UNITED STATES
                       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 quarterly period ended March 31, 2000

                                       or

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

                        For the transition period from to

                         Commission file number 1-12074

                            STONE ENERGY CORPORATION

             (Exact name of registrant as specified in its charter)

            Delaware                                             72-1235413
  (State or other jurisdiction                                (I.R.S. employer
of incorporation or organization)                            identification no.)


    625 E. Kaliste Saloom Road                                     70508
       Lafayette, Louisiana                                      (Zip code)
(Address of principal executive offices)

       Registrant's telephone number, including area code: (337) 237-0410


     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 ___

     As of May 8, 2000, there were 18,432,125 shares of the Registrant's  Common
Stock, par value $.01 per share, outstanding.






                                TABLE OF CONTENTS

                                                                            Page

                                     PART I

Item 1. Financial Statements:
         Condensed Consolidated Balance Sheet
          as of March 31, 2000 and December 31, 1999.....................      1

         Condensed Consolidated Statement of Operations
          for the Three Months Ended March 31, 2000 and 1999.............      2

         Condensed Consolidated Statement of Cash Flows
          for the Three Months Ended March 31, 2000 and 1999.............      3

         Notes to Condensed Consolidated Financial Statements............      4

         Auditors' Review Report.........................................      6

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


                                     PART II

Item 6. Exhibits and Reports on Form 8-K.................................     10










                            STONE ENERGY CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                 (In thousands)



                                                                              March 31,                  December 31,
                                ASSETS                                          2000                        1999
                                                                      ------------------------     ----------------------
                                                                            (Unaudited)
                                                                                                          
Current assets:
    Cash and cash equivalents....................................                    $13,818                    $13,874
    Marketable securities, at market.............................                     31,035                     34,906
    Accounts receivable..........................................                     35,256                     29,729
    Other current assets.........................................                         76                        297
                                                                      ------------------------     ----------------------
      Total current assets.......................................                     80,185                     78,806

Oil and gas properties, net:
    Proved.......................................................                    356,648                    335,959
    Unevaluated..................................................                     16,957                     17,182

Building and land, net...........................................                      3,858                      3,864
Fixed assets, net................................................                      2,865                      2,850
Other assets, net................................................                      3,382                      3,077
                                                                      ------------------------     ----------------------
      Total assets...............................................                   $463,895                   $441,738
                                                                      ========================     ======================

                 LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities - accounts payable and
    accrued liabilities..........................................                    $61,078                    $55,919
Long-term debt...................................................                    100,000                    100,000
Production payments..............................................                     15,890                     17,284
Deferred tax liability...........................................                      6,871                        746
Other long-term liabilities......................................                      1,152                      2,202
                                                                      ------------------------     ----------------------
      Total liabilities..........................................                    184,991                    176,151
                                                                      ------------------------     ----------------------

Common stock.....................................................                        184                        183
Additional paid in capital.......................................                    254,047                    252,941
Retained earnings................................................                     24,673                     12,463
                                                                      ------------------------     ----------------------
      Total stockholders' equity.................................                    278,904                    265,587
                                                                      ------------------------     ----------------------
      Total liabilities and stockholders' equity.................                   $463,895                   $441,738
                                                                      ========================     ======================











                            STONE ENERGY CORPORATION
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                    (In thousands, except per share amounts)
                                   (Unaudited)



                                                                                       Three Months Ended
                                                                                            March 31,
                                                                        ------------------------------------------------
                                                                                2000                       1999
                                                                        --------------------       ---------------------
                                                                                                         
Revenues
    Oil and gas production.......................................                  $47,226                     $30,490
    Overhead reimbursements and management fees..................                      181                         161
    Other income.................................................                      733                         271
                                                                        --------------------       ---------------------
      Total revenues.............................................                   48,140                      30,922
                                                                        --------------------       ---------------------
Expenses

    Normal lease operating expenses..............................                    6,263                       4,828
    Major maintenance expenses...................................                      548                         100
    Production taxes.............................................                    1,220                         515
    Depreciation, depletion and amortization.....................                   17,179                      17,688
    Interest.....................................................                    2,422                       3,814
    Salaries, general and administrative.........................                    1,471                       1,077
    Incentive compensation plan..................................                      252                         210
                                                                        --------------------       ---------------------
      Total expenses.............................................                   29,355                      28,232
                                                                        --------------------       ---------------------
Net income before income taxes...................................                   18,785                       2,690
                                                                        --------------------       ---------------------

