CONFORMED COPY 



                                               UNITED STATES
                                    SECURITIES AND EXCHANGE COMMISSION

                                          Washington, D.C. 20549

                                                 FORM 10-Q
                                                                

                    [X] Quarterly Report Pursuant to Section 13 or 15(d) of 
                             the Securities and Exchange Act of 1934
                             For the period ended September 30, 2000

                                                    OR

                   [ ] Transition Report Pursuant to Section 13 of 15(d) of 
                            the Securities and Exchange Act of  1934
                        For the transition period from         to        

                                       Commission file number 0-7246

                             I.R.S. Employer Identification Number 95-2636730

                                     PETROLEUM DEVELOPMENT CORPORATION
                                          (A Nevada Corporation)
                                           103 East Main Street
                                           Bridgeport, WV 26330
                                         Telephone: (304) 842-6256

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15d 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 
 

Indicate the number of shares outstanding of each of the issuers classes of 
common stock, as of the latest practicable date: 16,243,864 shares of the 
Company's Common Stock ($.01 par value) were outstanding as of 
      September 30, 2000.
                      PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES
                                                     
                                                   INDEX


<TABLE>
<C>                                                                  <C>

PART I - FINANCIAL INFORMATION                                                            Page No.


  Item 1.  Financial Statements

              Independent Auditors' Review Report                                        	        	1

              Condensed Consolidated Balance Sheets -
              September 30, 2000 (unaudited) and December 31, 1999                         	2

              Condensed Consolidated Statements of Income - Three 
              Months and Nine Months Ended September 30, 2000 
              and 1999 (unaudited)                                                               		4

              Condensed Consolidated Statements of Cash Flows- Nine 
              Months Ended September 30, 2000 and 1999 (unaudited)                               	5

              Notes to Condensed Consolidated Financial Statements                               	6


  Item 2.     Management's Discussion and Analysis of Financial 
              Condition and Results of Operations                                                		8


  Item 3.     Quantitative and Qualitative Disclosure About Market Risk                         	12


PART II       OTHER INFORMATION


  Item 1.     Legal Proceedings                                                                 		12 


  Item 6.     Exhibits and Reports on Form 8-K                                                  		12

</TABLE>









                                      PART I - FINANCIAL INFORMATION


                                    Independent Auditors' Review Report




The Board of Directors
Petroleum Development Corporation:


We have reviewed the accompanying condensed consolidated balance sheet of 
Petroleum Development Corporation and subsidiaries as of September 30, 
2000, and the related condensed consolidated statements of income for the 
three-month and nine-month periods ended September 30, 2000 and 1999 and 
the related condensed consolidated statements of cash flows for the nine-
month periods ended September 30, 2000 and 1999.  These financial 
statements are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the 
American Institute of Certified Public Accountants.  A review of 
interim financial information consists principally of applying analytical 
review procedures to financial data and making inquiries of persons 
responsible for financial and accounting matters.  It is substantially 
less in scope than an audit conducted in accordance with generally 
accepted auditing standards, the objective of which is the expression 
of an opinion regarding the financial statements taken as a whole.  
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that 
should be made to the condensed consolidated financial statements referred 
to above for them to be in conformity with accounting principles generally 
accepted in the United States of America.

We have previously audited, in accordance with generally accepted auditing 
standards, in the United States of America, the consolidated balance sheet 
of Petroleum Development Corporation and subsidiaries as of December 31, 
1999 and the related consolidated statements of income, stockholders' 
equity, and cash flows for the year then ended (not presented herein); 
and in our report dated March 6, 2000, we expressed an unqualified 
opinion on those consolidated financial statements.  In our opinion, the 
information set forth in the accompanying condensed consolidated balance 
sheet as of December 31, 1999 is fairly presented, in all material 
respects, in relation to the consolidated balance sheet from which it has 
been derived.


