SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D. C. 20549

                               ---------
                               Form 10-Q
                               ---------



[x]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
      SECURITIES EXCHANGE ACT OF 1934

              For the quarterly period ended June 30, 2001

[ ]   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
      SECURITIES EXCHANGE ACT OF 1934

                     Commission file number: 1-9743

                           EOG RESOURCES, INC.
         (Exact name of registrant as specified in its charter)

                     Delaware                     47-0684736
                  (State or other                  (I.R.S.
                   jurisdiction                    Employer
                of incorporation or             Identification No.)
                   organization)

         333 Clay Street, Suite 4200, Houston, Texas 77002-7361
          (Address of principal executive offices)  (zip code)

    Registrant's telephone number, including area code: 713-651-7000

                          ------------------------

     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 [ ] .

     Indicate  the number of shares outstanding of each of the  issuer's
classes of common stock, as of July 19, 2001.

             Title of each class                     Number of shares
             -------------------                     ----------------
         Common Stock, $.01 par value                   116,141,271









  2
                           EOG RESOURCES, INC.

                            TABLE OF CONTENTS


                                                                            Page
PART I. FINANCIAL INFORMATION                                                No.
                                                                            ----
   ITEM 1.  Financial Statements

     Consolidated Statements of Income - Three Months Ended June 30, 2001
       and 2000 and Six Months Ended June 30, 2001 and 2000................   3

     Consolidated Balance Sheets - June 30, 2001 and December 31, 2000.....   4

     Consolidated Statements of Cash Flows - Six Months Ended June 30,
       2001 and 2000.......................................................   5

     Notes to Consolidated Financial Statements............................   6

   ITEM 2.  Management's Discussion and Analysis of Financial Condition
              and Results of Operations....................................   9

PART II. OTHER INFORMATION

   ITEM  1. Legal Proceedings..............................................  15

   ITEM  4. Submission of Matters to a Vote of Security Holders............  15

   ITEM  5. Other Information..............................................  15

   ITEM  6. Exhibits and Reports on Form 8-K...............................  15











   3
                      PART I.  FINANCIAL INFORMATION

                       ITEM 1.  FINANCIAL STATEMENTS
                            EOG RESOURCES, INC.
                     CONSOLIDATED STATEMENTS OF INCOME
                 (In Thousands, Except Per Share Amounts)
                                (Unaudited)


                                                                             Three Months Ended      Six Months Ended
                                                                                  June 30,               June 30,
-----------------------------------------------------------------------------------------------------------------------
                                                                              2001       2000        2001       2000
-----------------------------------------------------------------------------------------------------------------------
                                                                                                 
NET OPERATING REVENUES
Natural Gas                                                                 $357,536   $244,403  $  879,013   $430,603
Crude Oil, Condensate and Natural Gas Liquids                                 73,143     77,340     148,337    150,407
Mark-to-market Gains on Commodity Contracts                                   36,849        -        36,283        -
Gains (Losses) on Sales of Reserves and Related Assets and Other, Net         (1,480)       984        (332)     1,613
                                                                             -------    -------   ---------    -------
TOTAL                                                                        466,048    322,727   1,063,301    582,623

OPERATING EXPENSES
Lease and Well                                                                43,248     32,223      85,822     65,962
Exploration Costs                                                             17,746     13,204      38,011     26,149
Dry Hole Costs                                                                12,971      3,290      28,655      9,051
Impairments                                                                   16,267     10,123      32,031     18,525
Depreciation, Depletion and Amortization                                      97,470     87,951     191,431    172,088
General and Administrative                                                    18,735     16,027      36,684     32,314
Taxes Other Than Income                                                       25,372     20,674      62,404     39,089
                                                                             -------    -------   ---------    -------
TOTAL                                                                        231,809    183,492     475,038    363,178
                                                                             -------    -------   ---------    -------
OPERATING INCOME                                                             234,239    139,235     588,263    219,445

