SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549

                             FORM 10-Q

(Mark One)

[X]     Quarterly Report Pursuant to Section 13 or 15(d) of the
        Securities Exchange Act of 1934 

For the period ended September 30, 1998

                            or

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

For the transition period from _______________ to _______________


                     PENN VIRGINIA CORPORATION
________________________________________________________________
     (Exact name of registrant as specified in its charter)

               Virginia                            23-1184320
_________________________________________________________________
     (State or other jurisdiction of           (I.R.S. Employer
     incorporation or organization)           Identification No.)


     100 MATSONFORD ROAD SUITE 200           
     RADNOR, PA                                         19807
_________________________________________________________________
     (Address of principal executive offices)         (Zip Code)


                         (610) 687-8900
_________________________________________________________________
         (Registrant's telephone number, including area code)


_________________________________________________________________
(Former name, former address and former fiscal year, if changed 
since last report.)

     Indicate by check mark whether the registrant (1) has filed 
all reports required to be filed by Section 13 or 15(d) of the 
Securities Exchange Act of 1934 during the preceding 12 months 
(or for such shorter period that the registrant was required to 
file such reports), and (2) has been subject to such filing 
requirements for the past 90 days.

                        Yes [X]     No [ ]

Number of shares of common stock of registrant
  outstanding at November 4, 1998:  8,964,767






            PENN VIRGINIA CORPORATION AND SUBSIDIARIES

           CONDENSED CONSOLIDATED STATEMENTS OF INCOME

         (Dollars in thousands, except per share amounts)

                              Three Months       Nine Months
                          Ended September 30, Ended September 30,
                          ------------------- -------------------
                               1998    1997     1998     1997
                               ------  ------   -------  -------
                                (Unaudited)       (Unaudited)
                                             
Revenues:
   Natural gas                 $4,715  $4,091   $14,373  $13,995
   Oil and condensate              47     149       260      540
   Natural gas royalties          442     341     1,195    1,203
   Coal royalties               2,659   2,859     8,560    8,598
   Timber                         327     539     1,154    1,349
   Dividends                      662     662     1,985    1,985
   Gain on sale of property        21      22        45       57
   Other income                   925      90     1,268      689
                               ------  ------   -------  -------
       Total revenues           $9,798 $8,753   $28,840  $28,416

Expenses:
   Operating expenses          $  953  $1,001   $ 2,870  $ 2,741
   Exploration expenses           387     472       655      812
   Taxes other than income        701     455     2,048    1,775
   General and administrative   1,725   1,727     5,653    5,604
   Loss on sale of property         -       -         5        3
   Depreciation, depletion,
     amortization               1,697   1,534     5,248    4,661
                               ------  ------   -------  -------
       Total expenses          $5,463  $5,189   $16,479  $15,596

Operating Income               $4,335  $3,564   $12,361  $12,820

Other (Income) Expense:
   Interest expense            $  488  $  568   $ 1,487  $ 1,682
   Gain on sale of securities       -       -       (14)      -
   Other income                  (610)   (985)   (2,080)  (2,869)
                               ------  ------   -------  -------
   Income before income tax    $4,457  $3,981   $12,968  $14,007
   Income tax expense           1,015     892     2,708    3,047
                               ------  ------   -------  -------
Net Income                     $3,442  $3,089   $10,260  $10,960
                               ======  ======   =======  =======

Net Income per share, basic      0.41    0.37      1.24     1.32
                               ======  ======   =======  =======


Net Income per share, diluted    0.41    0.36      1.21     1.29
                               ======  ======   =======  =======

Weighted average shares 
   outstanding (in thousands)   8,308   8,274      8,292   8,311
                               ======  ======   =======  =======

<FN>
The accompanying notes are an integral part of these condensed 
consolidated financial statements.




          PENN VIRGINIA CORPORATION AND SUBSIDIARIES

            CONDENSED CONSOLIDATED BALANCE SHEETS

                 (Dollars in thousands)

                                      September 30,  December 31,
                                          1998           1997
                                      -------------  ------------
                                       (Unaudited)
                                               
ASSETS

Current assets
   Cash and cash equivalents             $  1,821     $    831
   Accounts receivable                      2,897        7,404
   Current portion of long-term 
     notes receivable                       1,077        2,414
   Current deferred income taxes              696          696
   Inventories                                282          233
   Prepaid expenses                           211          311
                                         --------     --------
     Total current assets                   6,984       11,889

Investments                                 96,125     100,885
Long-term notes receivable                     779       4,195

Oil and gas properties; wells and 
   equipment, using the successful 
   efforts method of accounting            159,040      148,487
Other property, plant and equipment         46,643       42,626
     Less: Accumulated depreciation,       (66,845)     (61,677)
       depletion and amortization         --------     --------
     Total property, plant and equipment   138,838      129,436
                                          --------     --------

Intangible assets, net of amortization         552          537
Other assets                                   257          288
                                          --------     --------

     Total assets                         $243,535     $247,230
                                          ========     ========
<FN>
The accompanying notes are an integral part of these condensed 
consolidated financial statements.

                       -2-


          PENN VIRGINIA CORPORATION AND SUBSIDIARIES

             CONDENSED CONSOLIDATED BALANCE SHEETS

                    (Dollars in thousands)


                                      September 30,  December 31,
                                          1998           1997
                                      -------------  ------------
                                       (Unaudited)
                                               

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities
Current installments on
     long-term debt                        $ 25      $  2,025
Accounts payable                          1,434         1,828
Accrued expenses                          3,398         6,029
Deferred income                              83           279
                                       --------      --------

     Total current liabilities            4,940        10,161

Other liabilities                         3,065         4,659
Deferred income taxes                    36,789        36,640
Long-term debt                           32,381        31,903
                                       --------      --------

     Total liabilities                   77,175        83,363

Commitments and contingencies                 -             -
Minority interest                           152           163
                                       --------      --------
                                            152           163

Shareholders' equity
Preferred stock of $100 par value-
   authorized 100,000 shares; none issued     -             -
Common stock of $6.25 par value-
   authorized 16,000,000 shares,
   issued 8,921,866 shares and 
   8,901,434 shares in 1998 and 1997,
   respectively                          55,887        55,634
Other paid-in capital                     8,532         8,431
Retained earnings                        56,475        51,813
                                       --------      --------
                                        120,894       115,878

Less: 607,973 shares in 1998 and
     627,108 in 1997 of common stock
     held in treasury, at cost           13,594        14,024
  Pension liability                         228           228
  Unearned compensation - ESOP            1,500         1,650
Add: Net unrealized investment 
     holding gain                        60,636        63,728
                                       --------      --------

     Total shareholders' equity         166,208       163,704
                                       --------      --------

Total liabilities and shareholders'
   equity                              $243,535      $247,230
                                       ========      ========

<FN>
The accompanying notes are an integral part of these condensed 
consolidated financial statements.