                                                                  KPMG LLP


Pittsburgh, Pennsylvania
November  1,  2000

                            PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES

                                   Condensed Consolidated Balance Sheets
                                 September 30, 2000 and December 31, 1999




<TABLE>
      <C>                                                                <C>                 <C>
              ASSETS

                                                                      2000                   1999  
                		                                                     (Unaudited)


Current assets:
  Cash and cash equivalents                                            $13,736,800          $ 	29,059,200
  Accounts and notes receivable                                         18,885,800            	10,263,200
  Inventories                                                            	838,600                577,600
  Prepaid expenses                                                                 7,232,200             	2,360,100

              Total current assets                                                40,693,400            42,260,100



Properties and equipment                                                133,954,000           118,349,100
  Less accumulated depreciation, depletion,
  and amortization                                                                 36,188,800            31,207,300
                                                                                                 97,765,200            87,141,800

Other assets                                                                            3,083,500             2,681,700

                                                                                            $141,542,100          $132,083,600

</TABLE>







                                       (Continued)




                                                    -2-
                            PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES

                             Condensed Consolidated Balance Sheets, Continued
                                 September 30, 2000 and December 31, 1999



<TABLE>
<C>                                                                    <C>                    <C>
              LIABILITIES AND
              STOCKHOLDERS' EQUITY
		                  		2000                  1999   
                                                                     (Unaudited)

Current liabilities:
  Accounts payable and accrued expenses                            $ 21,564,000          $ 17,599,000 
  Advances for future drilling contracts                             	11,191,700            25,137,400 
  Funds held for future distribution                                  	2,794,200             2,027,600 

              Total current liabilities                              	35,549,900            44,764,000 

Long-term debt                                                       	18,475,000             9,300,000 
Other liabilities                                                	    3,907,200             3,160,600 
Deferred income taxes                                                 	4,689,600             4,134,100 


Stockholders' equity:
  Common stock                                                          	162,400               157,400 
  Additional paid-in capital                                         	32,931,400            32,071,000 
  Retained earnings                                                  	45,826,600            38,496,500 

              Total stockholders' equity                             	78,920,400            70,724,900 


                                                                   		$141,542,100          $132,083,600 

</TABLE>






See accompanying notes to condensed consolidated financial statements.

                                                    -3-
                            PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES

                                Condensed Consolidated Statements of Income
                 Three and Nine Months ended September 30, 2000 and 1999
                                                (Unaudited)

<TABLE>
<C>                                                    <C>             <C>              <C>          <C>
                                                         Three Months Ended     Nine Months Ended      
                                                       September 30,                 September 30,        
                                                        2000             1999              2000     1999  

Revenues:
      Oil and gas well drilling operations 	$ 6,803,900     	$ 7,963,200    	$32,209,900 	$34,739,400
      Oil and gas sales                              	24,424,100      	13,525,700         59,581,600  	32,414,700
      Well operations and pipeline income  1,209,500       	1,681,600          	3,789,100   	4,043,400
      Other income                                      	381,100         	671,200            	805,600   	1,364,500

                                                                           32,818,600  	23,841,700  	96,386,200	72,572,000

Costs and expenses:
  Cost of oil and gas well drilling
   operations                                                         5,547,400   	6,249,500	25,963,700  	28,646,800
  Oil and gas purchases
   and production costs                              	21,249,200      	12,782,300         52,505,100	30,740,900
  General and administrative expenses 	1,038,300         	859,200          	2,749,800	1,919,400
  Depreciation, depletion, and 
    amortization                                      	1,850,300       	1,007,100          	5,004,800 	2,899,800
  Interest                                                              437,500             88,100   	727,500	88,100
                                                  	30,122,700	20,986,200  	86,950,900     	  64,295,000

       Income before income taxes                    2,695,900       2,855,500          9,435,300	8,277,000

Income taxes                                                       555,000            842,000 	2,105,200  	2,056,400


       Net income                                   	$ 2,140,900     $ 2,013,500        $ 7,330,100	$ 6,220,600

Basic earnings per common share            $  .13            $  .13             $  .45            $  .40

Diluted earnings per common and
 common equivalent share                    	$  .13            $  .12             $  .45            $  .38

</TABLE>


See accompanying notes to condensed consolidated financial statements.