OTHER INCOME, NET                                                              1,250        763         611        780
                                                                             -------    -------   ---------    -------
INCOME  BEFORE  INTEREST  EXPENSE AND INCOME  TAXES                          235,489    139,998     588,874    220,225
INTEREST EXPENSE, NET                                                         10,624     15,581      23,913     30,149
                                                                             -------    -------   ---------    -------
INCOME   BEFORE  INCOME  TAXES                                               224,865    124,417     564,961    190,076
INCOME TAX PROVISION                                                          88,662     46,900     213,511     71,069
                                                                             -------    -------   ---------    -------
NET INCOME                                                                   136,203     77,517     351,450    119,007
PREFERRED STOCK DIVIDENDS                                                     (2,757)    (2,860)     (5,478)    (5,514)
                                                                             -------    -------   ---------    -------
NET INCOME AVAILABLE TO COMMON                                              $133,446   $ 74,657  $  345,972   $113,493
                                                                             =======    =======   =========    =======
NET INCOME PER SHARE OF COMMON STOCK
  Basic                                                                     $   1.15   $   0.64  $     2.98   $   0.97
                                                                             =======    =======   =========    =======
  Diluted                                                                   $   1.13   $   0.63  $     2.92   $   0.96
                                                                             =======    =======   =========    =======

AVERAGE NUMBER OF COMMON SHARES
    Basic                                                                    115,870    116,666     116,127    117,247
                                                                             =======    =======   =========    =======
    Diluted                                                                  118,047    119,177     118,551    118,757
                                                                             =======    =======   =========    =======





                The accompanying notes are an integral part of these consolidated financial statements.








  4
               PART I.  FINANCIAL INFORMATION - (Continued)

                ITEM 1.  FINANCIAL STATEMENTS - (Continued)
                            EOG RESOURCES, INC.
                        CONSOLIDATED BALANCE SHEETS
                              (In Thousands)




                                                                    June 30,     December 31,
                                                                      2001           2000
---------------------------------------------------------------------------------------------
                                                                   (Unaudited)
                                  ASSETS
                                                                          
CURRENT ASSETS
Cash and Cash Equivalents                                         $    68,294    $    20,152
Accounts Receivable                                                   244,202        342,579
Inventories                                                            20,424         16,623
Assets from Price Risk Management Activities                           38,036            438
Other                                                                  13,621         15,073
                                                                   ----------     ----------
TOTAL                                                                 384,577        394,865

OIL AND GAS PROPERTIES (SUCCESSFUL EFFORTS METHOD)                  5,529,871      5,122,728
   Less:  Accumulated Depreciation, Depletion and Amortization     (2,785,341)    (2,597,721)
                                                                   ----------     ----------
     Net Oil and Gas Properties                                     2,744,530      2,525,007
OTHER ASSETS                                                           81,614         81,381
                                                                   ----------     ----------
TOTAL ASSETS                                                      $ 3,210,721    $ 3,001,253
                                                                   ==========     ==========
                   LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES
Accounts Payable                                                  $   227,040    $   246,468

Accrued Taxes Payable                                                 134,124         78,838
Dividends Payable                                                       5,069          4,525
Other                                                                  29,685         40,285
                                                                   ----------     ----------
TOTAL                                                                 395,918        370,116

LONG-TERM DEBT                                                        640,822        859,000
OTHER LIABILITIES                                                      59,956         51,133
DEFERRED INCOME TAXES                                                 455,439        340,079

SHAREHOLDERS' EQUITY
Preferred Stock, $.01 Par, 10,000,000 Shares Authorized:
 Series B, 100,000 Shares Issued, Cumulative,
  $100,000,000 Liquidation Preference                                  97,998         97,879
 Series D, 500 Shares Issued, Cumulative,
  $50,000,000 Liquidation Preference                                   49,375         49,285
Common Stock, $.01 Par, 320,000,000 Shares Authorized and
  124,730,000 Shares Issued                                           201,247        201,247
Additional Paid in Capital                                             10,563          4,221
Unearned Compensation                                                 (15,078)        (3,756)
Accumulated Other Comprehensive Income                                (37,159)       (31,756)
Retained Earnings                                                   1,637,758      1,301,067
Common Stock Held in Treasury, 8,663,165 shares at
  June 30, 2001 and 7,825,708 shares at December 31, 2000            (286,118)      (237,262)
                                                                   ----------     ----------
TOTAL SHAREHOLDERS' EQUITY                                          1,658,586      1,380,925
                                                                   ----------     ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                        $ 3,210,721    $ 3,001,253
                                                                   ==========     ==========


    The accompanying notes are an integral part of these consolidated financial statements.