                        -3-


            PENN VIRGINIA CORPORATION AND SUBSIDIARIES

            CONDENSED CONSOLIDATED CASH FLOW STATEMENTS

                  (Dollars in thousands)

                                                Three Months
                                              Ended September 30,
                                         ------------------------
                                            1998         1997
                                         ----------   -----------
                                                (Unaudited)
                                                 
Cash flow from operating activities:
Net Income                                  $ 3,442    $ 3,089
Adjustments to reconcile net income to
     net cash provided by operating 
     activities:
   Depreciation, depletion, and 
     amortization                             1,697       1,534
   Gain on sale of securities                     -           -
   Gain on sale of property, plant
     and equipment                              (21)        (22)
   Deferred income taxes                        797         735
   Minority interest in subsidiary               (4)         (4)
   Other                                       (392)       (473)
   Changes in operating assets and
     liabilities:
       Current assets                           419       1,067
       Current liabilities                     (835)       (714)
       Other assets                             (33)        (35)
       Other liabilities                         59         (46)
                                            --------    --------
Net Cash provided by
           operating activities             $ 5,129     $ 5,131

Cash flows from investing activities:
   Proceeds from the sale of securities     $     -     $     -
   Proceeds from notes                          275       1,018
   Proceeds from sale of fixed assets            21          23
   Capital expenditures                      (8,258)     (4,622)
                                            --------    --------
   Net Cash used in investing activities    $(7,962)    $(3,581)

Cash flows from financing activities:
   Dividends paid                           $(1,868)    $(1,861)
   Proceeds from long-term debt borrowings    3,500       1,800
   Repayment of long-term debt principal        (25)     (1,925)
   Purchase of treasury stock                     -           -
   Issuance of stock                            248          95
                                            --------    --------
Net Cash provided by (used in)
     financing activities                   $ 1,855     $(1,891)

Net increase (decrease) in cash 
     and cash equivalents                   $  (978)    $  (341)
Cash and cash equivalents-beginning balance   2,799       1,411
                                            --------    --------
Cash and cash equivalents-ending balance    $ 1,821     $ 1,070
                                            ========    ========

Supplemental disclosures of cash flow information:
   Cash paid to date for:
     Interest                               $   520     $   516
     Income taxes                               300         100



                                                Nine Months
                                              Ended September 30,
                                         ------------------------
                                            1998         1997
                                         ----------   -----------
                                               (Unaudited)
                                                  
Cash flow from operating activities:
Net Income                                  $10,260     $10,960
Adjustments to reconcile net income to
     net cash provided by operating 
     activities:
   Depreciation, depletion, and 
     amortization                             5,248       4,661
   Gain on sale of securities                   (14)          -
   Gain on sale of property, plant
     and equipment                              (40)        (54)
   Deferred income taxes                      1,814       1,192
   Minority interest in subsidiary              (12)        (12)
   Other                                     (1,370)     (1,795)

   Changes in operating assets and
     liabilities:
       Current assets                         4,559        2,243
       Current liabilities                   (3,024)      (1,613)
       Other assets                           4,195          (79)
       Other liabilities                     (1,791)         (94)
                                            --------     --------
Net Cash provided by
           operating activities             $ 19,825     $ 15,409

Cash flows from investing activities:
   Proceeds from the sale of securities     $    17      $   350
   Proceeds from notes                        1,973        3,518
   Proceeds from sale of fixed assets            80           92
   Capital expenditures                     (14,666)     (17,808)
                                            --------     --------
   Net Cash used in investing activities   $(12,596)    $(13,848)

Cash flows from financing activities:
   Dividends paid                          $ (5,597)    $ (5,582)
   Proceeds from long-term debt borrowings    3,500       20,313
   Repayment of long-term debt principal     (5,075)      (8,892)
   Purchase of treasury stock                     -       (8,728)
   Issuance of stock                            933          505
                                           ---------    ---------
Net Cash provided by (used in)
     financing activities                  $ (6,239)    $ (2,384)

Net increase (decrease) in cash 
     and cash equivalents                  $    990     $   (823)
Cash and cash equivalents-beginning balance     831        1,893
                                            --------     --------
Cash and cash equivalents-ending balance   $  1,821     $  1,070
                                            ========     ========

Supplemental disclosures of cash flow information:
   Cash paid to date for:
     Interest                              $  1,540     $  1,693
     Income taxes                             1,000          556


<FN>
The accompanying notes are an integral part of these condensed 
consolidated financial statements.

                          -4-


                    PENN VIRGINIA CORPORATION

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


September 30, 1998

(1)     ACCOUNTING POLICIES

     The accompanying unaudited consolidated financial statements 
of Penn Virginia Corporation and its subsidiaries (the "Company") 
have been prepared in accordance with generally accepted 
accounting principles for interim financial reporting and SEC 
regulations.  These statements involve the use of estimates and 
judgments where appropriate.  In the opinion of management, all 
adjustments, consisting of normal recurring accruals, considered 
necessary for a fair presentation have been included. These 
financial statements should be read in conjunction with the 
Company's consolidated financial statements and footnotes 
included in the Company's December 31, 1997 annual report on Form 
10-K.  Operating results for the nine months ended September 30, 
1998 are not necessarily indicative of the results that may be 
expected for the year ended December 31, 1998.


