
acreage  positions.  For the first time in history,  many of these companies are
opening up these fee acreage  positions  to outside  exploration  by  aggressive
independent companies.

                                       9
<PAGE>


     East Lost Hills.  The East Lost Hills  prospect is a deep,  large  untested
structure in the footwall of the Lost Hills  thrust that lies  directly  east of
and structurally  below the existing Lost Hills field. The Lost Hills thrust has
produced  in excess  of 350 MMBoe  from  shallow  pay zones in a large  thrusted
anticlinal feature.

     In early 1998,  the  Company  and Denver  based  Armstrong  Resources,  LLC
entered into an  exploration  agreement  with a number of  established  Canadian
partners  concerning  approximately  30,000 gross acres over this prospect.  PYR
received cash  consideration for its share of acreage in this play and a carried
6.475% working interest through the tanks in the initial  exploration  well. PYR
owns an additional 4.1% working interest for a total working interest of 10.575%
in the nine township area of mutual interest.

     On May 15, 1998, the Bellevue  Resources et al. #1-17 East Lost Hills well,
located  in SE1/4.  Sec 17,  T26S,  R21E,  Kern  County,  California,  commenced
drilling. The well was 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. Surface containment
facilities  were installed and all liquid and gas production from that well were
contained and were transported to processing and disposal facilities. A snubbing
unit was deployed to attempt a surface control kill of the Bellevue #1-17,  but,
after eight kill  attempts,  was not  successful.  A relief  well,  the Bellevue
#1-17R,  began  drilling on December  18,  1998.  It was  initially  expected to
intersect  the wellbore of the  Bellevue  #1-17 at a depth of about 13,500 feet.
However,  as drilling  continued  and the  characteristics  of the blowout  were
examined,  it was  determined to attempt to intersect the wellbore  below 16,000
feet.  The relief  well was drilled to 16,668  feet,  where it  intersected  the
original  well  bore.  On May 29,  1999,  the  original  well bore was killed by
pumping heavy mud and cement into the well bore. The original well bore has been
plugged  back and  abandoned  and the  relief  well is  currently  being used to
sidetrack a replacement  well into the targeted  Temblor Zone. It is anticipated
that the drilling of the replacement well will be completed by the end of August
1999.

     Although  the Company  believes  that  substantially  all the loss from the
blowout  of the  Bellevue  #1-17 well is covered  by  insurance,  the  insurance
company  has not  determined  its  position  on  certain  claims  related to the
blowout,  and the operator continues to work with the insurance company in order
to  clarify  the  claims.   If  the  insurance   company   denies  these  claims
successfully, the Company's share of these costs could be as much as $400,000.

     Deep Temblor  Exploration  Program.  In April 1999, the Company purchased a
working  interest  in three  additional  deep  exploration  projects  in the San
Joaquin  Basin of  California.  These  three  projects  are in  addition  to the
exploration  program  initiated by the recent deep  drilling at East Lost Hills,
and all three lay outside the East Lost Hills joint  venture  area.  Pursuant to
the  agreement,  the Company paid  $656,000  cash and issued  218,866  shares of
common stock in exchange for working interests,  ranging from 3.00% to 3.75%, in
each of the three  exploration  prospect areas.  The Company's  interest will be
carried  "through  the  tanks"  in the  initial  test  well in each of the three
separate exploration prospects.

     The first  exploration  well in the program began drilling on June 15, 1999
and is operated by Berkley  Petroleum  Corporation  ("Berkley") of Calgary.  The
three exploration prospects in this program,  targeting the Temblor Formation at
depths  ranging  from  15,000 to 18,000  feet,  are  expected  to be  drilled in
sequence with the same rig. Berkley will operate the other exploration  projects
in the Deep Temblor  Exploration  Program as well as assume  operations  at East
Lost Hills, effective July 1, 1999.

                                       10
<PAGE>


     Including the above four projects, the Company has a total of nine separate
projects with interests covering approximately 93,500 gross and 42,500 net acres
in the San Joaquin Basin of California. In addition, the Company has an interest
in a number of additional exploration projects in the Rocky Mountains,  covering
approximately  58,000 gross and 51,000 net acres,  that are currently at various
stages of development.

