STERLING DRILLING FUND 1984-2
10-Q, 1996-08-08
CRUDE PETROLEUM & NATURAL GAS
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                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                                     
                                     
                                 FORM 10-Q
                                     
                                     
/X/  Quarterly Report Pursuant to Section 13 or 15(d)of the Securities
Exchange Act of 1934

For the Quarterly Period Ended June 30, 1996

                                    or

/ /  Transition Report Pursuant to Section 13 or 15(d)of the Securities
Exchange Act of 1934

For the Transition Period Ended ________________________


                     Commission File Number 2-91966-01


                       STERLING DRILLING FUND 1984-2
            (Exact name of registrant as specified in charter)

                                 New York
               (State or other jurisdiction of incorporation)
                                     
                                13-3234372
                   (IRS employer identification number)

             One Landmark Square, Stamford, Connecticut  06901
           (Address and Zip Code of principal executive offices)

                              (203) 358-5700

           (Registrant's telephone number, including area code)

                              Not Applicable
(Former name, former address and former fiscal year, if changed since last
                                  report)

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  / /
                             PART I
                                
                                
Item 1.   Financial Statements

The following Financial Statements are filed herewith:

Balance Sheets - June 30, 1996 and December 31, 1995.

Statements of Operations for the Six and Three Months Ended June 30,
1996 and 1995.

Statements of Changes in Partners' Equity for the Six and Three Months
Ended June 30, 1996 and 1995.

Statements of Cash Flows for the Six Months Ended June 30, 1996 and
1995.

Note to Financial Statements


Item 2.   Management's Discussion and Analysis of Financial
Condition and Results of Operations

1.  Liquidity -

The oil and gas industry is intensely competitive in all its
phases.  There is also competition between this industry and
other industries in supplying energy and fuel requirements of
industrial and residential consumers.  It is not possible for the
Registrant to calculate its position in the industry, as
Registrant competes with many other companies having
substantially greater financial and other resources.  In
accordance with the terms of the Prospectus as filed by the
Registrant, the General Partners of the Registrant will make cash
distributions of as much of the Partnership cash credited to the
capital accounts of the Partners as the General Partners have
determined is not necessary or desirable for the payment of
contingent debts, liabilities or expenses for the conduct of the
Partnership's business.

As  of  June  30,  1996,  the General Partners  have  distributed
$570,648   or   8.85%   of  original  Limited   Partner   capital
contributions to the Limited Partners.  The possible  shut-in  of
the  Registrant's wells due to normal maintenance  combined  with
the  current level of wellhead prices may have an adverse  impact
on the cash available for distribution to the Limited Partners.

The  net  proved  oil  and gas reserves of  the  Partnership  are
considered  to be an indicator of financial strength  and  future
liquidity.  The present value of unescalated estimated future net
revenues  (S.E.C. case) associated with such reserves, discounted
at 10% as of December 31, 1995 was approximately $236,000 a minor
increase from $144,000 in 1994.

   The  increase in total estimated discounted future net revenue
was  due in part to higher year end gas prices as of December 31,
1995  when compared to the low gas price in effect as of December
31,  1994.  It  is  the opinion of management,  and  the  general
consensus  in  the  industry, that gas  prices  are  unlikely  to
decline  significantly below the December 31, 1995 price  in  the
near future.  However, there can be no assurances that such price
declines  will  not occur, and  will not pose  a  threat  to  the
Partnership's continued viability.



2.  Capital Resources -

The Registrant was formed for the sole intention of drilling oil
and gas wells.  The Registrant entered into a drilling contract
with an independent contractor in December 1984 for $5,400,000.
Pursuant to the terms of this contract, twenty wells have been
drilled, resulting in twenty producing wells.