                                                        -4-
                          PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES

                             Condensed Consolidated Statements of Cash Flows
                               Nine Months Ended September 30, 2000 and 1999
                                                        (Unaudited)

<TABLE>
<C>                                                                             <C>                 <C>
                                                                                2000                 1999
Cash flows from operating activities:
         Net income                                                                              $ 7,330,100         
$6,220,600 
         Adjustments to net income to reconcile
             to cash used in operating activities:
             Deferred federal income taxes                                     555,500              (399,500)
             Depreciation, depletion & amortization                          5,004,800             2,899,800 
             Leasehold acreage expired or surrendered                          271,100               381,200 
             Amortization of stock award                                         4,100                 9,200 
             Gain on disposal of assets                                        (15,200)             (493,800)
             Increase in current assets                                    (13,609,000)           (4,226,200)
             Increase in other assets                                         (340,700)             (929,700)
             Decrease in current liabilities                                (9,214,100)          (20,455,500)
             Increase in other liabilities                                     746,600               246,600 

                     Total adjustments                                     (16,596,900)          (22,967,900)

                     Net cash used in operating activities                  (9,266,800)          (16,747,300)

Cash flows from investing activities:
         Capital expenditures                                              (15,870,800)          (13,655,400)
         Proceeds from sale of leases                                          529,400               724,500 
         Proceeds from sale of assets                                           15,200               643,000 

                     Net cash used in investing activities                 (15,326,200)          (12,287,900)

Cash flows from financing activities:
         Proceeds from exercise of stock options                                95,600                  -    
         Net proceeds from revolving credit agreement                        9,175,000             3,735,000 


                     Net cash provided by financing activities               9,270,600             3,735,000 

Net change in cash and cash equivalents                                    (15,322,400)          (25,300,200)

Cash and cash equivalents, beginning of period                              29,059,200            34,894,600 

Cash and cash equivalents, end of period                                  $ 13,736,800          $  9,594,400 

</TABLE>




See accompanying notes to condensed consolidated financial statements.

                                                            -5-
                         PETROLEUM DEVELOPMENT CORPORATION AND SUBSIDIARIES


                           Notes to Condensed Consolidated Financial Statements
                                                    September 30, 2000
                                                        (Unaudited)


1.       Accounting Policies

         Reference is hereby made to the Company's Annual Report on Form
         10-K for 1999, which contains a summary of significant accounting 
          policies followed by the  Company in the preparation of its 
          consolidated financial statements.  These policies were also followed
          in preparing the quarterly report included herein.

2.       Basis of Presentation

         The Management of the Company believes that all adjustments 
         (consisting of  only normal recurring accruals) necessary to a fair 
         statement of the results of such periods have been made.  The results 
         of operations for the nine months ended September 30, 2000 are not 
         necessarily indicative of the results to be expected for the full year.

3.       Oil and Gas Properties

         Oil and Gas Properties are reported on the successful efforts method.

4.       Earnings Per Share

         Computation of earnings per common and common equivalent share
         are as follows for the three and nine months ended 
                 September 30, 2000 and 1999:

<TABLE>
<C>                                                    <C>            <C>                 <C>              <C>
                                                        Three Months Ended                    Nine Months Ended   
                                                   September 30,                          September 30,      
                                                   2000               1999               2000            1999  

Weighted average common
 shares outstanding                                      16,243,456   15,737,795          16,128,434    15,732,805

Weighted average common and
 common equivalent shares outstanding                   16,589,452    16,325,937          16,395,403    16,279,999