Provision for income taxes
    Current......................................................                 -                          -
    Deferred.....................................................                    6,575                         944
                                                                        --------------------       ---------------------
                                                                                     6,575                         944
                                                                        --------------------       ---------------------
Net income.......................................................                  $12,210                      $1,746
                                                                        ====================       =====================

Earnings per common share:
    Basic earnings per share.....................................                    $0.67                       $0.12
                                                                        ====================       =====================
    Diluted earnings per share...................................                    $0.65                       $0.11
                                                                        ====================       =====================
    Average shares outstanding...................................                   18,349                      15,078
                                                                        ====================       =====================
    Average shares outstanding assuming dilution.................                   18,667                      15,281
                                                                        ====================       =====================









                            STONE ENERGY CORPORATION
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                 (In thousands)
                                   (Unaudited)


                                                                                    Three Months Ended
                                                                                         March 31,
                                                                        -------------------------------------------------
                                                                                2000                        1999
                                                                        ---------------------       ---------------------
                                                                                                         
Cash flows from operating activities:
Net income......................................................                   $12,210                     $1,746
    Adjustments to reconcile net income to net cash
         provided by operating activities:
          DD&A and other non-cash expenses......................                    17,234                     17,688
          Provision for deferred income taxes...................                     6,575                        944
          Non-cash effect of production payments................                    (1,336)                      -
                                                                        ---------------------       ---------------------
                                                                                     34,683                    20,378
          (Increase) decrease in marketable securities..........
          (Increase) decrease in accounts receivable............                      3,871                      (156)
          Decrease in other current assets......................                     (5,527)                    6,915
          Decrease in accrued liabilities.......................                        221                       110
          Other.................................................                     (4,977)                   (5,040)
                                                                                        164                      (264)
                                                                        ---------------------       ---------------------
Net cash provided by operating activities.......................                     28,435                    21,943
                                                                        ---------------------       ---------------------
Cash flows from investing activities:

     Investment in oil and gas properties.......................                    (28,472)                  (22,592)
     Building additions and renovations.........................                        (20)                     (274)
     Increase in other assets ..................................                       (398)                     (790)
                                                                        ---------------------       ---------------------
Net cash used in investing activities...........................                    (28,890)                  (23,656)
                                                                        ---------------------       ---------------------

Cash flows from financing activities:

   Proceeds from borrowings.....................................                       -                        4,000
   Repayment of debt............................................                       -                          (22)
   Production payments..........................................                        (58)                     -
   Deferred financing costs.....................................                       (200)                     -
   Proceeds from the exercise of stock options..................                        657                       172
                                                                        ---------------------       ---------------------
Net cash provided by financing activities.......................                        399                     4,150
                                                                        ---------------------       ---------------------

Net increase (decrease) in cash and cash equivalents............                        (56)                    2,437

Cash and cash equivalents, beginning of period..................                     13,874                    10,550
                                                                        ---------------------       ---------------------
Cash and cash equivalents, end of period........................                    $13,818                   $12,987
                                                                        =====================       =====================

Supplemental  disclosures of cash flow information:
  Cash paid during the period for:
      Interest (net of amount capitalized)......................                     $4,408                    $6,026
      Income taxes..............................................                       -                         -













                            STONE ENERGY CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - INTERIM FINANCIAL STATEMENTS

     The condensed consolidated financial statements of Stone Energy Corporation
at March 31, 2000 and for the  three-month  period then ended are  unaudited and
reflect all adjustments  (consisting only of normal recurring adjustments) which
are, in the opinion of  management,  necessary  for a fair  presentation  of the
financial  position and operating results for the interim period.  The condensed
consolidated  financial  statements  should  be read  in  conjunction  with  the
consolidated financial statements and notes thereto,  together with management's
discussion  and  analysis of  financial  condition  and  results of  operations,
contained  in our  Annual  Report on Form 10-K for the year ended  December  31,
1999. The results of operations for the three-month  period ended March 31, 2000
are not necessarily indicative of future financial results. Certain prior period
amounts have been reclassified to conform to current period presentation.

