SNYDER OIL CORP
11-K, 1997-06-27
CRUDE PETROLEUM & NATURAL GAS
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                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 11-K


(Mark One)

[X]     ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE
        SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended         December 31, 1996
                         -----------------------------------

                                       OR

[  ]    TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE
        SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to
                               ---------------------  ---------------------

                         Commission file number 1-10509


A.      Full title of the plan and the address of the plan, if different
        from that of the issuer named below:

                              SNYDER OIL COPORATION
                         PROFIT SHARING AND SAVINGS PLAN

B.      Name of issuer of the securities held pursuant to the plan and the
        address of its principal executive office:

                             SNYDER OIL CORPORATION
                                 777 MAIN STREET
                             FORT WORTH, TEXAS 76102

<PAGE>



                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To the Advisory Committee of the
Snyder Oil Corporation Profit Sharing and Savings Plan:

We have audited the  accompanying  statements  of net assets  available for plan
benefits of Snyder Oil Corporation  Profit Sharing and Savings Plan ("the Plan")
as of December 31, 1996 and 1995,  and the related  statements of changes in net
assets  available for plan benefits for the years ended December 31, 1996, 1995,
and 1994. These financial statements and the schedules referred to below are the
responsibility  of the Plan's  management.  Our  responsibility is to express an
opinion on these financial statements and schedules based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 1996 and 1995,  and the changes in its net assets  available for
plan  benefits  for the years  ended  December  31,  1996,  1995,  and 1994,  in
conformity with generally accepted accounting principles.

Our audits  were  performed  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental  schedule of assets held
for investment  purposes  (Schedule I) and  supplemental  schedule of reportable
transactions (Schedule II) are presented for purposes of additional analysis and
are not a required part of the basic financial  statements but are supplementary
information  required  by the  Department  of Labor  Rules and  Regulations  for
Reporting and Disclosure  under the Employee  Retirement  Income Security Act of
1974. The Fund  Information  in the statements of net assets  available for plan
benefits and the statements of changes in net assets available for plan benefits
is presented for purposes of additional  analysis rather than to present the net
assets  available for plan benefits and changes in net assets available for plan
benefits of each fund. The supplemental schedules and Fund Information have been
subjected  to the  auditing  procedures  applied  in  the  audits  of the  basic
financial  statements  and, in our  opinion,  are fairly  stated in all material
respects in relation to the basic financial statements taken as a whole.



Dallas, Texas,
    June 4, 1997



<PAGE>
<TABLE>
                              SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN
                              ------------------------------------------------------

                      STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
                      -------------------------------------------------------------------------

                                                 AS OF DECEMBER 31, 1996
                                                 -----------------------


<CAPTION>

                                                                           Participant Directed
                                       ---------------------------------------------------------------------------------------------
                                                                                                            Short-
                                          Growth        Asset       S & P 500      Money        SOCO     Intermediate  International
                                          Stock       Allocation      Stock        Market       Stock        Term         Equity    
                                           Fund          Fund         Fund          Fund        Fund         Fund          Fund     
                                       -----------  -------------  ---------    -----------   ---------- ------------- -------------

<S>                                     <C>          <C>           <C>          <C>           <C>           <C>            <C>
ASSETS:
 Investments, at fair market value-
   Growth Stock Fund                    $5,160,894   $     -       $     -      $     -       $     -       $     -        $   -    
   Asset Allocation Fund                   -          3,807,673          -            -             -             -            -    
   S & P 500 Stock Fund                    -               -          3,304,654       -             -             -            -    
   Money Market Fund                       -               -             -       1,615,225          -             -            -    
   Snyder Oil Corporation Stock Fund       -               -             -            -        1,502,269          -            -    
   Short-Intermediate Term Fund            -               -             -            -             -        1,329,346         -    
   International Equity Fund               -               -             -            -             -             -         831,744 
   Patina Stock Fund                       -               -             -            -             -             -            -    
   Participant loans                       -               -             -            -             -             -            -    
                                        ----------   ----------   ----------    ----------    ----------    ---------- -------------

        Total assets                     5,160,894    3,807,673    3,304,654     1,615,225     1,502,269     1,329,346      831,744 
                                        ----------   ----------   ----------    ----------    ----------    ---------- -------------