Net income                                              $ 2,140,900  $ 2,013,500         $ 7,330,100   $ 6,220,600

Basic earnings per common share                    $  .13             $  .13              $  .45         $  .40

Diluted earnings per common and
 common equivalent share                           $  .13             $  .12              $  .45         $  .38

</TABLE>

 
   
- 6-         
         5.  Business Segments (in Thousands)
         
             PDC's operating activities can be divided into three major 
             segments:  drilling and development, natural gas sales, and 
             well operations.  The Company drills natural gas wells for 
             Company-sponsored drilling partnerships and retains an 
             interest in each well.  The Company also engages in oil and 
             gas sales to residential, commercial and industrial end-users.
             The Company charges Company-sponsored partnerships and 
             other third parties competitive industry rates for well operations
             and gas gathering.  Segment information for the three and nine
                     months ended September 30, 2000 and 1999 is as follows:

<TABLE>
<C>                                                    <C>         <C>           <C>           <C> 
                                                   Three Months Ended          Nine Months Ended
                                                 September 30,                   September 30,   
                                                        2000      1999         2000        1999  
      REVENUES
         Drilling and Development                     $ 6,804     $ 7,963       $32,210     $34,739
         Natural Gas Sales                             24,424      13,526        59,582      32,415
         Well Operations                                1,210       1,682         3,789       4,053
         Unallocated amounts (1)                          381         671           805       1,365
      Total                                           $32,819     $23,842       $96,386     $72,572

      (1)  Includes interest on investments and partnership management fees which are not allocated in assessing segment
           performance.

                                                   Three Months Ended          Nine Months Ended
                                                 September 30,                   September 30,   
                                                        2000      1999         2000        1999  

      SEGMENT INCOME BEFORE INCOME TAXES
         Drilling and Development                      $1,256      $1,713        $6,246     $6,092         
         Natural Gas Sales                              2,232         808         4,964      1,579         
         Well Operations                                  340          648        1,013      1,364 

         Unallocated amounts (2)
           General and Administrative 
            expenses                                   (1,038)       (859)       (2,750)    (1,919)
           Interest expense                              (438)        (88)         (728)      (88) 
           Other (1)                                      344          633          690      1,249 

      Total                                           $ 2,696      $ 2,855      $ 9,435    $ 8,277 

      (2)  Items which are not allocated in assessing segment performance.

                                                      September 30, 2000          December 31, 1999
      SEGMENT ASSETS
         Drilling and Development                                  $ 11,947               $ 23,957 
         Natural Gas Sales                                         114,473                  93,073 
         Well Operations                                              7,704                  7,977 
         Unallocated amounts 
           Cash                                                         469                  1,967 
           Other                                                      6,949                  5,110 
      Total                                                        $141,542               $132,084 
</TABLE>

-7-    
    6.   Commitments and Contingencies
    
      The nature of the independent oil and gas industry involves a 
           dependence on outside investor drilling capital and involves a 
           concentration of gas sales to a few customers.  The Company sells
           natural gas to various public utilities and industrial customers.
    
      Substantially all of the Company's drilling programs contain a 
          repurchase provision where Investors may tender their partnership 
          units for repurchase at any time beginning with the third anniversary
          of the first cash distribution.  The provision provides that the 
          Company is obligated to purchase an aggregate of 10% of the initial
          subscriptions per calendar year (at a minimum price of three times
          the most recent 12 months' cash distributions), only if such units are
          tendered, subject to the Company's financial ability to do so.  The 
          maximum annual 10% repurchase obligation, if tendered by the 
          investors, is currently approximately $1.0 million.  The Company has
          adequate liquidity to meet this obligation.
    
      The Company is not party to any legal action that would materially affect
           the Company's results of operations or financial condition.
    