     At May 31, 1999,  the Company had a working  capital  amount of $6,501,000.
The  Company  had no  outstanding  long-term  debt at May 31,  1999 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.

     It is anticipated  that the future  development  of the Company's  business
will  require  additional  capital  expenditures.  Depending  upon the  ultimate
results at East Lost Hills and the results of the  Company's  other  exploration
projects,  the Company  may  require as much as  $4,000,000  to  $6,000,000  for
capital  expenditures  during the next 12 months.  In  conjunction  with funding
these capital  requirements,  the Company has received $7,000,000 from a private
placement  funding  completed during the quarter ended May 31, 1999. The Company
intends  to  limit  capital  expenditures  by  forming  industry  alliances  and
exchanging  an  appropriate  portion of its interest in the various  exploration
projects  for cash  and/or a carried  interest  in these  projects.  The Company
anticipates  that it may need to raise  additional  funds to cover added capital
expenditures.


Results of Operations

     The quarter ended May 31, 1999 ("1999") compared with the quarter ended May
31, 1998 ("1998").

     Operations  during the quarter ended May 31, 1999 resulted in a net loss of
($237,891)  compared to a net loss of  ($164,392)  for the quarter ended May 31,
1998. The difference is attributable to an increase in interest  expense in 1999
associated with the Company's convertible  debentures and with a slight increase
in general and administrative expenses.

     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 May 31, 1999 or 1998.
The Company has not owned any proved  reserves and had no oil or gas production.
The Company recorded $6,628 and $6,223 in depreciation  expense  associated with
capitalized  office  furniture and equipment  during the quarters  ended May 31,
1999 and 1998, respectively.

     General and  Administrative  Expense.  The Company  incurred  $216,359  and
$163,343 in general and  administrative  expenses  during the quarters ended May
31, 1999 and 1998, respectively.  The difference is attributable to increases in
shareholder relations expenses and Directors and Officers insurance.

     Interest Expense.  The Company recorded $46,115 in interest expense for the
quarter ended May 31, 1999 primarily  associated with the Company's  convertible
debentures.  The Company had nominal  interest expense for the quarter ended May
31, 1998.

                                       11

<PAGE>


     The nine months ended May 31, 1999  ("1999")  compared with the nine months
ended May 31, 1998 ("1998").

     Operations during the nine months ended May 31, 1999 resulted in a net loss
of ($659,192)  compared to a net income of $50,843 for the nine months ended May
31, 1998.  The  difference  is attributed to a gain from the sale of oil and gas
properties reported during the nine months ended May 31, 1998 of $556,000 and to
an  increase  in  interest   expense  in  1999  associated  with  the  Company's
convertible debentures.

     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 nine months ended May 31, 1999 or
1998.  The  Company  has not owned any  proved  reserves  nor had any oil or gas
production.  The Company  recorded  $19,421 and $15,983 in depreciation  expense
associated  with  capitalized  office  furniture and  equipment  during the nine
months ended May 31, 1999 and 1998, respectively.

     General and  Administrative  Expense.  The Company  incurred  $528,433  and
$524,633 in general and administrative expenses during the nine months ended May
31, 1999 and 1998, respectively.

     Interest Expense. The Company recorded $158,151 in interest expense for the
nine  months  ended  May  31,  1999  primarily  associated  with  the  Company's
convertible  debentures.  The Company had nominal  interest expense for the nine
months ended May 31, 1998.

     Consulting Fee Revenue.  The Company generated $10,000 from consulting fees
during the nine months ended May 31, 1998.  These  revenues  have ceased and are
not expected to occur in the future.

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
continues  to review  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 its fiscal year ending August 31, 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


                                       12
<PAGE>

                                    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

     None

Item 6. Exhibits and Reports on Form 8-K

     During the quarter ended May 31, 1999, the Registrant  filed two reports on
Form 8-K:

     A Form 8-K was filed on April 7, 1999 reporting a press release dated April
     5, 1999,
     A Form 8-K was filed on April 30,  1999  reporting  a press  release  dated
     April 30, 1999,

                                   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   July 15,1999
------------------------       and Chairman Of The Board
D. Scott Singdahlsen


/s/ Andrew P. Calerich         Chief Financial Officer             July 15, 1999
-----------------------
Andrew P. Calerich



                                       13