SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K
                                 CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of earliest event reported November 14, 1997


                            OIL CITY PETROELUM, INC.
             (Exact name of Registrant as specified in its charter)


      Texas                         0-9098            75-1614001
(State or other jurisdiction of           (Commission (IRS Employer
Incorporation or organization)            File Number)      Identification No.)


      5579 South Lewis, Tulsa, Oklahoma               74105
      (Address of principal executive offices)        (Zip Code)


                                       (918) 749-0483
                    (Registrant's telephone number, including area code)










Item 2.  Acquisition or Disposition of Assets.

      (a)   On  November  14,  1997,  Double  Eagle  Petroleum  Corporation,   a
            wholly-owned subsidiary of the Company, completed acquisition of Oil
            and Gas properties  for a purchase price of $1,800,000,  funded by a
            $1,743,000 draw against the Company's  Revolving Line of Credit from
            Bank One Texas.  No officer,  Director or affiliate owned a material
            interest in the assets acquired.

      (b)   The  assets  include  a 10%  interest  in  all  equipment  on  site,
            including  all drilling and gathering  equipment on site,  including
            all drilling and gathering  equipment,  which the Company intends to
            continue to use.

            A list of other equipment purchased is attached.  The purchase price
      is $52,149 with the  equipment  having an  estimated  Fair Market Value of
      $150,000.

Item 4.  Change of Registrant's Certifying Accountant.

      Control of the Company  changed  September 2, 1997 as reported in the Form
8-K dated September 1997.

      The Company has now engaged Tullius, Taylor, Sartain & Sartain of Tulsa as
its outside independent certified public accountants.

      As  reported  in the Form 8-K  filed on  August  29,  1997 as  amended  on
September 1996, the predecessor had engaged Steven L. Terry,  CPA as the outside
auditors.

      Pursuant to Item  304(a)(1)  of Rule S-K,  the  following  information  is
provided:










      Mr. Terry has provided no services as outside auditor and the Company has 
      terminated his engagement. There were no disagreements of any nature with 
      respect to:

      i.     The engagement of Mr. Terry who was terminated by the Company.

      ii.   No report of Mr. Terry contained any qualification as to audit scope
            or accounting principles,  since Mr. Terry rendered no report on the
            financial statements of the Company.

      iii.  The decision to terminate  the  engagement  of Mr. Terry was made by
            the Board of Directors of the Company.

      iv.   There has been no  disagreement  with Mr.  Terry with respect to any
            issue concerning the Company's financial condition.

      v. Not applicable.

      (c) Not applicable.















      (2) Acquisition Agreements: Asset Agreement covering the Assets.

      (10)   Material Contracts.  $25,000,000 Secured Oil and Gas Reserve Based 
             Credit Agreement Among Bank One Texas as Lender and Oil City 
             Petroleum, Inc. and Double Eagle Petroleum Corporation as Borrowers

Oil City Petroleum, Inc., will submit by separate cover letter
            1.  Purchase and Sales agreements for the Enserch acquisition
            2.  Revolving Credit Agreement for Bank One, Houston


                                    SIGNATURE


            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 there unto duly authorized.

                                          OIL CITY PETROLEUM, INC.


                                          By S/James G. Borem
Date:  January, 1998                      James G. Borem, President
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