(2)     SECURITIES


     The cost, gross unrealized holding gains or losses and 
market value for available-for-sale securities at September 30, 
1998 were as follows (in thousands):

                                        Gross Unrealized  Market
                              Cost      Holding Gain      Value
                              -------   ----------------  ------
                                                 
Available-for-Sale:
Norfolk Southern Corporation  $2,839    $93,277           $96,116
Other                              -          9                 9
                              ------    -------           -------
                              $2,839    $93,286           $96,125



(3)     LEGAL

     The Company is involved in various legal proceedings arising 
in the ordinary course of business. While the ultimate results of 
these cannot be predicted with certainty, Company management 
believes these claims will not have a material effect on the 
Company's financial position, liquidity or operations.


(4)     EARNINGS PER SHARE

     In February 1997, the Financial Accounting Standards Board 
issued Statement of Financial Accounting Standards ("SFAS") No. 
128, "Earnings Per Share" which establishes new standards for 
computing and presenting earnings per share. The provisions of 
the statement are effective for fiscal years ending after 
December 15, 1997.


     The following is a reconciliation of the numerators and 
denominators used in the calculation of basic and diluted 
earnings per share ("EPS") for income from continuing operations 
at September 30, 1998 and 1997.

                                        Three Months Ended
                                        September 30, 1998
                                  -------------------------------
                                  Income     Shares     Per Share
                               (Numerator) (Denominator)  Amount
                               ----------- -------------  ------
                          (In thousands except per share amounts)
                                                 
Basic EPS:
Income from continuing operations   $3,442   8,308        $0.41
Dilutive Securities:
Stock options                            -     153
                                    ------   -----
Diluted EPS:
Income from continuing operations   $3,442   8,461        $0.41


                                        Three Months Ended
                                        September 30, 1997
                                  -------------------------------
                                  Income     Shares     Per Share
                               (Numerator) (Denominator)  Amount
                               ----------- -------------  ------
                          (In thousands except per share amounts)
                                                 
Basic EPS:
Income from continuing operations   $3,089   8,274        $0.37
Dilutive Securities:
Stock options                            -     224
                                    ------   -----
Diluted EPS:
Income from continuing operations   $3,089   8,498        $0.36


                         -5-



                                       Nine Months Ended 
                                       September 30, 1998
                                  -------------------------------
                                 Income     Shares      Per Share
                              (Numerator) (Denominator)   Amount
                               ----------- -------------  ------
                          (In thousands except per share amounts)
                                                 
Basic EPS:
Income from continuing operations  $10,260   8,292        $1.24
Dilutive Securities:
Stock options                            -     217
                                    ------   -----
Diluted EPS:
Income from continuing operations  $10,260   8,509        $1.21


                                       Nine Months Ended 
                                       September 30, 1997
                                  -------------------------------
                                 Income     Shares      Per Share
                              (Numerator) (Denominator)   Amount
                               ----------- -------------  ------
                          (In thousands except per share amounts)
                                                 

Basic EPS:
Income from continuing operations  $10,960   8,311        $1.32
Dilutive Securities:
Stock options                            -     172
                                    ------   -----
Diluted EPS:
Income from continuing operations  $10,960   8,483        $1.29



(5)     COMPREHENSIVE INCOME 

     In the first quarter of 1998, the Company adopted SFAS No. 
130, "Reporting Comprehensive Income," which requires the display 
of comprehensive income and its components in the financial 
statements. Comprehensive income represents all changes in equity 
during the reporting period, including net income and charges 
directly to equity, which are excluded from net income. For the 
three and nine month periods ended September 30, 1998 and 1997, 
the components of comprehensive income are as follows:

                                            Three Months
                                         Ended September 30,
                                       -----------------------
                                         1998         1997
                                       ---------   ---------
                                              

Net income                             $ 3,442     $ 3,089
Unrealized holding gains (losses)
   on available for sale securities     (1,607)      1,792
                                       --------    -------
Comprehensive income                   $ 1,835     $ 4,881


                                            Nine Months
                                         Ended September 30,
                                       -----------------------
                                         1998         1997
                                       ---------   ---------
                                              

Net income                             $10,260     $10,960
Unrealized holding gains (losses)
   on available for sale securities     (3,092)     10,928
                                       --------    -------
Comprehensive income                   $ 7,168     $21,888




(6)     DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

     In June 1998, the Financial Accounting Standards Board 
issued SFAS No. 133, "Accounting for Derivative Instruments and 
Hedging Activities". The Statement establishes accounting and 
reporting standards requiring that every derivative instrument 
(including certain derivative instruments embedded in other 
contracts) be recorded in the balance sheet as either an asset or 
liability measured at its fair value. The Statement requires that 
changes in the derivative's fair value be recognized currently in 
earnings unless specific hedge accounting criteria are met. 
Special accounting for qualifying hedges allows a derivative's 
gains and losses to offset related results on the hedged item in 
the income statement, and requires that a company must formally 
document, designate, and assess the effectiveness of transactions 
that receive hedge accounting.

     Statement No. 133 is effective for fiscal years beginning 
after June 15, 1999. A company may also implement the Statement 
as of the beginning of any fiscal quarter after issuance (that 
is, fiscal quarters beginning June 16, 1998 and thereafter). 
Statement No. 133 cannot be applied retroactively and must be 
applied to (a) derivative instruments and (b) certain derivative 
instruments embedded in hybrid contracts that were issued, 
acquired, or substantively modified after December 31, 1997 (and, 
at the Company's election, before January 1, 1998.)

     The Company has not yet quantified the impacts of adopting 
Statement No. 133 on our financial statements and has not 
determined the timing of or method of our adoption of Statement 
No. 133. However, the Statement could increase volatility in 
earnings and other comprehensive income.