 
   Item 2.   Management's Discussion and Analysis of Financial Condition
           and Results of Operations
    
    Results of Operations
    
    Three Months Ended September 30, 2000 Compared With 
                   September 30, 1999
    
            Revenues.  Total revenues for the three months ended 
            September 30, 2000 were $32.8 million compared to $23.8 million
            for the three months ended September 30, 1999, an increase of 
            approximately $9.0 million, or 37.8 percent. Such increase was 
            primarily a result of increased oil and gas sales.  Drilling
            revenues for the three months ended September 30, 2000 were 
            $6.8 million compared to $8.0 million for the three months ended 
            September 30, 1999, a decrease of approximately $1.2 million or 
            15.0 percent.  Such decrease resulted from lower volumes of 
            drilling and completion activities.  Oil and gas sales for three
            months ended September 30, 2000 were $24.4 million compared to 
           $13.5 million for the three months ended September 30, 1999, an 
            increase of approximately $10.9 million, or 80.7 percent.  Such 
            increase was due to the natural gas marketing activities of Riley 
            Natural Gas (RNG), the Company's marketing subsidiary, and 
            increased production from the Company's producing properties and 
            higher average sales prices of natural gas and oil.  Well operations
            and pipeline income for the three months ended September 30,
            2000 were $1.2 million compared to $1.7 million for the three
            months ended September 30, 1999, a decrease of approximately
            $500,000, or 29.4 percent.

           Other income for the three months ended September 30, 2000 was 
           $381,000 compared to $671,000 for the three months ended 
           September 30, 1999, a decrease of approximately $290,000, or 
           43.2 percent.  Other income for the three months ended 
           September 30, 1999 included a gain on the sale of oil and gas 
           properties of approximately $484,000.  
    
           Costs and expenses.  Costs and expenses for the three months ended 
           September 30, 2000 were $30.1 million compared to $21.0 million for 
           the three months ended September 30, 1999, an increase of 
           approximately $9.1 million or 43.3 percent.  Such increase was
           primarily result of increased oil and gas activity. Oil and gas well
           drilling operations costs for the three months ended September 30, 
           2000 were $5.5 million compared to $6.2 million for the three months 
           ended September 30, 1999, a decrease of approximately $700,000,
           or 11.3 percent. Such decrease resulted from lower expenses 
           resulting from decreased drilling activity.  Oil and gas purchases
           and production costs for the three months ended September 30, 
           2000 were $21.2 million compared to $12.8 million for the three 
           months ended September 30, 1999, an increase of approximately 
           $8.4 million or 65.6 percent.  
    
    
- 8 -   Such increase was due primarily to the natural gas marketing 
          activities of RNG and production costs associated with the increased
          volumes of natural gas produced by the Company's producing 
          properties.  General and administrative expenses for the three 
          months ended September 30, 2000 increased to $1.0 million
          compared with $859,000 for the three months ended September 30, 
          1999 an increase of approximately $141,000 or 16.4%.  Such
          increase was due to higher corporate expenses as a result of the
          significant growth and geographic diversification of the Company's
          drilling and production operations.  Depreciation, depletion, and 
          amortization costs for the three months ended September 30, 
          2000 were $1.9 million compared to $1.0 million for the three 
          months ended September 30, 1999, an increase of $900,000 or 
          90.0 percent.  Such increase was due to the increased amount 
          of investment in oil and gas properties owned by the Company.  
          Interest costs for the three months ended September 30, 2000 
          were $437,000 compared to $88,000 for the three months ended
          September 30, 1999, an increase of approximately $349,000 as 
          the Company utilized an increased amount of its line-of-credit for
          the purchase and development of oil and gas producing properties.
    
           Net income.  Net income for the three months ended September 
                   30, 2000 was $2.1 million compared to a net income of $2.0 
                   million for the three months ended September 30, 1999, an 
                   increase of approximately $100,000 or 5.0 percent. 
    