Note 2 - EARNINGS PER SHARE

     Basic net income per share of common stock was  calculated  by dividing net
income  applicable  to  common  stock by the  weighted-average  number of common
shares  outstanding  during the  period.  Diluted net income per share of common
stock was  calculated  by dividing net income  applicable to common stock by the
weighted-average  number of common shares outstanding during the period plus the
weighted-average  number of dilutive stock options granted to outside  directors
and certain  employees.  There were  approximately  318,000  dilutive shares and
203,000 dilutive shares for the first quarters of 2000 and 1999, respectively.

     Options that were  considered  anti-dilutive  because the exercise price of
the  stock  exceeded  the  average  price  for  the  applicable  period  totaled
approximately  8,200 shares and 7,800  shares in the first  quarters of 2000 and
1999, respectively.

Note 3 - HEDGING ACTIVITIES

     In order to reduce our exposure to the possibility of declining oil and gas
prices,  from time to time we hedge with third parties  certain of our crude oil
and natural gas production. We currently utilize two forms of hedging contracts:
fixed price swaps and collars.  Fixed price swaps typically  provide for monthly
payments  by us  (if  prices  rise)  or to us  (if  prices  fall)  based  on the
difference between the strike price and the agreed-upon average of NYMEX prices.
For  collars,  monthly  payments  are made by us if NYMEX  prices rise above the
ceiling  price  and to us if NYMEX  prices  fall  below  the  floor  price.  Oil
contracts  typically  settle using the average of the daily closing prices for a
calendar month. Natural gas contracts typically settle using the average closing
prices of near month  NYMEX  futures  contracts  for the three days prior to the
settlement date.  Because our properties are located in the Gulf Coast Basin, we
believe that  fluctuations  in NYMEX prices will closely match changes in market
prices for our production.

     Our current forward positions are summarized as follows:


                                             Fixed Price Swaps
                               -----------------------------------------------
                                      Gas                          Oil
                               -----------------           -------------------
                               Volume                      Volume
                               (BBtus)     Price           (Bbls)        Price
                               -------     -----           ------        -----

Second Quarter, 2000           1,820       $2.518          409,500       $19.31

Third Quarter, 2000            1,840       $2.518          230,000       $19.21

Fourth Quarter, 2000           1,840       $2.518          230,000       $19.21











                                                              Collars
                                  ------------------------------------------------------------------
                                             Gas                                     Oil
                                  ---------------------------            ---------------------------
                                  Volume                                 Volume
                                  (BBtus)    Floor    Ceiling            (Bbls)     Floor    Ceiling
                                  -------    -----    -------            ------     -----    -------
                                                                            
Second Quarter, 2000               3,640     $2.60     $3.50                -         -         -
Third Quarter, 2000                3,680     $2.60     $3.50             230,000    $21.00    $27.53
Fourth Quarter, 2000               3,680     $2.60     $3.50             230,000    $21.00    $27.53



     During the first  quarters  of 2000 and 1999,  we  realized  net  increases
(decreases) in oil and gas revenues  related to hedging  transactions  of ($3.6)
million and $2.4 million, respectively.

Note 4 - LONG-TERM DEBT

     On  February 2, 2000,  our credit  agreement  was  amended to increase  the
facility  to $200  million  and to extend the  maturity  date to July 30,  2005.
During  April 2000,  the bank group  reviewed our  reserves  and  increased  the
borrowing base of the amended credit facility by $60 million to $200 million. At
March 31, 2000, we had  outstanding  letters of credit totaling $7.5 million and
no outstanding borrowings.

Note 5 - PRODUCTION PAYMENTS

     In June 1999,  we acquired a 100% working  interest in the Lafitte Field by
executing an agreement that included a dollar-denominated  production payment to
be satisfied through the sale of production from the purchased  property.  Based
on the  quarterly  revaluation  of this  transaction,  at March  31,  2000,  the
production payment associated with this purchase totaled $2.4 million.

     In July 1999,  we acquired an additional  working  interest in East Cameron
Block 64 and a 100% working interest in West Cameron Block 176 in exchange for a
volumetric  production payment. This agreement requires that 7.3 MMcf of gas per
day be delivered to the seller from South Pelto Block 23 until 8 Bcf of gas have
been  distributed.  We amortize the volumetric  production  payment as specified
deliveries of gas are made to the seller and recognize  non-cash  revenue in the
form of gas production  revenues.  At March 31, 2000, the volumetric  production
payment was $13.4  million and $1.5 million had been  recognized  as gas revenue
during the quarter.