NET ASSETS AVAILABLE
  FOR PLAN BENEFITS                     $5,160,894   $3,807,673   $3,304,654    $1,615,225    $1,502,269    $1,329,346     $831,744 
                                        ==========   ==========   ==========    ==========    ==========    ==========     ======== 
<CAPTION>

                                        -----------------------
                                          Patina   Participant
                                          Stock       Loan
                                          Fund        Fund         Total
                                        ---------  ------------ -------------

<S>                                      <C>         <C>          <C>  
ASSETS:
 Investments, at fair market value-
   Growth Stock Fund                     $   -       $    -       $ 5,160,894
   Asset Allocation Fund                     -            -         3,807,673
   S & P 500 Stock Fund                      -            -         3,304,654
   Money Market Fund                         -            -         1,615,225
   Snyder Oil Corporation Stock Fund         -            -         1,502,269
   Short-Intermediate Term Fund              -            -         1,329,346
   International Equity Fund                 -            -           831,744
   Patina Stock Fund                      142,217         -           142,217
   Participant loans                         -         274,081        274,081
                                         --------     --------    -----------

        Total assets                      142,217      274,081     17,968,103
                                         --------     --------    -----------

NET ASSETS AVAILABLE
  FOR PLAN BENEFITS                      $142,217     $274,081    $17,968,103
                                         ========     ========    ===========


                            The accompanying notes are an integral part of this financial statement.
</TABLE>

                                                                2
<PAGE>


<TABLE>
                                     SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN
                                     ------------------------------------------------------

                             STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
                             -------------------------------------------------------------------------

                                                       AS OF DECEMBER 31, 1995
                                                       -----------------------
<CAPTION>


                                                                         Participant Directed
                                     ------------------------------------------------------------------------------------
                                                                                                    Short-
                                       Growth      Asset      S & P 500     Money       SOCO     Intermediate Participant
                                        Stock    Allocation     Stock       Market      Stock       Term         Loan
                                        Fund        Fund        Fund         Fund       Fund        Fund         Fund       Total
                                     ----------  ----------  ----------   ----------  ---------  -----------  ----------- ----------

<S>                                  <C>         <C>         <C>          <C>          <C>        <C>          <C>        <C>
ASSETS:
 Investments, at fair market value-
  Asset Allocation Fund              $   -       $4,206,471  $   -        $   -        $   -      $   -        $   -      $4,206,471
  Growth Stock Fund                   3,764,303      -           -            -            -          -            -       3,764,303
  S & P 500 Stock Fund                   -           -        2,552,758       -            -          -            -       2,552,758
  Money Market Fund                      -           -           -         1,267,440       -          -            -       1,267,440
  Short-Intermediate Term Fund           -           -           -            -            -       1,214,214       -       1,214,214
  Snyder Oil Corporation Stock Fund      -           -           -            -         576,461       -            -         576,461
  Participant loans                      -           -           -            -            -          -         226,518      226,518
                                     ----------  ----------  ----------   ----------   --------   ----------   --------  -----------
        Total assets                  3,764,303   4,206,471   2,552,758    1,267,440    576,461    1,214,214    226,518   13,808,165
                                     ----------  ----------  ----------   ----------   --------   ----------   --------  -----------
NET ASSETS AVAILABLE
  FOR PLAN BENEFITS                  $3,764,303  $4,206,471  $2,552,758   $1,267,440   $576,461   $1,214,214   $226,518  $13,808,165
                                     ==========  ==========  ==========   ==========   ========   ==========   ========  ===========




                           The accompanying notes are an integral part of this financial statement.
</TABLE>
                                                               3

<PAGE>
<TABLE>

                                             SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN
                                             ------------------------------------------------------

                               STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
                               ------------------------------------------------------------------------------------

                                                       FOR THE YEAR ENDED DECEMBER 31, 1996
                                                       ------------------------------------

<CAPTION>


                                                                         Participant Directed
                                     -----------------------------------------------------------------------------------------------
                                                                                                    Short-
                                       Growth      Asset      S & P 500     Money       SOCO    Intermediate International  Patina
                                        Stock    Allocation     Stock       Market      Stock       Term        Equity      Stock
                                        Fund        Fund        Fund         Fund       Fund        Fund         Fund        Fund
                                     ----------  ----------  ----------  ----------  ----------  -----------  -----------  --------

<S>                                  <C>         <C>         <C>         <C>         <C>         <C>           <C>         <C>