  5
                    PART I.  FINANCIAL INFORMATION - (Continued)

                    ITEM 1.  FINANCIAL STATEMENTS - (Continued)
                                EOG RESOURCES, INC.
                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (In Thousands)
                                   (Unaudited)

                                                                                   Six Months Ended
                                                                                       June 30,
------------------------------------------------------------------------------------------------------
                                                                                   2001        2000
------------------------------------------------------------------------------------------------------
                                                                                     
CASH FLOWS FROM OPERATING ACTIVITIES
Reconciliation of Net Income to Net Operating Cash Inflows:
Net Income                                                                      $ 351,450   $ 119,007
Items Not Requiring Cash
  Depreciation, Depletion and Amortization                                        191,431     172,088
  Impairments                                                                      32,031      18,525
  Deferred Income Taxes                                                            87,807      40,714
  Other, Net                                                                        7,128       2,459
Exploration Costs                                                                  38,011      26,149
Dry Hole Costs                                                                     28,655       9,051
Net Assets from Price Risk Management Activities                                  (35,805)        -
Losses on Sales of Reserves and Related Assets                                      1,128       1,650
Tax Benefits from Stock Options Exercised                                           8,039      11,593
Other, Net                                                                         (1,232)     (5,336)
Changes in Components of Working Capital and Other Liabilities
  Accounts Receivable                                                             100,205     (77,406)
  Inventories                                                                      (3,801)      1,452
  Accounts Payable                                                                (24,530)      5,624
  Accrued Taxes Payable                                                            55,579      (2,901)
  Other Liabilities                                                                 4,144       5,570
  Other, Net                                                                      (10,651)     (6,279)
Changes in Components of Working Capital Associated with Investing and
  Financing Activities                                                             (8,797)      5,633
                                                                                 --------    --------
NET OPERATING CASH INFLOWS                                                        820,792     327,593
INVESTING CASH FLOWS
Additions to Oil and Gas Properties                                              (419,926)   (175,416)
Exploration Costs                                                                 (38,011)    (26,149)
Dry Hole Costs                                                                    (28,655)     (9,051)
Proceeds from Sales of Reserves and Related Assets                                  5,317      21,961
Changes in Components of Working Capital Associated with Investing Activities       6,860      (6,180)
Other, Net                                                                         (4,912)    (15,866)
                                                                                 --------    --------
NET INVESTING CASH OUTFLOWS                                                      (479,327)   (210,701)
FINANCING CASH FLOWS
Long-Term Debt                                                                   (218,178)    (40,756)
Dividends Paid                                                                    (14,006)    (12,517)
Treasury Stock Purchased                                                          (80,125)   (134,348)
Proceeds from Sales of Treasury Stock                                              16,055      56,801
Other, Net                                                                          2,931         807
                                                                                 --------    --------
NET FINANCING CASH OUTFLOWS                                                      (293,323)   (130,013)
                                                                                 --------    --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                   48,142     (13,121)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                                   20,152      24,836
                                                                                 --------    --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD                                      $  68,294   $  11,715
                                                                                 ========    ========




      The accompanying notes are an integral part of these consolidated financial statements.









  6



              PART I.  FINANCIAL INFORMATION   (Continued)

               ITEM 1.  FINANCIAL STATEMENTS   (Continued)
                           EOG RESOURCES, INC.
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.  The  consolidated financial statements of EOG Resources, Inc.  and
    subsidiaries ("EOG") included herein have been prepared by  management
    without  audit pursuant to the rules and regulations of the Securities
    and  Exchange  Commission.  Accordingly, they reflect all  adjustments
    which  are,  in  the  opinion  of management,  necessary  for  a  fair
    presentation of the financial results for the interim periods.  Certain
    information and notes normally included in financial statements prepared
    in accordance  with accounting principles generally accepted  in  the
    United States have been condensed or omitted pursuant to such rules and
    regulations.  However, management believes that the  disclosures  are
    adequate  to  make  the information presented not  misleading.  These
    consolidated financial statements should be read in conjunction with the
    consolidated  financial statements and the notes thereto  included in
    EOG's 2000 Annual Report to Shareholders.

