SECURITIES AND EXCHANGE COMMISSION

                    Washington, D.C. 20549

                           FORM 8-K
                           --------

        Current Report Pursuant to Section 13 or 15(d) of
                   The Securities Act of 1934



        Date of Report (Date of earliest event reported)
 
                        November 14, 1997
        ------------------------------------------------


                       Geo Petroleum, Inc.
     ------------------------------------------------------
     (Exact name of registrant as specified in its charter)


   California            0-20915           33-0328958
   -----------------     -------------     -------------------
   (State or other       (Commission       (I.R.S. Employer
   jurisdiction          File Number)      Identification No.)
   of incorporation)


   501 Deep Valley Drive, Suite 300
   --------------------------------

   Rolling Hills Estates, CA                         90274
   ---------------------------------------------------------
   (Address of principal executive offices)       (Zip Code)

       Registrant's telephone number, including area code
                          310-265-0721
                          -------------

- --------------------------------------------------------------
(Former name or former address, if changed since last report.)





                       Geo Petroleum, Inc.


Item 5 Other Events

Geo Petroleum, Inc. Increases Heavy Oil Reserves 100%, Reports 
3rd Quarter Profit

     Rolling Hills Estates, CA, November 17, 1997: Geo 
Petroleum, Inc. (Symbol: GOPL), an independent oil and gas 
company specializing in high technology energy development, with 
offices in Rolling Hills Estates, California, and Tulsa, 
Oklahoma, today announced a 100% increase in its proven heavy 
oil reserves as the result of an agreement with a subsidiary of 
Saba Petroleum Company (Symbol: SAB).  Geo has increased its 
share, from one-third to two-thirds, of the Vaca Tar Sand oil 
reserves on Geo's leases in the Oxnard Oil Field, Ventura 
County, California.  Geo's share of proven reserves is now an 
estimated 55,200,000 net barrels of heavy oil recoverable by use 
of the Steam Assisted Gravity Drainage ("SAGD") method, based on 
the report of an independent engineer.  The SAGD oil recovery 
rate from the reservoir is estimated at 50%, compared to the 15% 
- - 25% recovery rate from conventional methods.

     Geo and Saba will share equally in the cost of development 
until Saba has spent $5,000,000.  Thereafter, Saba will pay one-
third of the costs and receive one-third of the revenues, and 
Geo will pay two-thirds of the costs and receive two-thirds of 
the revenues.  As to the wells for which Saba has paid a 
disproportionately higher share of the costs,  Saba can recover 
its costs out of one-half of production revenues,  after which 
its interest in these wells will be reduced to one-third.  In 
order to finance its share of the development costs, Geo plans 
to obtain financing through a private placement.

     The SAGD method utilizes a high technology process 
developed in Canada to drill twinned horizontal wells through as 
much as 2,600 feet of oil pay sand.  Steam is continuously 
injected at high pressures and temperatures into the upper well 
to mobilize the heavy oil, which then gravitates to the lower 
well and flows to the surface at rates of up to 1,300 barrels of 
oil per day.





     Larry R. Burroughs will direct the development of the Vaca 
Tar Sand for Geo and Saba.  Mr. Burroughs has been elected 
President, Chief Operating Officer, and a Director of Geo, 
following his resignation as President of Saba Petroleum, Inc.  
Gerald T. Raydon has been elected Chief Executive Officer and 
will continue as Chairman of the Board.  Eric J. Raydon has been 
elected Vice President.

     Geo also announced that it recorded a profit of $324,820, 
or four cents per share, for the quarter ending September 30, 
1997 on revenues of $571,533, versus a loss of $20,570 on 
revenues of $385,144 in the comparable 1996 period.  The profit 
was due to expansion of the Company's industrial waste disposal 
business, implementation of an aggressive cost-cutting program, 
and the successful conclusion of a lawsuit against a negligent 
contractor.  Operating expenses declined to $106,038 in the 1997 
period, from $213,086 in 1996. General and administrative 
expense increased to $84,090 in 1997 from $65,682 in 1996.  
Interest expense declined to $18,798 in 1997 from $77,825 in 
1996.

     Safe Harbor for Forward-Looking Statements: Except for 
historical information contained herein, the statements in this 
news release are forward-looking statements that are made 
pursuant to the safe harbor provisions of the Private Securities 
Litigation Reform Act of 1995.  Forward-looking statements 
involve known and unknown risks and uncertainties that may cause 
the Company's actual results in the future periods to differ 
materially from forecasted results.  These risks and 
uncertainties include, among things, volatility of oil prices, 
product demand, market competition, risk inherent in the 
Company's international operations, imprecision of reserve 
estimates and the Company's ability to replace and expand oil 
and gas reserves.  These and other risks are described in the 
Company's Annual Report on Form 10KSB and other filings with the 
Securities and Exchange Commission.











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

Geo Petroleum, Inc.
- ---------------------
Registrant
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/s/ GERALD T. RAYDON
- -----------------------------
GERALD T. RAYDON
(CHAIRMAN AND CHIEF EXECUTIVE OFFICER)