ADDITIONS TO NET ASSETS
  ATTRIBUTED TO:
    Investment income-
      Interest and dividend income   $     -     $     -     $     -     $   70,230  $     -     $ -           $   -       $ -
      Net realized and unrealized
        appreciation
        in fair value of investments    533,200     385,073     586,317        -        530,358      30,110      14,399      38,518
                                     ----------  ----------  ----------  ----------  ----------  ----------    --------    --------

                                        533,200     385,073     586,317      70,230     530,358      30,110      14,399      38,518
                                     ----------  ----------  ----------  ----------  ----------  ----------    --------    --------

    Contributions
      Employers                         333,766     223,038     230,266     149,668      79,129      97,993      57,140        -
      Participants                      350,393     267,045     253,691     205,031     111,913     102,585      25,291        -
      Transfer of Plan Assets           696,351     167,976     139,244     100,916        -         51,121      69,114     106,191
                                     ----------  ----------  ----------  ----------  ----------  ----------    --------    --------

                                      1,380,510     658,059     623,201     455,615     191,042     251,699     151,545     106,191
                                     ----------  ----------  ----------  ----------  ----------  ----------    --------    --------

        Total additions               1,913,710   1,043,132   1,209,518     525,845     721,400     281,809     165,944     144,709
                                     ----------  ----------  ----------  ----------  ----------  ----------    --------    --------

DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
    Distributions to participants       457,557     339,110     291,825     542,771      91,820     140,684       5,586       2,492
                                     ----------  ----------  ----------  ----------  ----------   ---------    --------    --------

        Total deductions                457,557     339,110     291,825     542,771      91,820     140,684       5,586       2,492
                                     ----------  ----------  ----------  ----------  ----------   ---------    --------    --------

NET INCREASE (DECREASE)
  IN NET ASSETS AVAILABLE
  FOR PLAN BENEFITS                   1,456,153     704,022     917,693     (16,926)    629,580     141,125     160,358     142,217

TRANSFERS BETWEEN FUNDS                 (59,562) (1,102,820)   (165,797)    364,711     296,228     (25,993)    671,386        -

NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, beginning of year         3,764,303   4,206,471   2,552,758   1,267,440     576,461   1,214,214        -           -
                                     ----------  ----------  ----------  ----------  ----------  ----------   ---------    --------

NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, end of year              $5,160,894  $3,807,673  $3,304,654  $1,615,225  $1,502,269  $1,329,346    $831,744    $142,217
                                     ==========  ==========  ==========  ==========  ==========  ==========    ========    ========
<CAPTION>
                                     -----------
                                     Participant
                                        Loan
                                        Fund         Total
                                     -----------  ------------

<S>                                    <C>        <C>
ADDITIONS TO NET ASSETS
  ATTRIBUTED TO:
    Investment income-
      Interest and dividend income     $ 28,589   $    98,819
      Net realized and unrealized
        appreciation
        in fair value of investments       -        2,117,975
                                       --------   -----------
                                         28,589     2,216,794
                                       --------   -----------
    Contributions-
      Employers                            -        1,171,000
      Participants                         -        1,315,949
      Transfer of Plan Assets            36,934     1,367,847
                                       --------   -----------
                                         36,934     3,854,796
                                       --------   -----------
        Total additions                  65,523     6,071,590
                                       --------   -----------
DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
    Distributions to participants        39,807     1,911,652
                                       --------   -----------
        Total deductions                 39,807     1,911,652
                                       --------   -----------
NET INCREASE (DECREASE)
  IN NET ASSETS AVAILABLE
  FOR PLAN BENEFITS                      25,716     4,159,938

TRANSFERS BETWEEN FUNDS                  21,847          -

NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, beginning of year           226,518    13,808,165
                                       --------   -----------
NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, end of year                $274,081   $17,968,103
                                       ========   ===========


                            The accompanying notes are an integral part of this financial statement.
</TABLE>
                                                                4
<PAGE>


<TABLE>


                                      SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN
                                      ------------------------------------------------------

                        STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
                        ------------------------------------------------------------------------------------

                                                FOR THE YEAR ENDED DECEMBER 31, 1995
                                                ------------------------------------

