GEORESOURCES INC
10-Q/A, 1996-08-15
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 June  30, 1996.

   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 West Dakota Parkway, Suite 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 July 31, 1996
      Common Stock                             4,060,714 shares
(par value $.01 per share)




                    GEORESOURCES, INC., AND SUBSIDIARY
                   CONSOLIDATED STATEMENTS OF OPERATIONS
                                (Unaudited)


                                                        
                                  Three Months Ended      Six Months Ended
                                       June 30,               June 30,
                                    1996      1995         1996      1995

OPERATING REVENUES:
  Oil and gas sales            $  758,346  $  617,973  $1,467,321  $1,076,613
  Leonardite sales                210,096     191,876     394,273     345,488

                                  968,442     809,849   1,861,594   1,422,101


OPERATING COSTS AND EXPENSES:
  Oil and gas production          235,471     216,216     492,116     433,963
  Cost of leonardite sold         154,170     158,025     321,249     296,753
  Depreciation and depletion      166,277     146,364     335,269     262,376
  Selling, general and
   administrative                 116,559      81,846     240,642     167,401

                                  672,477     602,451   1,389,276   1,160,493

          Operating income        295,965     207,398     472,318     261,608


OTHER INCOME (EXPENSE):
  Interest expense                (30,423)    (29,199)    (63,431)    (61,409)
  Interest income                   3,888       2,919       7,746       5,713
  Other income and losses, net     (8,865)     19,020     (31,052)      3,547

                                  (35,400)     (7,260)    (86,737)    (52,149)

          Income before income
           taxes                  260,565     200,138     385,581     209,459


  Income tax expense                7,000          --      18,000          --

          Net income           $  253,565  $  200,138  $  367,581  $  209,459


EARNINGS PER SHARE:

          Net income per
           common share        $      .06  $      .05  $      .09  $      .05

  Weighted average number of
   shares outstanding           4,060,714   4,035,714   4,051,785   4,030,742



See Notes to Consolidated Financial Statements.


                                   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.


August 9, 1996


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



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