3.   Results of Operations -

Total operating revenues decreased from $62,157 in 1995 to
$53,598 in 1996.  The partnership gas and oil production included
1,038 Bbls and 17,729 MCF's in 1995 to 762 Bbls and 16,181 MCF's
in 1996. The benefit received from a increase in average oil
price per barrel and in average price per MCF , from $15.95  and
$2.29 in 1995 to $17.93 and $2.42 in 1996(respectively), was
minimized by the oil and gas production declines. The majority of
the partnership's gas purchased for the six months of 1996 was
under a fixed price sales contract.  The price received for the
partnership's gas in 1995 was based upon average spot market
prices.  The average spot price fluctuates based upon peak or non-
peak usage periods. Production expenses decreased from $30,291 in
1995 to $18,980 in 1996.  Production expenses may be variable in
nature, vary with production volumes, or more typically the
expenses are for the general upkeep and maintenance of the wells
and well sites.  The general partner, as operator of the
Partnership's wells, discounts fees charged to the Partnership to
minimize lifting costs.

General and administrative expenses have been segregated on the
financial statements to show expenses attributable to the affairs
and operations of the Registrant payable to PrimeEnergy
Management Corporation, a general partner.  These expenses are
charged in accordance with guidelines set forth in the
Registrant's Management Agreement and shall not exceed an annual
amount of 5% of limited partners capital contributed.   Amounts
related to both 1996 and 1995 are substantially less than the
amounts allocable to the Registrant under the Partnership
Agreement.  The lower amounts reflect management's efforts to
limit costs, both incurred and allocated to the Registrant.
Management continues to reduce third party costs and use in-house
resources to provide efficient and timely services to the
partnership.

The Partnership records additional depreciation, depletion and
amortization to the extent that net capitalized costs exceed the
undiscounted future net cash flows attributable to the
Partnership properties. The Partnership  did not need any
additional adjustment for depreciation depletion and amortization
expense in 1995 or during the first half of 1996.  The current
depreciation was reasonable based upon the current remaining
basis in the Partnership properties.



                                
                                
                             PART II
                                
                                
Items 1 to 5 have been omitted in that each item is either
inapplicable or the answer is negative.

Item 6: Exhibits and reports on Form 8-k
The  Partnership was not required to file any reports on Form 8-K
during the period covered by this report.

Exhibit  27 - Financial data schedule is attached to the  current
filling of this report.






                       S I G N A T U R E S

                                

Pursuant  to  the requirements of Section 13 or  15  (d)  of  the

Securities Exchange Act of 1934, Registrant has duly caused  this

report  to  be signed on its behalf by the undersigned, thereunto

duly authorized.







                                  STERLING DRILLING FUND 1984-2

                                  (Registrant)






August 8, 1996                 By: /S/ Charles E. Drimal Jr.
(Date)                             -------------------------
                                   Charles E. Drimal, Jr.
                                  General Partner





                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                         Balance Sheets
                           (unaudited)
                                     June 30,      December 31,
                                       1996            1995
Assets                                                          
Current Assets:                                                 
  Cash and cash equivalents      $       2,820     $     5,405
                                   -----------     ------------
      Total current assets               2,820           5,405
                                   -----------     ------------
                                                   
Oil and Gas properties -                           
successful efforts method:                         
  Leasehold costs                      225,680         225,680
  Well and related facilities        5,395,739       5,395,739
   less accumulated                                
   depreciation, depletion and                     
   amortization                     (5,437,022)     (5,431,779)
                                   -----------     ------------
                                       184,397         189,640
                                   -----------     ------------
       Total assets              $     187,217     $   195,045
                                   ============    ============
Liabilities and Partners'                          
Equity
  Current liabilities:                             
   Due to affiliates             $      98,926    $      93,584
                                   -----------     ------------
      Total current liabilities         98,926          93,584
                                   -----------     -----------
                                                   
  Partners' Equity                                 
   Limited partners                    144,448         (54,187)
   General partners                    (56,157)        155,648
                                   -----------     ------------
         Total partners' equity         88,291          101,461
                                   -----------     ------------
                                                   
         Total liabilities and                     
          partners' equity       $     187,217    $     195,045
                                   ===========     ============


See accompanying note to financial statements.
                                