<CAPTION>

                                                                        Participant Directed
                                     ------------------------------------------------------------------------------------
                                                                                                    Short-
                                       Growth      Asset      S & P 500     Money       SOCO     Intermediate Participant
                                        Stock    Allocation     Stock       Market      Stock       Term         Loan
                                        Fund        Fund        Fund         Fund       Fund        Fund         Fund       Total
                                     ----------  ----------  ----------   ----------  ---------  -----------  ----------- ----------

<S>                                  <C>         <C>         <C>          <C>          <C>        <C>          <C>        <C>
ADDITIONS TO NET ASSETS
  ATTRIBUTED TO:
    Investment income-
      Interest and dividend income   $     -     $     -     $     -      $   46,048   $    -     $       -    $ 17,391   $   63,439
      Net realized and unrealized
        appreciation
        in fair value of investments    932,199     926,958     641,778       21,335    (111,928)     149,850      -       2,560,192
                                     ----------  ----------  ----------   ----------   ---------   ----------  ---------  ----------

                                        932,199     926,958     641,778       67,383    (111,928)     149,850    17,391    2,623,631
                                     ----------  ----------  ----------   ----------   ---------   ----------  --------  -----------

    Contributions
      Employers                         278,031     257,215     162,975      128,958     108,962      100,859      -       1,037,000
      Participants                      370,329     377,737     245,174      195,663     181,274      160,793      -       1,530,970
                                     ----------  ----------  ----------   ----------   ---------   ----------  --------  -----------

                                        648,360     634,952     408,149      324,621     290,236      261,652      -       2,567,970
                                     ----------  ----------  ----------   ----------   ---------   ----------  --------  -----------

        Total additions               1,580,559   1,561,910   1,049,927      392,004     178,308      411,502    17,391    5,191,601
                                     ----------  ----------  ----------   ----------   ---------   ----------  --------  -----------


DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
    Distributions to participants       377,414     434,773     298,479      191,066     102,409       78,086    61,003    1,543,230
                                     ----------  ----------   ---------   ----------   ---------   ----------  --------  -----------

        Total deductions                377,414     434,773     298,479      191,066     102,409       78,086    61,003    1,543,230
                                     ----------  ----------   ---------   ----------   ---------   ----------  --------  -----------

NET INCREASE (DECREASE)
  IN NET ASSETS AVAILABLE
  FOR PLAN BENEFITS                   1,203,145   1,127,137     751,448      200,938      75,899      333,416   (43,612)   3,648,371

TRANSFERS BETWEEN FUNDS                 149,447    (117,363)    132,243      (34,045)   (118,343)    (134,872)  122,933       -

NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, beginning of year         2,411,711   3,196,697   1,669,067    1,100,547     618,905    1,015,670   147,197   10,159,794
                                     ----------  ----------  ----------   ----------   ---------   ----------  --------  -----------

NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, end of year              $3,764,303  $4,206,471  $2,552,758   $1,267,440   $ 576,461   $1,214,214  $226,518  $13,808,165
                                     ==========  ==========  ==========   ==========   =========   ==========  ========  ===========





                            The accompanying notes are an integral part of this financial statement.
</TABLE>
                                                                5
<PAGE>
<TABLE>


                                      SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN
                                      ------------------------------------------------------

                        STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
                        ------------------------------------------------------------------------------------

                                                 FOR THE YEAR ENDED OF DECEMBER 31, 1994
                                                 ---------------------------------------

<CAPTION>
                                                                         Participant Directed
                                     ------------------------------------------------------------------------------------
                                                                                                    Short-
                                       Growth      Asset      S & P 500     Money       SOCO     Intermediate Participant
                                        Stock    Allocation     Stock       Market      Stock       Term         Loan
                                        Fund        Fund        Fund         Fund       Fund        Fund         Fund       Total
                                     ----------  ----------  ----------   ----------  ---------  -----------  ----------- ----------

<S>                                  <C>         <C>         <C>          <C>          <C>        <C>         <C>         <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
    Investment income-
      Interest and dividend income   $     -     $     -     $     -      $   28,137   $   -      $     -     $ 10,211    $  38,348
      Net realized and unrealized
        appreciation (depreciation)
        in fair value of investments     42,035     (86,024)      14,764        -      (106,017)     (34,501)     -        (169,743)
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------   ----------

                                         42,035     (86,024)      14,764      28,137   (106,017)     (34,501)   10,211     (131,395)
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------   ----------