            Nine Months Ended September 30, 2000 Compared with 
                    September 30, 1999
    
            Revenues.  Total revenues for the nine months ended 
            September 30, 2000 were $96.4 million compared to $72.6 
            million for the nine months ended September 30, 1999, an 
            increase of approximately $23.8 million, or 32.8 percent.  
            Such increase was primarily a result of increased oil and 
            gas sales.  Drilling revenues for the nine months ended 
            September 30, 2000 were $32.2 million compared to $34.7 
            million for the nine months ended September 30, 1999, a 
            decrease of approximately $2.5 million, or 7.2 percent.  
            Such decrease resulted from lower volumes  of drilling 
            and completion activities as a result of decreased levels 
            of drilling partnership-related financing. Oil and gas sales
            for the nine months ended September 30, 2000 were $59.6
            million compared to $32.4 million for the nine months ended
            September 30, 1999 an increase of approximately $27.2
            million, or 84.0 percent. Such increase was due primarily to
            the natural gas marketing activities of Riley Natural Gas (RNG),
            the Companys marketing subsidiary, and increased production 
            volumes from the Companys producing properties, along with
            higher average sales prices of oil and natural gas. Well 
            operationsand pipeline income for the nine months ended
            September 30, 2000 was $3.8 million compared to $4.1 million
            for the nine months ended September 30, 1999, a decrease of 
            approximately $300,000, or 7.3 percent.  Other income for the
            nine months ended September 30, 2000 was $805,000 
            compared to $1.4 million for the nine months ended September 
            30, 1999, a decrease of approximately $600,000, or 42.9 
            percent.  Such decrease from 1999 was primarily due to a gain
            on the sale of oil and gas property of  approximately $484,000 
            which occurred during the third quarter of 1999.
    
           Costs and expenses.  Costs and expenses for the nine months
           ended September 30, 2000 were $87.0 million compared to 
           $64.3 million for the nine months ended September 30, 1999,
           an increase of approximately $22.7 million or 35.3 percent.  
           Oil and gas well drilling operations costs for the nine months
           ended September 30, 2000 were $26.0 million compared to
           $28.6 million for the nine months ended September 30, 1999,
           a decrease of approximately $2.6 million, or 9.1 percent.  
           Such decrease resulted from lower expenses from decreased 
           drilling activity and an improved gross profit margin on the 
           Company's drilling activity.  Oil and gas purchases and 
           production costs for the nine months ended September 30, 
           2000 were $52.5 million compared to $30.7 million for
           the nine months ended September 30, 1999, an increase
           of approximately $21.8 million, or 71.0 percent.  Such
           increase was due primarily to natural gas marketing 
           activities of RNG along with increased production costs
           associated with the increased production volumes from
           the Company's producing properties.  General and
           administrative expenses for the nine months ended 
           September 30, 2000 increased to $2.7 million compared 
           with $1.9 million for the nine months ended September 
           30, 1999, an increase of $800,000 or 42.1 percent.  
           Such increase was due to higher corporate expenses 
           as a result of the significant growth and geographic 
           diversification of the  Company's drilling and production 
           operations.  Depreciation, depletion, and amortization 
           costs for the nine months ended September 30, 2000 
           were $5.0 million compared to $2.9 million for the nine
           months ended September 30, 1999, an
    
-9-     increase of approximately $2.1 million or 72.4 percent.  
          Such increase was due to the increased amount of
          investment in oil and gas properties owned by the 
          Company.  Interest costs for the nine months ended 
          September 30, 2000 were $728,000 compared to 
          $88,000 for the nine ended September 30, 1999, an 
          increase of $640,000 as the Company utilized an 
          increased amount of its line-of-credit for the purchase 
          and development of oil and gas properties.
    
          Net income.  Net income for the nine months ended 
          September 30, 2000 was $7.3 million compared to a
          net income of $6.2 million for the nine months ended 
          September 30, 1999, an increase of approximately $1.1
          million or 17.7 percent.
    