                                
                                
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                   Six Months Ending
                                     June 30, 1996

                               Limited      General              
                               Partners     Partners        Total
Revenue:                                                
Operating revenue           $     42,342 $    11,256  $    53,598
Interest income                      173          11          184
                                --------    --------     --------
  Total Revenue                   42,515      11,267       53,782
                                --------    --------     --------
                                                                 
Costs and Expenses:                                              
Production expense                14,994       3,986       18,980
General and administrative                                       
 to a related party                9,873       2,625       12,498
General and administrative         7,800       2,073        9,873
Depreciation, depletion                                          
 and amortization                  4,928         315        5,243
                                --------    --------     --------
  Total Costs and Expenses        37,595       8,999       46,594
                                --------    --------     --------
  Net Income                $      4,920 $     2,268  $     7,188
                                ========    ========     ========
Net Income per equity unit  $        .76                         
                               =========                


See accompanying note to financial statements.
                                
                                
                                
                                
                                
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                   Six Months Ending
                                     June 30, 1995

                              Limited      General               
                              Partners     Partners         Total
Revenue:                                                
Operating revenue           $    49,104  $    13,053  $    62,157
Interest income                     180           12          192
                               --------     --------     --------
  Total Revenue                  49,284       13,065       62,349
                               --------     --------     --------
                                                                 
Costs and Expenses:                                              
Production expense               23,930        6,361       30,291
General and administrative                                       
 to a related party               9,873        2,625       12,498
General and administrative        8,638        2,296       10,934
Depreciation, depletion                                          
 and amortization                 9,086          580        9,666
                               --------     --------     --------
  Total Costs and Expenses       51,527       11,862       63,389
                               --------     --------     --------
  Net Income(loss)          $    (2,243)  $    1,203  $    (1,040)
                               ========     ========     ========
Net Income(loss)                                                 
    per equity unit         $     (0.35)                          
                               ========                  




See accompanying note to financial  statements.
                                
                                
                                
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                  Three Months Ending
                                     June 30, 1996

                               Limited     General      
                               Partners    Partners     Total
Revenue:                                                
Operating revenue            $    20,757 $     5,518  $     26,275
Interest income                       71           5            76
                                --------    --------     ---------
  Total Revenue                   20,828       5,523        26,351
                                --------    --------     ---------
                                                                  
Costs and Expenses:                                               
Production expense                 2,762         734         3,496
General and administrative                                        
 to a related party                4,936       1,313         6,249
General and administrative         5,082       1,351         6,433
Depreciation, depletion                                           
 and amortization                  2,463         158         2,621
                                --------    --------     ---------
  Total Costs and Expenses        15,243       3,556        18,799
                                --------    --------     ---------
  Net Income                 $     5,585 $     1,967  $      7,552
                                ========    ========     =========
Net Income per equity unit   $       .87                          
                                ========                          



See accompanying note to financial  statements.
                                
                                
                                
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
                     Statement of Operations
                           (unaudited)
                                
                                  Three Months Ending
                                     June 30, 1995

                               Limited      General     
                               Partners     Partners    Total
Revenue:                                                
Operating revenue           $     19,635 $     5,220  $      24,855
Interest income                       64           5             69
                                --------    --------      ---------
  Total Revenue                   19,699       5,225         24,924
                                --------    --------      ---------
                                                                   
Costs and Expenses:                                                
Production expense                12,230       3,251         15,481
General and administrative                                         
 to a related party                4,936       1,313          6,249
General and administrative         5,694       1,513          7,207
Depreciation, depletion                                            
 and amortization                  4,543         290          4,833
                                --------    --------      ---------
  Total Costs and Expenses        27,403       6,367         33,770
                                --------    --------      ---------
  Net Income(loss)          $     (7,704) $   (1,142)  $     (8,846)
                                ========    ========      =========
Net Income(loss)                                                   
    per equity unit         $      (1.19)
                                ========                           



See accompanying note to financial statements.





                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
            Statement of Changes in Partners' Equity
                           (unaudited)
                                
                                    Six Months Ended
                                     June 30, 1996


                               Limited       General      
                               Partners      Partners     Total
                                                          
Balance at beginning of                                            
period                      $     155,648  $  (54,187)  $   101,461
  Cash Distributions              (16,120)     (4,238)      (20,358)
  Net Income                        4,920       2,268         7,188
                                 --------    --------      --------
Balance at end of period    $     144,448  $  (56,157)  $    88,291
                                 ========    ========      ========
                                            
                                            
                                    Six Months Ended
                                     June 30, 1995

                            Limited         General        
                            Partners        Partners       Total
                                                           
Balance at beginning of                                            
period                   $       180,616  $    (50,519)  $  130,097
  Cash Distributions             (16,120)       (4,239)     (20,359)
  Net Income(Loss)                (2,243)       (1,203)      (1,040)
                                --------      --------     --------
Balance at end of period $       162,253  $    (53,555) $   108,698
                                ========      ========     ========
                                


See accompanying note to financial statements.
                                