Note 6 - NEW ACCOUNTING STANDARDS

     In June 1998,  the FASB  issued SFAS No. 133,  "Accounting  for  Derivative
Instruments and Hedging  Activities." The Statement  establishes  accounting and
reporting standards that require every derivative  instrument (including certain
derivative  instruments  embedded  in other  contracts)  to be  recorded  in the
balance  sheet as either an asset or  liability  measured  at its fair value and
that changes in the derivative's fair value be recognized  currently in earnings
unless specific hedge  accounting  criteria are met. We expect to adopt SFAS No.
133 on January 1, 2001.  The adoption may create  volatility  in equity  through
changes  in other  comprehensive  income  due to the  marking  to  market of our
hedging  contracts,  however,  we believe these  instruments  will be treated as
hedges under SFAS No. 133 and thus we do not  anticipate  that the standard will
have a material impact on our results of operations.






                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

TO THE STOCKHOLDERS OF
STONE ENERGY CORPORATION:

     We have reviewed the accompanying  condensed  consolidated balance sheet of
Stone Energy Corporation (a Delaware  corporation) as of March 31, 2000, and the
related condensed  consolidated  statements of operations and cash flows for the
three-month  periods ended March 31, 2000 and 1999.  These financial  statements
are the responsibility of the Company's management.

     We conducted our reviews in accordance  with  standards  established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical 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 auditing standards  generally accepted in the United States, 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 reviews,  we are not aware of any material  modifications that
should be made to the financial  statements  referred to above for them to be in
conformity with accounting principles generally accepted in the United States.

     We have previously audited, in accordance with auditing standards generally
accepted in the United States,  the balance sheet of Stone Energy Corporation as
of December 31, 1999 (not presented  herein),  and, in our report dated March 6,
2000, we expressed an unqualified opinion on that statement. In our opinion, the
information set forth in the accompanying  condensed  consolidated balance sheet
as of December 31, 1999, is fairly stated, in all material respects, in relation
to the balance sheet from which it has been derived.

                                                             ARTHUR ANDERSEN LLP

New Orleans, Louisiana
April 27, 2000






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

     Throughout  this  document  we  make  statements  that  are  classified  as
"forward-looking".  Please refer to the "Forward-Looking  Statements" section on
page 10 of this document for an  explanation  of these types of  assertions.  We
also use the terms "Stone", "Stone Energy",  "Company",  "we", "us" and "our" to
refer to Stone Energy Corporation.

OVERVIEW

     Stone Energy  Corporation is an independent  oil and gas company engaged in
the  acquisition,   exploration,  development  and  operation  of  oil  and  gas
properties onshore and in shallow waters offshore Louisiana. We have been active
in the Gulf Coast Basin since 1973 and have established  extensive  geophysical,
technical and operational expertise in this area.

     Our  business  strategy is to increase  production,  cash flow and reserves
through the acquisition and development of mature properties located in the Gulf
Coast Basin.  Since implementing our business strategy in 1990, we have acquired
interests in 20 fields in the Gulf Coast Basin from major and large  independent
oil and gas  companies.  At March 31, 2000,  we served as operator on all of our
properties,  which  enables  us  to  better  control  the  timing  and  cost  of
rejuvenation  activities.  We believe  that there will  continue  to be numerous
attractive  opportunities  to acquire  properties in the Gulf Coast Basin due to
the increased  focus by major and large  independent  companies on projects away
from the onshore and shallow water shelf regions of the the Gulf.

RESULTS OF OPERATIONS

     The following table sets forth certain  operating  information with respect
to our oil and gas operations.



