PEASE OIL & GAS CO /CO/
424B1, 1997-08-06
CRUDE PETROLEUM & NATURAL GAS
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                                   SUPPLEMENT
                                       TO
                            PEASE OIL AND GAS COMPANY
                                   PROSPECTUS
                                      DATED
                               FEBRUARY 10, 1997


     The  list  of  Selling  Securityholders  identified  in the  Prospectus  is
modified  to  provide,  in part,  that the  following  may sell shares of Common
Stock:

<TABLE>
<CAPTION>

                                                          Shares Owned             Shares              Shares Owned
                                                            Prior to                Being                  After
Name                                                        Offering                Sold                 Offering
- ----                                                      ------------             -------             ------------

<S>                                                         <C>                   <C>                   <C>
Browning Oil Company, Inc.(1) ............................   126,000                126,000               - 0 -
Potosky Oil and Gas, Inc.(1) .............................    47,250                 47,250               - 0 -
- ----------------                  
</TABLE>

(1)  The list of Selling  Securityholders  in the Prospectus  dated February 10,
     1997  inadvertently  listed  Potosky Oil and Gas,  Inc. as selling  126,000
     shares and Browning Oil Company, Inc. as selling 47,250 shares.
















                  The date of this Supplement is August 6, 1997


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