    Contributions
      Employers                         200,307     244,205      139,995     102,181    115,492       97,820      -         900,000
      Participants                      327,430     380,703      237,938     153,606    217,527      144,897      -       1,462,101
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------  -----------

                                        527,737     624,908      377,933     255,787    333,019      242,717      -       2,362,101
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------  -----------

        Total additions                 569,772     538,884      392,697     283,924    227,002      208,216    10,211    2,230,706
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------  -----------


DEDUCTIONS FROM NET ASSETS
  ATTRIBUTED TO:
    Distributions to participants        17,880      77,053      153,223     162,139     41,791      215,444     7,661      675,191
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------  -----------

        Total deductions                 17,880      77,053      153,223     162,139     41,791      215,444     7,661      675,191
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------  -----------

NET INCREASE (DECREASE)
  IN NET ASSETS AVAILABLE
  FOR PLAN BENEFITS                     551,892     461,831      239,474     121,785    185,211       (7,228)    2,550    1,555,515

TRANSFERS BETWEEN FUNDS                  98,411    (214,017)     (12,495)    566,770   (215,603)    (266,966)   43,900         -

NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, beginning of year         1,761,408   2,948,883    1,442,088     411,992    649,297    1,289,864   100,747    8,604,279
                                     ----------  ----------   ----------  ----------  ---------   ----------  --------  -----------

NET ASSETS AVAILABLE FOR PLAN
  BENEFITS, end of year              $2,411,711  $3,196,697   $1,669,067  $1,100,547  $ 618,905   $1,015,670  $147,197  $10,159,794
                                     ==========  ==========   ==========  ==========  =========   ==========  ========  ===========




                            The accompanying notes are an integral part of this financial statement.
</TABLE>
                                                                6
<PAGE>



             SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS


(1)    DESCRIPTION OF THE PLAN

The  following  description  of the Snyder Oil  Corporation  Profit  Sharing and
Savings Plan (the "Plan") provides only general information. Participants should
refer  to the Plan  agreement  for a more  complete  description  of the  Plan's
provisions.

General

The Plan is a defined  contribution  profit  sharing  and  401(k)  savings  plan
adopted on January 1, 1983, for the benefit of eligible  employees of Snyder Oil
Corporation  ("SOCO").  In 1996, the Plan was amended to allow for more than one
employer  in  anticipation  of  an  additional  employer,  Patina  Oil  and  Gas
Corporation  ("Patina"),  adopting the Plan.  Patina, a 74% owned SOCO affiliate
and the successor  entity to Gerrity Oil and Gas  Corporation,  adopted the Plan
for the benefit of its eligible  employees who may elect to  participate  in the
Plan. Effective August 16, 1996, the Gerrity Oil and Gas Corporation 401(k) plan
assets,  originally  effective  January 13, 1992 were merged into the Plan.  The
Plan  is  administered  by the  Plan's  advisory  committee  composed  of  three
employees approved by the SOCO Board of Directors.  Employees become eligible to
participate  in the Plan on an entry date at least  four  months  following  the
later of the date the employee  first performs an hour of service or attains age
18. The entry  dates for the Plan are  January 1 and July 1. The Plan is subject
to the  provisions  of the  Employee  Retirement  Income  Security  Act of  1974
(ERISA).

Prior to April  1996,  Wells Fargo  Institutional  Trust  Company  served as the
Trustee of the Plan.  In April  1996,  Amendment  No. 2 to the Plan was  adopted
which,  among other things,  named Barclays Global  Investors ("the Trustee") as
the  Trustee of the Plan upon their  acquisition  of Wells  Fargo  Institutional
Trust Company.

Prior to 1996, SOCO owned stock of DelMar  Petroleum,  Inc.  ("DelMar").  During
1996, SOCO acquired the remaining outstanding stock of DelMar. Effective October
31, 1996, the DelMar 401(k) plan assets,  originally effective January 13, 1992,
were merged into the Plan.

The Plan allows participants several investment options in which to invest their
individual  and employer  contribution  accounts which can be changed at anytime
throughout the year.  Investment income is allocated to participants  based upon
the  ratio of their  participant  account  balance  to the  total  participants'
accounts in a manner defined by the Plan agreement.

Participant Contributions

Subject to certain maximum  limitations  imposed by the Internal Revenue Code, a
participant  may elect to  contribute to the Plan up to 15% of his or her annual
pretax  compensation.  A  participant  may change the  applicable  percentage or
completely suspend his or her contributions at any time in

                                        7

<PAGE>



accordance  with Plan  policies.  The Plan also allows  employees to  "rollover"
contributions from another qualified plan to the Plan.

