SUPPLEMENT
TO
PEASE OIL AND GAS COMPANY
PROSPECTUS
DATED
JULY 24, 1996
A Selling Securityholder identified under the caption "Selling
Securityholders" has assigned a portion of the Company securities it holds and
the transferee of such securities is now also Selling Securityholder under this
Prospectus. As a result, the list of Selling Securityholders in the Prospectus
is modified to provide, in part, that the following may sell shares of Common
Stock of the Company which may be issued upon exercise of presently exercisable
stock purchase warrants under this Prospectus:
<TABLE>
<CAPTION>
Shares Owned Shares Shares Owned
Prior to Being After
Name Offering Offered Offering
- ---- ------------ ------- ------------
<S> <C> <C> <C>
Ronin Group, Ltd.(1) .............................. 25,000 25,000 - 0 -
R. Thomas Fetters, Jr ............................. 15,000 15,000 - 0 -
- ------------------
</TABLE>
(1) Ronin Group, Ltd. assigned presently exercisable warrants to purchase
15,000 shares of Common Stock to R. Thomas Fetters, Jr. in a private
transaction.
The date of this Supplement is July 9, 1997