         Liquidity and Capital Resources
    
          The Company funds its operations through a 
          combination of cash flow from operations, capital 
          raised through stock offerings and drilling partnerships, 
          and use of the Company's credit facility.  Operational 
          cash flow is generated by sales of natural gas from 
          the Company's well interests, well drilling and operating
          activities for the Company's investor partners, natural 
          gas gathering and transportation, and natural gas 
          marketing.  Cash payments from Company-sponsored 
          partnerships are used to drill and complete wells for 
          the partnerships, with operating cash flow accruing to 
          the Company to the extent payments exceed drilling 
          costs.  The Company utilizes its revolving credit 
          arrangement to meet the cash flow requirements of its 
          operating and investment activities.
    
          Sales volumes of natural gas have continued to 
          increase while natural gas prices fluctuate monthly.  
          The Company's natural gas sales prices are subject to 
          increaseand decrease based on various market-
          sensitiveindices. A major factor in the variability of 
          these indices is the seasonal variation of demand for 
          the natural gas, which typically peaks during the winter
          months.  The volumes of natural gas sales are expected 
          to continue to increase as a result of continued drilling 
          activities and additional investment by the Company in 
          oil and gas properties.  The Company utilizes commodity-
          based derivative instruments (natural gas futures and 
          option contracts traded on the NYMEX) as hedges to 
          manage a portion of its exposure to this price volatility.  
          The futures contracts hedge committed and anticipated 
          natural gas purchases and sales, generally forecasted
                  to occur within a three to twelve-month period.  
    
          The Company closed its first drilling program of 2000 
                  in the second quarter and has drilled the wells in
          the second and third quarters of 2000.  The Company 
                  closed its second drilling program of 2000 in September,
          2000 and drilled some of the wells during the third 
                  quarter with the remainder to be drilled in the fourth 
                  quarter of 2000.  This second drilling program of 2000
                  closed with subscriptions of $11.6 million compared to
                  the second drilling program of 1999 which closed with
                  subscriptions of $5.5 million.  Additional programs are
                  scheduled to close in November and December of 
                  2000.  The Company generally invests, as its equity 
                  contribution to each drilling partnership, an additional 
                  sum approximating 20% of the aggregate subscriptions
                  received for that particular drilling partnership.  As a 
                  result, the Company is subject to substantial cash 
                  commitments at the closing of each drilling partnership.
                  The funds received from these programs are restricted 
                  to use in future drilling operations.  No assurance can 
                  be made that the Company will continue to receive this 
                  level of funding from these or future programs.
    
          On June 6, 2000 the Company purchased all of the 
                  working interest in 168 producing wells in Colorado
          for $5,650,000.  The transaction was effective April 
                  1, 2000.  The wells have net remaining reserves of
                  560,000 barrels of oil and 4.9 billion cubic feet of 
                  natural gas.  The Company utilized its bank credit 
                  agreement to finance this purchase.
    
-10-    
          On August 29, 2000 the Company executed an 
                  Amendment to its Credit Agreement with Bank One,
          formerly First National Bank of Chicago.  The 
                  amendment provides a $30.0 million borrowing 
                  base, subject to adequate oil and gas reserves.  
                  As of September 30, 2000, the outstanding balance 
                  was $18,475,000.  Interest accrues at prime, with 
                  LIBOR (London Interbank Market Rule) alternatives 
                  available at the discretion of the Company.  No 
                  principal payments are required until the credit 
                  agreement expires on December 31, 2004.
    
          The Company continues to pursue capital 
                   investment opportunities in producing natural gas 
                   properties as well as its plan to participate in its 
                   sponsored natural gas drilling partnerships, while 
                   pursuing opportunities for operating improvements
                   and costs efficiencies.  Management believes that 
                   the Company has adequate capital to meet its 
                   operating requirements.
    