Employer Contributions

Employer  contributions to the Plan are entirely discretionary and determined on
an annual basis  independently  by each of the  employers'  Board of  Directors.
Employer   contributions   are  allocated  to   participants  of  each  employer
independently  based upon annual  compensation  in a manner  defined by the Plan
agreement.

Vesting

Participants  are fully  vested at all  times in their  individual  contribution
accounts.  Vesting  in  Employer  contribution  accounts  is  based  on years of
service. A participant is 40% vested after two years, 80% after three years, and
100% after four or more years of service. In addition,  participants also become
fully vested in their  employer  contribution  accounts upon  retirement,  at or
after age 55, or upon death or total disability of the participant.

Forfeitures

The  nonvested  amounts in a  participant's  employer  contribution  account are
forfeited to the Plan upon  termination.  Such  forfeitures are allocated to the
remaining participants of the respective employer based upon annual compensation
in a manner defined by the Plan agreement to the Plan.

Distributions

Distribution of the participant's entire account becomes due upon retirement, at
or after age 55, or upon death or total disability. Such account balances may be
distributed either in a lump-sum  distribution or in installments,  as described
in the Plan agreement. Participants are entitled to receive the balance of their
individual  contribution  account plus their vested  interest in their  employer
contribution  account upon  termination  of  employment.  Participants  may make
hardship  withdrawals from their  individual  contribution  account,  subject to
certain restrictions.  Participants may also receive loans from the Plan secured
by the participant's account for up to 50% of their vested balance. Each loan is
evidenced  by a note  providing  for  repayment  over a maximum of 5 or 10 years
depending  on the  purpose  of the loan as  defined  by the Plan  agreement  and
providing for interest at a reasonable rate.

Federal Income Taxes

The Plan received a determination letter from the Internal Revenue Service dated
May 9, 1995,  confirming that the Plan, and related trust, as amended in October
1994, is exempt from federal  income taxes under  Sections  401(a) and 501(a) of
the Internal Revenue Code.




                                        8

<PAGE>



Plan Termination

Although it has  expressed no intention to do so, the  employers  may suspend or
discontinue contributions under the Plan and has reserved the right to terminate
the Plan  subject  to  provisions  of  ERISA.  In the  event of full or  partial
termination  of the  Plan,  participants  will  become  fully  vested  in  their
individual  and  Employer   contribution   accounts  and  will  be  entitled  to
distributions of their entire accounts according to the Plan document and ERISA.

(2)    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the  reported  amounts  of net assets  available  for plan  benefits  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the reported  amounts of additions  to and  deductions  from net
assets available for plan benefits during the reporting  period.  Actual results
could differ from those estimates.

The  accompanying  financial  statements  are  prepared on the accrual  basis of
accounting.

Investments

The Plan's investments are held by bank-administered  trust funds, issued by the
Trustee,  and  are  recorded  at fair  market  value  as  determined  by  market
quotations.

Individual  investments  with a fair value  greater  than 5% of total net assets
available for Plan benefits consisted of the following fair values:
<TABLE>
<CAPTION>

                                                                                         December 31,
                                                                                   1996                1995
                                                                             ---------------     ----------------

     <S>                                                                       <C>                  <C>
     Growth Stock Fund                                                         $ 5,160,894          $ 3,764,303
     Asset Allocation Fund                                                       3,807,673            4,206,471
     S&P 500 Stock Fund                                                          3,304,654            2,552,758
     Money Market Fund                                                           1,615,225            1,267,440
     Snyder Oil Corporation Stock                                                1,502,269               *
     Short-Intermediate Term Fund                                                1,329,346            1,214,214

     * Represents less than 5% of total net assets available for Plan benefits.
</TABLE>



                                        9

<PAGE>



The net realized and  unrealized  appreciation  (depreciation)  in fair value of
investments  included in the  statements of changes in net assets  available for
plan benefits with fund information for the years ended December 31, 1996, 1995,
and 1994, consisted of the following:
<TABLE>
<CAPTION>

                                                                           Net Appreciation (Depreciation)
                                                                   -----------------------------------------------
                                                                        1996           1995             1994
                                                                   --------------  --------------  ---------------


