GEORESOURCES INC
10-Q/A, 1995-07-11
CRUDE PETROLEUM & NATURAL GAS
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                 SECURITIES AND EXCHANGE COMMISSION

                       WASHINGTON, D.C.  20549
                              FORM 10-Q


(Mark One)
 X   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 for the Quarter ended March 31, 1995.

     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 for the transition period from             
     to               .

Commission File Number - 0-8041


                         GeoResources, Inc.
       (Exact name of Registrant as specified in its charter)

           Colorado                            84-0505444           
(State or other jurisdiction of    (I.R.S. Employer Identification No.)
incorporation or organization)

1407 W. Dakota Pkwy., Ste. 1-B, Williston, North Dakota       58801 
(Address of principal executive offices)                    (Zip Code)

(Registrant's telephone number, including area code)......(701) 572-2020

                                                           

       Indicate by check mark whether the Registrant (1) has 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     .

                                                           

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

             Class                      Outstanding at April 30, 1995
         Common Stock                          4,035,714 shares
   (par value $.01 per share)


                                                                     
(12 pages total, with exhibit)<PAGE>

                     PART II. OTHER INFORMATION


Item 1. Legal Proceedings.

        Reference is made to Part I, Item 3 of the Company's Annual Report
on SEC Form 10-K for the fiscal year ended December 31, 1993, concerning
legal proceedings for discussion on the matter of GeoResources, Inc.,
vs. MDU Resources Group, Inc., et al.  That discussion is specifically
incorporated herein by reference.  Other than the foregoing legal matter,
the Company is not a party, nor is any of its property subject to, any
pending material legal proceedings.  The Company knows of no legal pro-
ceedings contemplated or threatened against it.


Item 2. Changes in Securities

        None.


Item 3. Defaults upon Senior Securities

        None.


Item 4. Submissions of Matters to a Vote of Securities Holders.

        None.


Item 5. Other Information.

        None.


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

        A.  Exhibits
         
            Exhibit 27. Financial Data Schedule

        B.  Reports on Form 8-K

            No reports on Form 8-K were filed during the fiscal quarter ended
            March 31, 1995.<PAGE>
 

                           SIGNATURES


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

                                 GEORESOURCES, INC.


May 12, 1995


                                 /S/  J. P. Vickers               
                                 J. P. Vickers
                                 Chief Executive Officer
                                 Chief Financial Officer



<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                              JAN-1-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                         124,300
<SECURITIES>                                     2,969
<RECEIVABLES>                                  518,001
<ALLOWANCES>                                         0
<INVENTORY>                                    266,718
<CURRENT-ASSETS>                               930,753
<PP&E>                                      18,574,736
<DEPRECIATION>                            (13,560,524)
<TOTAL-ASSETS>                               6,120,950
<CURRENT-LIABILITIES>                        1,263,354
<BONDS>                                        907,226
<COMMON>                                     4,035,714
                                0
                                          0
<OTHER-SE>                                   3,787,013
<TOTAL-LIABILITY-AND-EQUITY>                 6,120,950
<SALES>                                        612,252
<TOTAL-REVENUES>                               596,779
<CGS>                                          356,475
<TOTAL-COSTS>                                  558,042
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              32,210
<INCOME-PRETAX>                                  9,321
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                              9,321
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     9,321
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
        

</TABLE>


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