(7)     START-UP ACTIVITIES

     In April 1998, the AICPA issued SOP 98-5, "Reporting on the 
Costs of Start-Up Activities," which requires costs of start-up 
activities to be expensed as incurred. This statement is 
effective for financial statements beginning after December 15, 
1998 and requires entities to expense currently capitalized costs 
related to start-up activities as a cumulative effect of a change 
in accounting principle upon adoption of this statement. The 
impact of this new standard is not expected to have a material 
impact on the Company's financial position or results of 
operations.
 
                        -6-

ITEM 2     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL 
           CONDITION AND RESULTS OF OPERATIONS

     The Company operates in two business segments: oil and gas 
and coal. The oil and gas segment explores for, develops and 
produces crude oil and natural gas in Western Virginia, Southern 
West Virginia and Eastern Kentucky. The coal segment includes 
Penn Virginia's mineral rights to coal reserves, its timber and 
land assets. The Company also owns mineral rights to oil and gas 
reserves. 

Results of Operations - Third quarters of 1998 and 1997 Compared.

     Penn Virginia reported 1998 third quarter earnings of $3.4 
million or $0.41 per share (diluted) compared with $3.1 million 
or $0.36 per share (diluted) for the third quarter of 1997. On a 
consolidated basis, revenues increased $1.0 million in the third 
quarter of 1998 due to a $0.6 million increase in oil and gas 
segment revenues and a $0.4 million increase in coal segment 
revenues.

Results of Operations - Nine months of 1998 and 1997 Compared.

Penn Virginia reported 1998 nine months earnings of $10.3 million 
or $1.21 per share (diluted) compared with $11.0 million or $1.29 
per share (diluted) for the nine months of 1997. On a 
consolidated basis, revenues increased $0.4 million as a result 
of increases in coal segment revenues. Expenses on a consolidated 
basis were $0.9 million higher than the 1997 comparable period, 
which was primarily attributable to a $0.5 million increase in 
depletion and depreciation from the oil and gas segment.

Selected operating and financial data by segment is presented 
below.

Oil and Gas

Operating income for the oil and gas segment was $4.8 million for 
the nine months ended September 30, 1998, compared with $5.2 
million for the same period in 1997.  Operational and financial 
data for the Company's oil and gas segment for the 1998 and 1997 
three and nine months ended September 30 is summarized in the 
following tables:


                                         Operations Summary
                                         ------------------

                                            Three Months
                                         Ended September 30,
                                       -----------------------
                                         1998         1997
                                       ---------   ---------
                                               

Production
Natural gas (MMcf)-Working Interest      1,776        1,654
Natural gas (MMcf)-Royalty Interest        187          139
Oil and condensate (MBbls)                   5            9
Production, MMcfe                        1,993        1,847

Average Realized Prices
Natural gas ($/Mcf)- Working Interest   $ 2.65       $ 2.47
Natural gas ($/Mcf)- Royalty Interest     2.36         2.45
Oil and condensate ($/Bbl)                9.40        16.56

Average Costs (per MMcfe)
Lease operating                         $ 0.46        $ 0.48
Exploration expenses                      0.10          0.19
Taxes other than income                   0.28          0.20
General and administrative                0.31          0.33
Depreciation, depletion and amortization  0.77          0.75
                                         -----         -----
   Total costs                           $1.92         $1.95


                                             Nine Months
                                         Ended September 30,
                                       -----------------------
                                         1998         1997
                                       ---------   ---------
                                               

Production
Natural gas (MMcf)-Working Interest      5,508          5,149
Natural gas (MMcf)-Royalty Interest        474            433
Oil and condensate (MBbls)                  22             30
Production, MMcfe                        6,114          5,762

Average Realized Prices
Natural gas ($/Mcf)- Working Interest   $ 2.61         $ 2.72
Natural gas ($/Mcf)- Royalty Interest     2.52           2.78
Oil and condensate ($/Bbl)               11.82          18.00

Average Costs (per MMcfe)
Lease operating                         $ 0.45         $ 0.43
Exploration expenses                      0.05           0.10
Taxes other than income                   0.27           0.27
General and administrative                0.31           0.34
Depreciation, depletion and amortization  0.77           0.73
                                         -----         ------
   Total costs                           $1.85         $ 1.87


                          -7-


Approximately half of the Company's 1998 working interest natural 
gas production was sold at market prices, with the remainder sold 
under fixed-price term contracts. The Company will, when 
circumstances warrant, hedge the price received for market-
sensitive production through the use of swaps with purchased 
options. Gains and losses from hedging activities are included in 
natural gas revenues when the hedged production occurs. In the 
third quarter of 1998, the Company recognized a $20,000 gain on 
hedging activities compared with a $119,000 loss in the third 
quarter of 1997. For the first nine months of 1998, the Company 
recognized a loss of $377,000 on hedging activities compared with 
$206,000 in 1997. The following table shows the effect of hedging 
activities on the Company's working interest natural gas prices:


                                             Hedging Summary
                                             ---------------

                                              Three Months
                                           Ended September 30,
                                         ------------------------
                                         1998               1997
                                                    
Natural gas prices ($/Mcf):
Actual price received for production     $ 2.64           $ 2.54
Effect of hedging activities                .01            (0.07)
                                         ------           -------
Average price                            $ 2.65           $ 2.47


                                              Nine Months
                                           Ended September 30,
                                         ------------------------
                                         1998               1997
                                                    
Natural gas prices ($/Mcf):
Actual price received for production     $ 2.68           $ 2.76
Effect of hedging activities              (0.07)           (0.04)
                                         ------           -------
Average price                            $ 2.61           $ 2.72




                                           Financial Summary
                                           -----------------

                                              Three Months
                                           Ended September 30,
                                         ---------------------
                                           1998        1997
                                         -------      -------
                                         (Dollars in thousands)
                                               
Revenues:
Natural gas sales                        $ 4,715      $ 4,091
Oil and gas royalties                        442          341
Oil and condensate                            47          149
Gain on the sale of property                   2            -
Other income                                  45           54
                                         -------      -------
Total revenues                           $ 5,251      $ 4,635
                                         -------      -------