       <S>                                                            <C>             <C>            <C>
       Marketable equity securities                                   $1,133,916      $1,595,312     $     56,799
       U.S. government and corporate debt
            securities and bonds                                          30,110         149,850          (34,501)
       Asset Allocation Fund                                             385,073         926,958          (86,024)
       Snyder Oil Corporation stock                                      530,358        (111,928)        (106,017)
       Patina Oil Corporation stock                                       38,518          -                 -
                                                                      ----------      ----------      -----------

            Net realized and unrealized
                 appreciation (depreciation)
                 in fair value of investments                         $2,117,975      $2,560,192      $  (169,743)
                                                                      ==========      ==========      ===========
</TABLE>

The Asset Allocation Fund invests in a changing mix of stocks,  bonds, and money
market  securities.  At December 31,  1996,  the mix was 60% in bonds and 40% in
equity securities.  From the financial information available, it is not possible
to determine the net realized and unrealized appreciation (depreciation) in each
type of investment (i.e., stocks).

In accordance with Department of Labor  regulations,  realized gains (losses) on
plan  assets sold  during the year are  calculated  as the excess of sales price
over the fair value of the assets at the beginning of the plan year in which the
asset is sold.

Cost of Administration

The  employers  have  paid  for the  majority  of the  expenses  related  to the
administration  of the Plan,  but are not obligated to do so. The employers will
not require reimbursement for these expenses.  Any such expenses not paid by the
employers shall be paid from the Plan assets.



                                       10

<PAGE>



Distributions to be Paid

As  discussed  in Note 1,  participants  are  entitled to receive the balance of
their  individual  contribution  account  plus their  vested  interest  in their
employer contribution account upon termination of employment.  However, if their
total vested balance exceeds $3,500 as defined in the Plan  agreement,  they may
elect to continue to invest it through the Plan.  Distributions  that terminated
employees are entitled to by fund at December 31, 1996 and 1995, are as follows:
<TABLE>
<CAPTION>

                                                                                         December 31,
                                                                            --------------------------------------
                                                                                  1996                  1995
                                                                            ----------------      ----------------

     <S>                                                                        <C>                  <C>
     Growth Stock Fund                                                          $1,065,563           $   240,145
     Asset Allocation Fund                                                         996,950               351,671
     S&P 500 Stock Fund                                                            954,620               280,840
     Short-Intermediate Term Fund                                                  374,493               275,603
     Snyder Oil Corporation Stock Fund                                             317,248                49,933
     Money Market Fund                                                             222,041               145,736
     International Equity Fund                                                     102,253                -
     Patina Oil Corporation Stock Fund                                               5,129                -
                                                                                ----------            ----------
                                                                                $4,038,297            $1,343,928
                                                                                ==========            ==========
</TABLE>

Distributions  are deducted  from net assets  available  for plan  benefits when
paid. As such, no accrual is provided for distributions to be paid.

(3)    EXPLANATION OF DIFFERENCES BETWEEN THE FORM 5500 AND THE
       AUDITED FINANCIAL STATEMENTS

Benefits  payable in the amount of $238,347 and  $163,079  included on Form 5500
for the  Plan  years  ended  December  31,  1996  and  1995,  differed  from the
corresponding  balances on the audited  financial  statements.  The  differences
occurred due to the timing of certain  accruals.  However,  the differences are,
both individually and in the aggregate,  immaterial to the financial  statements
taken as a whole.




                                       11

<PAGE>
<TABLE>
                                                                                                 SCHEDULE I

                          SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN

                                ITEM 27a - SUPPLEMENTAL SCHEDULE OF ASSETS
                                       HELD FOR INVESTMENT PURPOSES

                                          AS OF DECEMBER 31, 1996

                                               EIN: 75-2306158
                                               Plan Number: 001

<CAPTION>
(a)            (b)                            (c)                              (d)                 (e)
           Identity of                   Description of                                          Current
         Issue, Borrower                   Investment                          Cost               Value
- --- --------------------------   --------------------------------       ------------------   -----------------