    The  preparation of financial statements in conformity with accounting
    principles   generally   accepted  in  the  United   States   requires
    management to make estimates and assumptions that affect the  reported
    amounts of assets and liabilities and disclosure of contingent  assets
    and  liabilities  at  the  date of the financial  statements  and  the
    reported  amounts  of  revenues  and  expenses  during  the  reporting
    period.  Actual results could differ from those estimates.

    Certain  reclassifications have been made to  prior  period  financial
    statements to conform with the current presentation.  Beginning  first
    quarter  of  2001, the "Impairment of Unproved Oil and Gas Properties"
    caption   on  the  Consolidated  Statements  of  Income  was   renamed
    "Impairments" to include the impairment loss of long-lived  assets  as
    described  in Statement of Financial Accounting Standards  No.  121  -
    "Accounting  for  the Impairment of Long-Lived Assets  and  for  Long-
    Lived  Assets  to  Be  Disposed of" ("SFAS 121  Impairments").   As  a
    result,  EOG reclassified all prior periods to reflect such  SFAS  121
    Impairments  in  Impairments, instead of Depreciation,  Depletion  and
    Amortization  ("DD&A") as previously reported.  SFAS  121  Impairments
    reclassified  from  DD&A to Impairments were  $2.2  million  and  $2.6
    million  for  the  three-month and six-month periods  ended  June  30,
    2000, respectively.

2. As  more  fully  discussed in Notes 1 and 12 to  the  consolidated
   financial   statements  included  in  EOG's  2000  Annual  Report   to
   Shareholders, EOG engages in price risk management activities from time
   to  time.  Derivative financial instruments (primarily price swaps and
   costless collars) are utilized selectively to hedge the impact of market
   fluctuations on natural gas and crude oil market prices.  EOG adopted on
   January 1, 2001 Statement of Financial Accounting Standards ("SFAS") No.
   133 - "Accounting for Derivative Instruments and Hedging Activities," as
   amended by SFAS No. 137 and 138 ("SFAS 133").  SFAS 133 requires  that
   changes  in  the  derivative's fair value be recognized  currently  in
   earnings  using  the mark-to-market accounting method unless  specific
   hedge  accounting criteria are met.  The adoption of SFAS 133 did  not
   have a material impact on EOG's financial statements.  During the first
   six months of 2001, EOG elected not to designate any of its price risk
   management  activities  as  accounting  hedges  under  SFAS  133,  and
   accordingly,  accounted  for them using the mark-to-market  accounting
   method. Under this accounting method, the changes in the market value of
   outstanding financial instruments are recognized as gains or losses in
   the  period  of change.  The gains or losses are recorded in  Mark-to-
   market  Gains  (Losses) on Commodity Contracts in  the  Net  Operating
   Revenues section of the Consolidated Statements of Income.  The related
   cash flow impact is reflected as cash flows from operating activities in
   the Consolidated Statements of Cash Flows.

   For  the three-month and six-month periods ended June 30, 2001,  mark-
   to-market  gains  on  commodity  contracts  were  respectively   $36.8
   million  and  $36.3 million, of which $0.8 million  and  $0.5  million
   were realized gains for the respective periods.

  Following is a summary of EOG's derivative activities:
   - At  June  30, 2001, EOG had outstanding swap contracts  covering
     notional volumes of approximately 1.6 million barrels of crude oil and
     condensate for the period July 2001 to May 2002 at an average price of
     $27.36 per barrel.  EOG elected not to designate these crude oil swap
     contracts  as an accounting hedge of its crude oil production,  and
     accordingly, is accounting for these swap contracts under mark-to-market
     accounting.  At June 30, 2001, the fair value of these oil price swap
     contracts was $2.1 million.

   - During  the period of April 30, 2001 to May 2, 2001, EOG entered
     into price collars that set a floor price of $4.40 per MMBtu and ceiling
     prices that average $6.15 per MMBtu covering notional volumes of 200,000
     million British thermal units of natural gas per day ("MMBtu/d") for the
     period July 2001 to November 2001 at an average premium of $0.15 per
     MMBtu.  EOG accounts for these collars under mark-to-market accounting.
     At  June 30, 2001, the fair value of these price collars was  $35.8
     million.