Expenses:
Operating expenses                       $   919      $   890
Exploration expenses                         197          350
Taxes other than income                      567          371
General and administrative                   616          610
Loss on the sale of property                   -            2
Depreciation and depletion                 1,523        1,383
                                         -------      -------
Total expenses                             3,822        3,606
                                         -------      -------
Operating Income                         $ 1,429      $ 1,029
                                         =======      =======


                                              Nine Months
                                           Ended September 30,
                                         ------------------------
                                          1998              1997
                                         ------            ------
                                           (Dollars in thousands)
                                                    
Revenues:
Natural gas sales                        $14,373          $13,995
Oil and gas royalties                      1,195            1,203
Oil and condensate                           260              540
Gain on the sale of property                   2               16
Other income                                 223              299
                                         -------          -------
          Total revenues                 $16,053          $16,053

Expenses:
Operating expenses                       $ 2,747          $ 2,482
Exploration expenses                         292              584
Taxes other than income                    1,648            1,569
General and administrative                 1,889            1,983
Loss on the sale of property                   4                3
Depreciation and depletion                 4,722            4,198
                                         -------          -------
         Total expenses                   11,302           10,819
                                         -------          -------
Operating Income                         $ 4,751          $ 5,234
                                         =======          =======



Results of Operations - Oil and Gas Segment.

Revenues.  Revenues increased $0.7 million, or 15 percent, to 
$5.3 million in the third quarter of 1998, compared with $4.6 
million for the same period of 1997.  This increase was primarily 
a result of a $0.6 million increase in natural gas sales.  
Despite a $0.3 million decline in oil and condensate, revenues 
for the first nine months of 1998 and 1997 remained constant at 
$16.1 million for both periods due to a $0.4 million increase in 
natural gas sales.  

Natural gas sales increased $624,000, or 15 percent, in the third 
quarter of 1998 due to a seven percent increase in natural gas 
volumes.  Additionally, the average price received by the Company 
for its working interest gas in the third quarter of 1998 was 
$2.65 per thousand cubic feet (Mcf) compared with $2.47 per Mcf 
for the same period of 1997.  

Oil and condensate revenues decreased $102,000 and $280,000 for 
the three and nine months ended September 30, 1998 from $149,000 
and $540,000 for the comparable periods in 1997.  These decreases 
are attributable to a combination of production declines and 
lower average prices received.  Volumes were reduced to five 
MBbls and 22 MBbls for the third quarter and first nine months of 
1998 from nine MBbls and 30 MBbls in the comparable 1997 periods. 
 Prices decreased $7.16, or 43 percent, for the third quarter of 
1998 compared with the same period of 1997 and $6.18, or 34 
percent, for the first nine months of 1998 compared with the same 
period of 1997.


                          -8-



Expenses. Expenses for the oil and gas segment increased to $3.8 
million and $11.3 million for the three and nine months ended 
September 30, 1998, respectively, compared with $3.6 million 
and $10.8 million for the same periods in 1997.  These 
fluctuations are primarily due to increases in taxes other than 
income and depreciation and depletion, offset by a decrease in 
exploration expenses.

Lease operating expenses increased three percent to $919,000 in the 
third quarter of 1998 compared with $890,000 for the same period 
in 1997 due to an increase in natural gas production.  On a Mcfe 
basis, lease operating expenses decreased to $0.46 cents in the 
third quarter of 1998 from $0.48 cents in 1997.  For the first 
nine months of 1998, lease operating expenses increased to $2.7 
million from $2.5 million for the comparable 1997 period.  On a 
Mcfe basis, lease operating expenses increased to $0.45 cents for 
the first nine months of 1998 from $0.43 cents in 1997.  This 
slight increase was due to higher repair and maintenance costs 
related to the spring floods and increases in compressor rentals 
in various fields.

Exploration expenses decreased to $197,000 and $292,000 for the 
three and nine months ended September 30, 1998 from $350,000 and 
$584,000 for the same periods in 1997.  These decreases related 
to the absence of dry hole costs and other preliminary field 
costs incurred by the Company in the 1997 periods.

Taxes other than income increased 53 percent to $567,000 in the 
third quarter of 1998 compared with $371,000 in the same period 
of 1997.  The difference is attributable to increased severance 
taxes generated by higher natural gas revenues and a significant 
ad valorem increase relating to the Company's West Virginia 
properties.  For the nine months ended September 30, 1998, taxes 
other than income increased 5 percent, or $79,000, from the 
comparable 1997 amount.  This increase was a result of the 
aforementioned severance tax and ad valorem tax increases, offset 
by a reduction in ad valorem taxes from the sale of certain 
reserves in late 1997. 

Depreciation and depletion increased to $1.5 million and $4.7 
million for the third quarter and first nine months of 1998 from 
$1.4 million and $4.2 million for the same periods in 1997.  The 
contributing factors are increased natural gas production and 
higher depletion rates in certain fields due to changes in 
reserve estimates at December 31, 1997.


                            -9-

Coal

Operating income for the coal segment was $8.1 million for the 
nine months of 1998 and $8.2 million for the comparable period of 
1997. The coal segment's operational and financial data for the 
1998 and 1997 third quarter and nine month period is summarized 
in the following tables:


                                          Operations Summary
                                         ---------------------

                                              Three Months
                                           Ended September 30,
                                         ---------------------
                                           1998        1997
                                         -------      -------
                                                
Production
Coal tons (000's)                          1,288      1,351
Timber (Mbf)                               1,669      2,436

Average Realized Prices
Coal royalties ($/ton)                    $ 2.06     $ 2.12
Timber ($/Mbf)                               177        204

Average Costs (per ton)
Lease operating                           $ 0.03     $ 0.08
Exploration expenses                        0.15       0.09
Taxes other than on income                  0.09       0.05
General and administrative                  0.29       0.30
Depreciation, depletion and amortization    0.11       0.09
                                          ------     ------
Total costs                               $ 0.67     $ 0.61