    New Accounting Standard
    
          Statement of Accounting Standards No. 133, 
                  Accounting for Derivative Instruments and Hedging 
                  Activities (SFAS No. 133), was issued by the Financial
                  Accounting Standards Board in June, 1998.  Statement 
                  133 standardized the accounting for derivative 
                  instruments, including certain derivative instruments 
                  embedded in other contracts.  SFAS No. 133 which was 
                  amended by SFAS 138 is effective for years beginning 
                  after June 15, 2000; however, early adoption is permitted.  
                  On adoption, the provisions of SFAS No. 133 must be 
                  applied prospectively. 

          At the present time, the Company cannot determine the 
                  impact that SFAS No. 133 will have on its financial  
                  statements upon adoption, as such impact will be 
                  based on the extent of derivative instruments, such as 
                  natural gas futures and option contracts, outstanding 
                  at the date of adoption.
    

 
   Item 3.    Quantitative and Qualitative Disclosure About 
            Market Risk
    
    There have been no material changes in the reported 
            market risks faced by the Company since December
    31, 1999.
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
-11-
        
                                                     CONFORMED COPY
    
    

                                             PART II - OTHER INFORMATION 
    
    

    Item 1.    Legal Proceedings
    
    The Company is not a party to any legal actions that 
            would materially affect the Company's operations or
    financial statements.

    Item 6.    Exhibits and Reports on Form 8-K
    
           (a) None.
    
           (b) No reports on Form 8-K have been filed 
                         during the quarter ended September 30, 2000.
    
    
    

                                                      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.
    
    
            Petroleum Development Corporation
                                                          (Registrant)
    
    
    
<TABLE>
    <C>                                                                                  <C>
    Date:   November  6, 2000                               /s/ Steven R. Williams                  
                                                          Steven R. Williams
                                                          President
    
    
    Date:   November  6, 2000                               /s/ Dale G. Rettinger                    
                                                          Dale G. Rettinger
                                                          Executive Vice President
                                                          and Treasurer
    
    
    
    
    
    
    
    
    </TABLE>

                                                         -12-





<TABLE> <S> <C>

<ARTICLE>    5
<CURRENCY>    U.S.DOLLARS
       
<S>                                                      <C>     
<PERIOD-TYPE>                                          9-MOS     
<PERIOD-START>                                   Jul-01-2000     
<FISCAL-YEAR-END>                                Dec-31-2000     
<PERIOD-END>                                     Sep-30-2000     
<EXCHANGE-RATE>                                            1     
<CASH>                                            13,736,800     
<SECURITIES>                                               0     
<RECEIVABLES>                                     19,212,400     
<ALLOWANCES>                                               0     
<INVENTORY>                                                0     
<CURRENT-ASSETS>                                  40,693,400     
<PP&E>                                           133,954,000     
<DEPRECIATION>                                    36,188,800     
<TOTAL-ASSETS>                                   141,542,100     
<CURRENT-LIABILITIES>                             35,549,900     
<BONDS>                                                    0     
<PREFERRED-MANDATORY>                                      0     
<PREFERRED>                                                0     
<COMMON>                                             162,400     
<OTHER-SE>                                        78,758,000     
<TOTAL-LIABILITY-AND-EQUITY>                     141,542,100     
<SALES>                                           59,581,600     
<TOTAL-REVENUES>                                  96,386,200     
<CGS>                                             52,505,100     
<TOTAL-COSTS>                                     86,950,900     
<OTHER-EXPENSES>                                           0     
<LOSS-PROVISION>                                     270,000     
<INTEREST-EXPENSE>                                   727,500     
<INCOME-PRETAX>                                    9,435,300     
<INCOME-TAX>                                       2,105,200     
<INCOME-CONTINUING>                                7,330,100     
<DISCONTINUED>                                             0     
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<CHANGES>                                                  0     
<NET-INCOME>                                       7,330,100     
<EPS-BASIC>                                             0.45     
<EPS-DILUTED>                                           0.45     
        

</TABLE>