<S>                                                                         <C>                 <C>
 *  Barclays  Global Investors   Growth Stock Fund                          $4,712,583          $5,160,894
 *  Barclays  Global Investors   Asset Allocation Fund                       3,451,269           3,807,673
 *  Barclays  Global Investors   S & P 500 Stock Fund                        2,797,436           3,304,654
 *  Barclays  Global Investors   Money Market Fund
                                   (average rate of return 5.14%)            1,615,225           1,615,225
 *  Snyder Oil Corporation       Snyder Oil Corporation Stock
                                   Fund ($.01 par value)                       973,174           1,502,269
 *  Barclays  Global Investors   Short-Intermediate Term Fund                1,299,729           1,329,346
 *  Barclays  Global Investors   International Equity Fund                     815,851             831,744
 *  Patina Oil Corporation       Patina Oil Corporation Stock
                                   Fund ($.01 par value)                       104,341             142,217
 *  Participant Loans            Participant Loans
                                   (7% to 12% interest rates)                     -                274,081
                                                                         -----------------   -----------------

                                                                           $15,769,608         $17,968,103
                                                                         =================   =================













                      This supplemental schedule lists assets held for investment purposes
                         at December 31, 1996, as required by the Department of Labor
                              Rules and Regulations for Reporting and Disclosure.


*  Column (a) indicates each identified person/entity known to be a party-in-interest.

</TABLE>


                                                     12
<PAGE>

<TABLE>
                                                                                                                 SCHEDULE II

                                SNYDER OIL CORPORATION PROFIT SHARING AND SAVINGS PLAN

                             ITEM 27d - SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS

                                            FOR THE YEAR ENDED DECEMBER 31, 1996

                                                       EIN: 75-2306158
                                                       Plan Number: 001
<CAPTION>

         (a)              (b)                                             (c)          (d)             (g)             (i)
     Identity of      Description      Description of     Number of     Purchase     Selling         Cost of        Net Gain
    Party Involved      of Asset        Transactions     Transactions     Price       Price           Asset         or (Loss)
    --------------    -----------      --------------    ------------   --------    ----------    -------------   -------------


<S> <C>          <C>                       <C>               <C>        <C>          <C>             <C>             <C>
INDIVIDUAL TRANSACTIONS:
    None in excess of 5% of the fair value of Plan  assets at the  beginning  of
the year.

SERIES OF TRANSACTIONS:
    Barclays Global Investors-
                 Growth Stock Fund           Purchases       59         $1,855,762   $     -         $1,855,762      $    -
                 Growth Stock Fund           Sales           59               -         992,370         715,157        277,213

    Barclays Global Investors-
                 Asset Allocation Fund       Purchases       55            789,980         -            789,980           -
                 Asset Allocation Fund       Sales           62               -       1,573,851       1,281,446        292,405

    Barclays Global Investors-
                 S & P 500 Stock Fund        Purchases       61          1,144,688         -          1,144,688           -
                 S & P 500 Stock Fund        Sales           54               -         979,109         715,720        263,389

    Barclays Global Investors-
                 Money Market Fund           Purchases       50          1,199,084         -          1,199,084           -
                 Money Market Fund           Sales           61               -         918,892         918,892           -

    Barclays Global Investors-
                 Snyder Stock Fund           Purchases       43            548,306         -            548,306           -
                 Snyder Stock Fund           Sales           56               -         152,857         202,118        (49,261)

    Barclays Global Investors-
                 International Equity Fund   Purchases       41            926,069         -            926,069           -
                 International Equity Fund   Sales            7               -         108,725         110,218         (1,493)






                       This schedule lists all individual transactions and series of transactions in excess of
                        5% of the fair value of Plan assets at the beginning of the year as required by the
                          Department of Labor Rules and Regulations for Reporting and Disclosure.

(e & f)  Do not apply as there are no Lease Rentals or Transaction Expenses.

(h)         The current value on the date of each transaction is equal to the purchase price or selling price respectively.
</TABLE>
 
                                                               13

<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 hereunto duly authorized.




                                          SNYDER OIL CORPORATION PROFIT
                                          SHARING AND SAVINGS PLAN



                                          By /s/ James H. Shonsey
                                            --------------------------------
                                            James H. Shonsey, Vice President
















June 4, 1997






                                                               EXHIBIT 23.1










                    CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


As independent  public  accountants,  we hereby consent to the  incorporation by
reference of our report  dated June 4, 1997,  included in this Form 11-K for the
year ended December 31, 1996,  into Snyder Oil  Corporation's  previously  filed
Registration Statement No. 33-48213.






                                             ARTHUR ANDERSEN LLP




Dallas, Texas
    June 4, 1997




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