                                              Nine Months
                                           Ended September 30,
                                         ---------------------
                                           1998        1997
                                         -------      -------
                                                 
Production
Coal tons (000's)                        3,855         3,989
Timber (Mbf)                             5,776         5,937

Average Realized Prices
Coal royalties ($/ton)                  $ 2.22        $ 2.16
Timber ($/Mbf)                             183           209

Average Costs (per ton)
Lease operating                         $ 0.03        $ 0.07
Exploration expenses                      0.09          0.06
Taxes other than on income                0.08          0.03
General and administrative                0.37          0.29
Depreciation, depletion and amortization  0.11          0.10
                                        ------        ------
     Total costs                        $ 0.68        $ 0.55



                                            Financial Summary
                                         -----------------------

                                              Three Months
                                           Ended September 30,
                                         ---------------------
                                           1998        1997
                                         -------      -------
                                         (Dollars in thousands)
                                               
Revenues:
Coal royalties                           $ 2,659     $ 2,859
Timber sales                                 327         539
Gain on sale of property                      43          23
Other income                                 857          36
                                          ------      ------
Total revenues                             3,886       3,457
                                          ------      ------

Expenses:
Operating expenses                       $    34      $  112
Exploration expenses                         190         121
Taxes other than income                      114          61
General and administrative                   382         400
Loss on sale of property                       -           -
Depreciation and depletion                   144         123
                                          ------      ------
Total expenses                               864         817
                                          ------      ------

Operating Income                         $ 3,022     $ 2,640
                                         =======     =======


                                              Nine Months
                                           Ended September 30,
                                         ---------------------
                                           1998        1997
                                         -------      -------
                                         (Dollars in thousands)
                                                 
Revenues:
Coal royalties                           $ 8,560       $ 8,598
Timber sales                               1,154         1,349
Gain on sale of property                      43            42
Other income                               1,045           390
                                         -------        ------
     Total revenues                       10,802        10,379

Expenses:
Operating expenses                       $   123       $   260
Exploration expenses                         359           227
Taxes other than income                      319           123
General and administrative                 1,415         1,141
Loss on sale of property                       1             1
Depreciation and depletion                   437           383
                                          ------        ------
     Total expenses                        2,654         2,135
                                          ------        ------

Operating Income                         $ 8,148       $ 8,244
                                         =======       =======


Results of Operations - Coal Segment.

Revenues.  Revenues increased 11 percent to $3.9 million in the 
third quarter of 1998 and four percent to $10.8 million for the 
first nine months of 1998, as compared with $3.5 million and 
$10.4 million for the same periods in 1997.  

Coal royalties decreased $200,000, or seven percent, in the third 
quarter of 1998 and $38,000 for the first nine months of 1998,
compared with the same periods in 1997.  These decreases are 
primarily attributable to a slight decline in coal production 
related to conflicts incurred by three of the Company's lessees. 
The average realization per ton for the first nine months of 
1998 increased to $2.22 from the comparable 1997 amount of $2.16. 

Timber sales decreased $212,000, or 39 percent, in the third 
quarter of 1998 and $195,000, or 14 percent, for the first nine 
months of 1998, compared with the same periods in 1997.  
Volume sold decreased from 2,436 thousand board feet (Mbf) in the 
third quarter of 1997 to 1,669 Mbf in 

                         -10-

the third quarter of 1998 primarily due to timber harvested from 
the Company's Bull Creek property during the third quarter of 
1997.  Additionally, the average realized price declined from 
$204 Mbf and $209 Mbf for the three and nine months ended 
September 30, 1997, respectively, to $177 Mbf and $183 Mbf for 
the comparable periods in 1998.  An alteration in the method of 
selling timber resulted in decreases in the average price per 
Mbf. In 1997, the Company contracted the harvesting of a portion 
of its timber and negotiated the sale of this timber directly 
with the purchaser.  Throughout the majority of 1998, the Company 
has concentrated on selling its timber by parcels which allows 
substantial operating costs to be incurred by the purchaser; 
thus, reducing the price received, on a Mbf basis. 

Other income increased  $821,000 in the third quarter of 1998 and 
$655,000 for the first nine months of 1998, as compared with the 
same periods in 1997.  These increases were due to a $759,000 
receipt for a power line relocation in September 1998.  The 
Company, from time to time, receives restitution for 
circumstances that inhibit mining reserves in a certain location.

Expenses. Expenses increased six percent to $864,000 in the third 
quarter of 1998 and 29 percent to $2.7 million for the first nine 
months of 1998, compared with $817,000 and $2.1 million for 
the same periods in 1997 primarily due to increases in taxes 
other than income and general and administrative expenses, offset 
by a decrease in operating expenses.

Operating expenses decreased to $34,000 and $123,000 for the 
three and nine months ended September 30, 1998, from $112,000 and 
$260,000 for the same periods in 1997.  These decreases are a 
result of the aforementioned change in the method of selling 
timber.  

Taxes other than income increased to $114,000 and $319,000 for 
the three and nine month periods ended September 30, 1998 from 
$61,000 and $123,000 for the comparable periods in 1997.  These 
increases result from downward property tax adjustments recorded 
in 1997.

General and administrative expenses decreased five percent to 
$382,000 in the third quarter of 1998 and increased 27 percent to 
$1.4 million for the first nine months of 1998, compared with 
$400,000 and $1.1 million for the same periods in 1997.  While 
the third quarter remained constant, the first nine months of 
1998 increased as a result of personnel additions related to the 
opening of a satellite office in Charleston, West Virginia during 
the last half of 1997.  Furthermore, unexpected legal costs were 
incurred during the first half of 1998 to protect the Company's 
interests relating to a lease termination by a lessee and another 
lessee's bankruptcy.


                         -11-


Capital Resources and Liquidity.


Net Cash Provided by Operating Activities.

Funding for the Company's business activities has historically 
been provided by operating cash flows and bank borrowings.  Net 
cash provided by operating activities was $19.8 million in the 
first nine months of 1998 compared with $15.4 million in the 
first nine months of 1997. The Company's consolidated cash 
balance increased from $0.8 million at the end of 1997 to $1.8 
million at September 30, 1998 while consolidated borrowings 
decreased from $33.9 million to $32.4 million for the same 
periods, respectively. 