                                
                                
                  STERLING DRILLING FUND 1984-2
                (a New York Limited Partnership)
            Statement of Changes in Partners' Equity
                           (unaudited)
                                
                                   Three Months Ended
                                     June 30, 1996


                            Limited        General        
                            Partners       Partners       Total
                                                          
Balance at beginning of                                            
period                    $     154,983  $     (53,886)  $  101,097
  Cash Distributions            (16,120)        (4,238)     (20,358)
  Net Income                      5,585          1,967        7,552
                               --------       --------    ---------
Balance at end of period  $     144,448  $     (56,157)  $   88,291
                               ========       ========    =========
                                           
                                           
                                  Three Months Ended
                                    June 30, 1995

                              Limited       General     
                              Partners      Partners    Total
                                                        
Balance at beginning of                                           
period                      $    186,077 $   (48,174)  $   137,903
  Cash Distributions             (16,120)     (4,239)      (20,359)
  Net Income(Loss)                (7,704)     (1,142)       (8,846)
                                --------    --------     ---------
Balance at end of period    $    162,253 $   (53,555)  $   108,698
                                ========    ========     =========




See accompanying note to financial statements.
                                
                                
                                
                                
                       STERLING DRILLING FUND 1984-2
                     (a New York Limited Partnership)
                          Statement of Cash Flows
                                (unaudited)
                                     
                                        Six months      Six months
                                          ended            ended
                                         June 30,        June 30,
                                           1996            1995
                                                       
Net cash provided by operating                                      
activities                           $       17,773  $        19,107
                                       ------------     ------------
                                                                    
Cash flows from financing                                           
activities:
  Distribution to partners                  (20,358)         (20,359)
                                       ------------     ------------
Net cash used in financing                                          
activities                                  (20,358)         (20,359)
                                       ------------     ------------
                                                                    
Net increase(decrease) in cash and                                  
  cash equivalents                           (2,825)          (1,252)
Cash and cash equivalents at                                        
  beginning of period                         5,405            3,306
                                       ------------     ------------
Cash and cash equivalents at end of                                 
period                               $        2,820  $         2,054
                                       ============     ============
                                                       




See accompanying note to financial statements.


                                     
                                     
                                
                                
                  STERLING DRILLING FUND 1984-2
                (a New York limited partnership)
                                
                  Note to Financial Statements
                                
                          June 30, 1996
                                
                                
                                
1.    The accompanying statements for the period ending June  30,

1996  are  unaudited  but  reflect all adjustments  necessary  to

present fairly the results of operations.

                                



<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from
Sterling Drilling Fund 1984-2's second quarter 1996 10Q and is
qualified in its entirety by reference to such financial
statements.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1996
<PERIOD-END>                               JUN-30-1996
<CASH>                                           2,820
<SECURITIES>                                         0
<RECEIVABLES>                                        0
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                 2,820
<PP&E>                                       5,621,419
<DEPRECIATION>                              (5,437,022)
<TOTAL-ASSETS>                                 187,217
<CURRENT-LIABILITIES>                           98,926
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                      88,291<F1>
<TOTAL-LIABILITY-AND-EQUITY>                    187217
<SALES>                                         53,782<F2>
<TOTAL-REVENUES>                                53,782
<CGS>                                           46,594
<TOTAL-COSTS>                                   46,594
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                      0
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     7,188
<EPS-PRIMARY>                                     0.76<F3>
<EPS-DILUTED>                                        0
<FN>
<F1>Other se includes total partners' equity.
<F2>Sales includes $184.00 of interest income.
<F3>The limited partnership income was divided by total number of
limited partnership units of 6,448.
</FN>
        

</TABLE>


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