                                                                                      Three Months Ended
                                                                                           March 31,
                                                                           ---------------------------------------
                                                                                 2000                   1999
                                                                           ----------------       ----------------
                                                                                                       
PRODUCTION:
 Oil (MBbls)................................................                           753                   830
 Gas (MMcf):
    Produced excluding volumetric production payment........                        10,259                 9,918
    Volumetric production payment...........................                           667                  -
                                                                            ---------------        ----------------
    Total gas volumes produced..............................                        10,926                 9,918
 Oil and gas (MMcfe):
    Produced excluding volumetric production payment........                        14,777                14,898
    Volumetric production payment...........................                           667                  -
                                                                           -----------------       ----------------
    Total volumes produced..................................                        15,444                14,898
SALES DATA (IN THOUSANDS) (a):
  Oil.......................................................                       $18,137                $9,804
  Gas:
    Gas sales excluding volumetric production payment.......                        27,595                20,686
    Volumetric production payment...........................                         1,494                  -
                                                                           ------------------      ----------------
    Total gas sales.........................................                        29,089                20,686
AVERAGE SALES PRICES (a):
  Oil (per Bbl).............................................                        $24.09                $11.81
  Gas (per Mcf):
    Price excluding volumetric production payment...........                          2.69                  2.09
    Volumetric production payment...........................                          2.24                   -
    Net average price.......................................                          2.66                  2.09
  Oil and gas (per Mcfe):
    Price excluding volumetric production payment...........                          3.09                  2.05
    Volumetric production payment...........................                          2.24                   -
    Net average price ......................................                          3.06                  2.05












                                                                                     Three Months Ended
                                                                                           March 31,
                                                                           ---------------------------------------
                                                                                 2000                   1999
                                                                           ----------------       ----------------
                                                                                                 
EXPENSES (PER MCFE):
 Normal lease operating expenses (b).......................                      $0.41                 $0.32
 Salaries, general and administrative......................                       0.10                  0.07
 DD&A on oil and gas properties............................                       1.10                  1.17


 (a)  Includes the effects of hedging
 (b)  Excludes major maintenance expenses


     For the first  quarter  of 2000,  we  reported  net income  totaling  $12.2
million,  or $0.65 per  share,  compared  to net income  reported  for the first
quarter of 1999 of $1.7 million,  or $0.11 per share.  The favorable  results in
net income were due to improvements in the following components:

     PRODUCTION.  Volumes of natural gas  produced  during the first  quarter of
2000  increased to  approximately  10.9 billion  cubic feet as compared to first
quarter 1999 gas production  volumes of 9.9 billion cubic feet, while volumes of
oil produced during the first quarter of 2000 declined to approximately  753,000
barrels as compared to 830,000  barrels of oil produced during the first quarter
of 1999. On a Mcfe basis, first quarter 2000 production was 4% higher than first
quarter 1999 production volumes.

     The  increase  in 2000  production  rates,  as  compared  to 1999,  was due
primarily to increases at three of our fields. First, in July 1999, we increased
our interest,  and therefore our share of  production,  at East Cameron Block 64
through the acquisition of an additional  62.5% working  interest in that field.
Also during  1999,  we  successfully  executed  an  aggressive  exploration  and
development  program  at  Vermilion  Block  255 by  completing  and  placing  on
production three exploratory wells and two development  wells. In February 2000,
production from the OCS-G 2899 No. A-7 Well (Orca Prospect) was brought on-line,
boosting  production  volumes  at Eugene  Island  Block  243.  These  production
increases were partially offset by normal production declines at other fields.

     PRICES.  Average  realized  prices  during  the first  quarter of 2000 were
$24.09  per  barrel  of oil  and  $2.66  per Mcf of gas  and  represented  a 49%
increase,  on a Mcfe basis,  over average  prices of $11.81 per barrel and $2.09
per Mcf realized in the 1999 period, including the effects of hedging. From time
to time, we enter into various hedging contracts in order to reduce our exposure
to the possibility of declining oil and gas prices.  During the first quarter of
2000,  hedging  transactions  reduced the average  price we received  for oil by
$5.12 per barrel and increased  the average price  received for gas by $0.03 per
Mcf as  compared to a net  increase  of $0.25 per Mcf of gas for the  comparable
period in 1999.

     OIL AND  GAS  REVENUES.  The  favorable  increases  in  commodities  prices
combined with the increase in production  rates resulted in oil and gas revenues
increasing 55% to $47.2 million for the first quarter of 2000, compared to first
quarter 1999 oil and gas revenues of $30.5 million.