The Company, from time to time, uses various contracts to 
mitigate the volatility of price changes on commodities the 
Company produces and sells as well as to lock in prices to 
protect the economics related to certain capital projects.  
Currently, the Company has four fixed-price term agreements for a 
portion of its natural gas production.  The Company has sold 
approximately 8,900 net Mcf per day at a weighted average price 
in excess of $2.80 per Mcf for the majority of 1998. These 
physical sales cover various periods with termination dates of 
October 1998 and December 1998. Additionally, the Company has two 
natural gas derivative transactions. The financial instruments 
executed provide a price floor to limit downside price risk and a 
market participation price that allows the Company to receive the 
benefit of a price upturn. One financial transaction is for 5,000 
MMBtu per day with a floor of approximately $2.10 per MMBtu and 
market re-opener at $2.48 per MMBtu with a term from May 1997 
through October 1999. The second transaction is for 5,000 MMBtu 
per day with a floor of approximately $2.10 per MMBtu and market 
re-opener at $2.35 per MMBtu with a term from November 1997 
through October 1999.

The Company recovered the lease on its Bull Creek property from 
the lessee who is in bankruptcy proceedings. Subsequently, the 
Company re-entered into a lease agreement for a portion of the 
Bull Creek reserves. Anticipated production of Bull Creek 
reserves under this lease is expected to commence by the second 
quarter of 1999. 

Net Cash Used in Investing Activities.

Net cash used in investing activities totaled $12.6 million and 
$13.8 million for the first nine months of 1998 and 1997, 
respectively.  In the first nine months of 1998, capital 
expenditures totaled $14.7 million compared with $17.8 million in 
the first nine months of 1997.  Acquisitions and oil and gas 
development activities were the primary uses of funds. The 
capital expenditures, including acquisitions, made by the Company 
for the first nine months of 1998 and 1997 are as follows:



                                            Nine Months
                                          Ended September 30,
                                      --------------------------
                                       1998               1997
                                      -------           --------
                                            (in thousands)
                                                 
Oil and Gas
   Acquisitions                       $ 3,356          $    253
   Development                          6,704             6,304
   Exploration                            412             2,171
   Support equipment                      172                98
Coal
   Acquisitions                         3,123             8,954
   Support equipment and facilities       887                21
Other                                      12                 7
                                     --------          --------
     Total capital expenditures      $ 14,666          $ 17,808


In the oil and gas segment, the Company had capital expenditures 
totaling $10.6 million in the first nine months of 1998.  The 
Company has successfully completed several acquisitions, which 
included a $2.3 million acquisition in September 1998 of 
additional interests in various producing properties in West 
Virginia.  Additionally, the Company drilled 49 gross (35.9 net) 
development wells and four gross (1.6 net) exploratory wells in 
the first nine months of 1998.  The Company expects to drill 
approximately 50 net wells in 1998, with approximately 10 wells 
in exploratory areas.

In the first nine months of 1998, the Company successfully 
completed a $2.9 million repurchase of coal reserves previously 
sold to an operator under an installment sale. 

The Company also holds an investment in Norfolk Southern common 
stock which had an unrealized holding gain of approximately $93.3 
million at September 30, 1998.

Net Cash Used in Financing Activities.

Net cash used in financing activities totaled $6.2 million and 
$2.4 million for the first nine months of 1998 and 1997, 
respectively.  Net cash used in financing activities was 
primarily used to fund the payment of $5.6 million in dividends 
in 1998.

The Company has a $75 million unsecured revolving credit facility 
(the "Revolver") with a final maturity of August 2000.  The 
Revolver contains financial covenants requiring the Company to 
maintain certain levels of net worth, debt-to-capitalization and 
dividend limitation requirements among other restrictions.  The 
outstanding balance on the Revolver was $31.5 million at 
September 30, 1998 and $31.0 million at December 31, 1997.

                          -12-

Other Issues

Information Systems for the Year 2000

     The Company is investigating the extent to which its 
currently installed information technology and non-information 
technology systems, and those of third parties with whom the 
Company conducts business, will be affected by what is commonly 
known as the "Year 2000" problem. The Company has reviewed its 
Year 2000 issues and expects to complete its modifications by 
July 1999.  Additionally, the Company in the process of receiving 
written assurances from the majority of its providers as to their 
progress in addressing Year 2000 issues.

     The Company estimates that costs incident to Year 2000 
compliance will not exceed $100,000, of which, less than $1,000 
has been incurred through September 30, 1999.  Based on 
information known at this time, the Company does not believe that 
Year 2000 compliance will have a material adverse effect on the 
its financial condition, operations or cash flows.  No assurance 
can be given, however, that all of the Company's systems or those 
of third parties with whom the Company conducts business will be 
Year 2000 compliant, that compliance costs will not exceed 
expected amounts or that the impact of any failure by the Company 
or any such third party to achieve Year 2000 compliance will not 
have a material adverse effect on the Company.  Once the effects 
of Year 2000 have been fully assessed, the Company intends to 
develop and complete a contingency plan by September 1999 in 
order to address significant risks and uncertainties.

Forward-Looking Statements.

     Statements included in this report which are not historical 
facts (including any statements concerning plans and objectives 
of management for future operations or economic performance, or 
assumptions related thereto) are forward-looking statements 
within the meaning of Section 21E of the Securities Exchange Act 
of 1934, as amended, and Section 27A of the Securities Act of 
1933, as amended. In addition, Penn Virginia and its 
representatives may from time to time make other oral or written 
statements which are also forward-looking statements.

     Such forward-looking statements include, among other things, 
statements regarding development activities, capital 
expenditures, acquisitions and dispositions, drilling and 
exploration programs, expected commencement dates of coal mining 
or oil and gas production, projected quantities of future oil and 
gas production by Penn Virginia, projected quantities of future 
coal production by the Company's lessees producing coal from 
reserves leased from Penn Virginia, costs and expenditures as 
well as projected demand or supply for coal and oil and gas, 
which will affect sales levels, prices and royalties realized by 
Penn Virginia.