     EXPENSES. Normal operating costs during the first quarter of 2000 increased
to $6.3 million,  compared to $4.8 million during the 1999 period.  On a unit of
production  basis,  first  quarter 2000  operating  costs were $0.41 per Mcfe as
compared  to $0.32 per Mcfe for the  first  quarter  of 1999.  The  increase  in
operating  costs was due  primarily to a 50% increase in the number of producing
wells that we operate as a result of the  acquisitions  of Lafitte  Field,  West
Cameron Block 176 and East Cameron  Block 46, the increases in working  interest
at East  Cameron  Block 64,  Eugene  Island Block 243 and Weeks Island Field and
discoveries at many of our fields including Vermilion Block 255, Vermilion Block
131,  Clovelly  Field and Eugene  Island  Block 243,  in  addition to an overall
increase in the cost of oil field services.





     As a result of higher oil and gas prices and increased  onshore  production
volumes, production revenues from onshore properties during the first quarter of
2000 increased 137% from first quarter 1999. Therefore, production taxes for the
first quarter of 2000 increased to $1.2 million compared to $0.5 million for the
first quarter of 1999.

     General and administrative expenses for the first quarter of 2000 increased
in total to $1.5 million,  or $0.10 per Mcfe,  from $1.1  million,  or $0.07 per
Mcfe,  for the first  quarter  of 1999.  Both  general  and  administrative  and
incentive compensation expenses for the first quarter of 2000 were affected by a
26% increase in our staff level over the first quarter of 1999.

     Depreciation,  depletion and amortization (DD&A) expense on our oil and gas
properties decreased to $16.9 million or $1.10 per Mcfe during the first quarter
of 2000,  compared to $17.4  million or $1.17 per Mcfe for the first  quarter of
1999. This decrease resulted primarily from the increase in average  commodities
prices realized during the first quarter of 2000.

     As a result of the July 1999 stock offering and the subsequent repayment of
all outstanding  borrowings  under our bank credit  facility,  interest  expense
during the  three-month  period ended March 31, 2000  decreased to $2.4 million,
compared to $3.8 million during the 1999 period.

LIQUIDITY AND CAPITAL RESOURCES

     CASH FLOW AND  WORKING  CAPITAL.  Net cash  flow  from  operations  before
working  capital  changes  for the  first  quarter  of 2000 was  $34.7  million,
compared to $20.4 million reported for the same period of 1999.  Working capital
at March 31, 2000 totaled $19.1 million.

     CAPITAL EXPENDITURES. Capital expenditures during the first quarter of 2000
totaled  $37.4  million and  included  $2.0 million of  capitalized  general and
administrative  costs.  These investments were financed by a combination of cash
flow from operations and cash.

     DEVELOPMENT COSTS.  During the first quarter of 2000, we completed numerous
development  drilling,  workover  and  recompletion  operations  and  facilities
installations  in an effort to develop our  property  base and to increase  cash
flow from proved reserves.  During 2000, we drilled two development  wells, both
of which were  successful,  consisting  of the West Cameron Block 176 No. 2 Well
and the  LLDSB  No.  30  Well  at  Lake  Hermitage  Field.  The  quarter's  most
significant recompletion projects included the East Cameron Block 64 No. 9 Well,
the  Vermilion  Block 131 No. C-6 Well and the  Rigolets No. 161 Well at Lafitte
Field,  all of  which  were  successful.  In  order  to  accommodate  additional
production  capacity,  facilities  upgrades were performed at many of our fields
with the most  significant  being the upgrades and oil pipeline  installation at
East Cameron Block 64.

     EXPLORATORY  COSTS.  In an effort to provide  additions to our existing oil
and gas reserve base,  during the first  quarter of 2000, we completed  drilling
operations on six exploratory  wells, four of which were successful.  These four
wells include the State Lease 14905 No. 2 Well at the Osprey Prospect, the OCS-G
2082 No. G-5 Well at Vermilion  Block 255's Corinth  Prospect,  the LL&E No. 198
Well at  Lafitte  Field's  Pinehurst  Prospect  and the LLDSB No. 9 Well at Lake
Hermitage  Field's  Sweetgum  Prospect.  In addition to completed  wells, in the
first  quarter we spudded  the OCS-G 0775 No. 21 Well at  Vermilion  Block 131's
Whiptail Prospect, the LL&E No. 1 Well at Lake Hermitage Field's Locust Prospect
and the LL&E No. 2 Well at Lake Hermitage Field's Magnolia Prospect.

     BUDGETED CAPITAL EXPENDITURES AND LONG-TERM  FINANCING.  For the year 2000,
we have  budgeted  what would be a record  year for  drilling  wells with 30 new
wells  scheduled.  We have budgeted $130.5 million for our 2000  exploration and
development  plans including  $30.7 million for drilling on properties  acquired
during  1999.  Approximately  54% of our  capital  expenditures  budget has been
allocated for  activities at the Vermilion  Block 255,  Eugene Island Block 243,
South Timbalier Block 8, East Cameron Block 64 and South Pelto Block 23 Fields.

     Based  upon our  outlook on oil and gas prices  and  production  rates,  we
believe that our cash flow from operations and existing working capital will be
sufficient to fund the current 2000 capital  expenditures budget. If oil and gas
prices or production rates fall below our current expectations,  we believe that
the available  borrowings  under our bank credit  facility will be sufficient to
fund the capital expenditures in excess of operating cash flow.

     On  February 2, 2000,  our credit  agreement  was  amended to increase  the
facility  to $200  million  and to extend the  maturity  date to July 30,  2005.
During  April 2000,  the bank group  reviewed our  reserves  and  increased  the
borrowing base of the amended credit facility by $60 million to $200 million. At
March 31, 2000, we had  outstanding  letters of credit totaling $7.5 million and
no outstanding borrowings.

     We believe that the opportunity for  acquisitions in our area of operations
remains strong due to the general exodus from the shallow water and shelf region
of  the  Gulf.  Although  we do not  budget  acquisitions,  we are  aggressively
evaluating  properties  and  transaction  alternatives  to add  to our  existing
property base.  One or a combination  of certain of these possible  transactions
could fully utilize our existing  sources of capital.  Although we have no plans
to access the public markets for purposes of capital,  if the opportunity arose,
we would consider such funding  sources to provide  capital in excess of what is
currently  available  to us.  We would  compare  and  contrast  the cost of debt
financing  with the  potential  dilution of equity  offerings to  determine  the
appropriate financing vehicle to maximize stockholder value.

     FORWARD-LOOKING STATEMENTS. This Form 10-Q and the information incorporated
by reference  contain  statements that constitute  "forward-looking  statements"
within the meaning of Section 27A of the  Securities  Act and Section 21E of the
Securities Exchange Act. The words "expect", "project",  "estimate",  "believe",
"anticipate",  "intend",  "budget",  "plan",  "forecast",  "predict"  and  other
similar expressions are intended to identify forward-looking  statements.  These
statements  appear in a number of places and include  statements  regarding  our
plans,  beliefs or  current  expectations,  including  the  plans,  beliefs  and
expectations of our officers and directors.

     When considering any forward-looking statement, you should keep in mind the
risk factors that could cause our actual results to differ materially from those
contained in any forward-looking  statement.  Important factors that could cause
actual results to differ materially from those in the forward-looking statements
herein include the timing and extent of changes in commodity  prices for oil and
gas, operating risks and other risk factors as described in our Annual Report on
Form 10-K as filed with the Securities and Exchange Commission. Furthermore, the
assumptions  that  support  our   forward-looking   statements  are  based  upon
information  that  is  currently   available  and  is  subject  to  change.   We
specifically  disclaim all  responsibility  to publicly  update any  information
contained in a forward-looking statement or any forward-looking statement in its
entirety and therefore disclaim any resulting  liability for potentially related
damages.

     All forward-looking statements attributable to Stone Energy Corporation are
expressly qualified in their entirety by this cautionary statement.

                                     PART II

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

          *10.1 - Third  Amendment  and  Restatement  of the Third  Amended  and
          Restated  Credit  Agreement  between  the  Registrant,  the  financial
          institutions  named therein and Bank of America N.A., as Agent,  dated
          as of February 2, 2000.

          *15.1 - Letter from Arthur  Andersen LLP dated May 5, 2000,  regarding
          unaudited interim financial information.

          *27.1 - Financial Data Schedule

          *Filed herewith

     (b) There  were no  reports  on Form 8-K filed for the three  months  ended
         March 31, 2000.





                                    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 thereunto duly authorized.

                                                    STONE ENERGY CORPORATION

Date: May 10, 2000                      By:            /s/James H. Prince
                                                 ------------------------------
                                                          James H. Prince
                                                 Vice President, Chief Financial
                                                       Officer and Treasurer
                                                   (Principal Financial Officer)