     These forward-looking statements are made based upon 
management's current plans, expectations, estimates, assumptions 
and beliefs concerning future events impacting Penn Virginia and 
therefore involve a number of risks and uncertainties.  Penn 
Virginia cautions that forward-looking statements are not 
guarantees and that actual results could differ materially from 
those expressed or implied in the forward-looking statements.

     Important factors that could cause the actual results of 
operations or financial condition of Penn Virginia to differ 
include, but are not necessarily limited to: the cost of finding 
and successfully developing oil and gas reserves; the cost of 
finding new coal reserves; the ability to acquire new oil and gas 
and coal reserves on satisfactory terms; the price for which such 
reserves can be sold; the volatility of commodity prices for oil 
and gas and coal; the risks associated with having or not having 
price risk management programs; Penn Virginia's ability to lease 
new and existing coal reserves; the ability of Penn Virginia's 
lessees to produce sufficient quantities of coal on an economic 
basis from Penn Virginia's reserves; the ability of lessees to 
obtain favorable contracts for coal produced from Penn Virginia 
reserves; Penn Virginia's ability to obtain adequate pipeline 
transportation capacity for its oil and gas production; 
competition among producers in the coal and oil and gas 
industries generally and in the Appalachian Basin in particular; 
the extent to which the amount and quality of actual production 
differs from estimated recoverable coal reserves and proved oil 
and gas reserves; unanticipated geological problems; availability 
of required materials and equipment; the occurrence of unusual 
weather or operating conditions including force majeure or 
events; the failure of equipment or processes to operate in 
accordance with specifications or expectations; delays in 
anticipated start-up dates; environmental risks affecting the 
drilling and producing of oil and gas wells or the mining of coal 
reserves; the timing of receipt of necessary governmental 
permits; labor relations and costs; accidents; changes in 
governmental regulation or enforcement practices, especially with 
respect to environmental, health and safety matters, including 
with respect to emissions levels applicable to coal-burning power 
generators; risks and uncertainties relating to general domestic 
and international economic (including inflation and interest 
rates) and political conditions; the experience and financial 
condition of lessees of coal reserves, joint venture partners and 
purchasers of reserves in transactions financed by Penn Virginia, 
including their ability to satisfy their royalty, environmental, 
reclamation and other obligations to Penn Virginia and others; 
changes in financial market conditions; changes in the market 
prices or value of the marketable securities owned by Penn 
Virginia, including the price of Norfolk Southern common stock 
and other risk factors detailed in Penn Virginia's Securities and 
Exchange commission filings.  Many of such factors are beyond 
Penn Virginia's ability to control or predict.  Readers are 
cautioned not to put undue reliance on forward-looking 
statements.

     While Penn Virginia periodically reassesses material trends 
and uncertainties affecting Penn Virginia's results of operations 
and financial condition in connection with the preparation of 
Management's Discussion and Analysis of Results of Operations and 
Financial Condition and certain other sections contained in Penn 
Virginia's quarterly, annual or other reports filed with the 
Securities and Exchange Commission, Penn Virginia does not intend 
to publicly review or update any particular forward-looking 
statement, whether as a result of new information, future events 
or otherwise.

                          -13-


PART II     Other information

Item 5. Shareholder Proposals

     Any shareholder who, in accordance with and subject to the 
provisions of the proxy rules of the Securities and Exchange 
commission, wishes to submit a proposal for inclusion in the 
Company's proxy statement for its 1999 Annual meeting of 
Shareholders must deliver such proposal in writing to the 
Company's Secretary at the Company's principal executive offices 
at One Radnor Corporate Center, Suite 200, 100 Matsonford Road, 
Radnor, Pennsylvania 19087, not later than November 27, 1998.

     Pursuant to new amendments to Rule 14a-4(c) of the 
Securities Exchange Act of 1934, as amended, and the Company's 
By-laws, if a shareholder who intends to present a proposal at 
the 1999 Annual Meeting of Shareholders does not notify the 
Company of such proposal on or prior to the earlier of 90 days 
prior to the date of the 1999 Annual Meeting or February 3,1999, 
then management proxies will be permitted to use their 
discretionary authority to vote on the proposal when the proposal 
is raised at the 1999 Annual Meeting of Shareholders, even though 
there is no discussion of the proposal in the 1999 proxy 
statement.

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

(a)  Exhibits

        (27)     Financial Data Schedule, filed herewith.

(b)     Reports on Form 8-K

     No reports on Form 8-K were filed for the quarter ended 
September 30, 1998.

                           -14-

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act 
of 1934, as amended, the Registrant has duly caused this report 
to be signed on its behalf by the undersigned, thereunto duly 
authorized.



                       PENN VIRGINIA CORPORATION



Date:  November 13, 1998    By:  /s/ Steven W. Tholen
       -----------------         --------------------------------
                                 Steven W. Tholen, Vice President
                                 and Chief Financial Officer




Date:  November 13, 1998     By:  /s/ Ann N. Horton
       -----------------         --------------------------------
                                 Ann N. Horton, Controller
                                 and Principal Accounting Officer





                    PENN VIRGINIA CORPORATION

                              INDEX

                                                            PAGE
                                                         
PART I     Financial Information:

Item 1. Financial Statements

Condensed Consolidated Statements of Income for               1
the three and six months ended June 30, 1998 and 1997

Condensed Consolidated Balance Sheets as of                   2
June 30, 1998 and December 31, 1997

Condensed Consolidated Statements of Cash Flows               4
for the three and six months ended June 30, 1998 and 1997 

Notes to Condensed Consolidated Financial Statements          5

Item 2.     Management's Discussion and Analysis of           7
            Financial Condition and Results of Operations


PART II     Other Information

Item 5.     Shareholder Proposals                            14

Item 6.     Exhibits and Reports on Form 8-K                 14