   7


              PART I.  FINANCIAL INFORMATION   (Continued)

               ITEM 1.  FINANCIAL STATEMENTS   (Continued)
                           EOG RESOURCES, INC.
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



  -  On June 29, 2001, EOG entered into price swap contracts covering
     notional volumes of 115,000 MMBtu/d for the period August  2001  to
     December 2001 at an average price of $3.38 per MMBtu and 50,000 MMBtu/d
     for the period January 2002 to December 2002 at an average price of
     $3.56 per MMBtu. EOG accounts for these swap contracts under mark-to-
     market accounting.  At June 30, 2001, the fair value of these price swap
     contracts was negative $0.1 million.

3. The following table sets forth the computation of basic and diluted
   earnings from net income available to common (in thousands, except per
   share amounts):

                                                                Three Months Ended    Six Months Ended
                                                                     June 30,              June 30,
  -------------------------------------------------------------------------------------------------------
                                                                 2001       2000       2001       2000
  -------------------------------------------------------------------------------------------------------
                                                                                   
  Numerator for basic and diluted earnings per share -
    Net income available to common                             $133,446   $ 74,657   $345,972   $113,493
                                                                =======    =======    =======    =======
  Denominator for basic earnings per share -
    Weighted average shares                                     115,870    116,666    116,127    117,247
  Potential dilutive common shares -
    Stock options                                                 1,996      2,397      2,175      1,413
    Restricted stock and units                                      181        114        249         97
                                                                -------    -------    -------    -------
  Denominator for diluted earnings per share -
    Adjusted weighted average shares                            118,047    119,177    118,551    118,757
                                                                =======    =======    =======    =======
  Net income per share of common stock
    Basic                                                      $   1.15   $   0.64   $   2.98   $   0.97
                                                                =======    =======    =======    =======
    Diluted                                                    $   1.13   $   0.63   $   2.92   $   0.96
                                                                =======    =======    =======    =======

  -------------------------------------------------------------------------------------------------------



4. The following table presents the components of EOG's comprehensive
   income for the three-month and six-month periods ended June 30, 2001 and
   2000 (in thousands):

                                                               Three Months Ended     Six Months Ended
                                                                    June 30,              June 30,
  -------------------------------------------------------------------------------------------------------
                                                                 2001       2000       2001       2000
  -------------------------------------------------------------------------------------------------------
                                                                                   
  Net Income                                                   $136,203   $ 77,517   $351,450   $119,007
  Other Comprehensive Income
    Unrealized Loss on Available-for-sale Security, net of tax     (879)       -         (545)       -
    Foreign Currency Translation Adjustments                     12,097     (5,432)    (4,858)    (7,531)
                                                                -------    -------    -------    -------
  Comprehensive Income                                         $147,421   $ 72,085   $346,047   $111,476
                                                                =======    =======    =======    =======

  -------------------------------------------------------------------------------------------------------








  8
              PART I.  FINANCIAL INFORMATION   (Continued)

               ITEM 1.  FINANCIAL STATEMENTS   (Concluded)
                           EOG RESOURCES, INC.
               NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


5. Selected financial information about operating segments is reported
   below for the three-month and six-month periods ended June 30, 2001 and
   2000 (in thousands):

                                          Three Months Ended       Six Months Ended
                                              June 30,                 June 30,
  -------------------------------------------------------------------------------------
                                         2001         2000        2001          2000
  -------------------------------------------------------------------------------------
                                                               
  NET OPERATING REVENUES
    United States                     $  398,211   $  262,991  $  902,200   $  469,240
    Canada                                51,179       40,851     125,709       73,606
    Trinidad                              16,634       18,875      35,342       39,758
    Other                                     24           10          50           19
                                       ---------    ---------   ---------    ---------
    TOTAL                             $  466,048   $  322,727  $1,063,301   $  582,623
                                       =========    =========   =========    =========
  OPERATING INCOME (LOSS)
    United States                     $  190,817   $  110,878  $  491,664   $  170,671
    Canada                                33,217       19,315      86,122       33,441
    Trinidad                              10,504       10,401      16,489       17,432
    Other                                   (299)      (1,359)     (6,012)      (2,099)
                                       ---------    ---------   ---------    ---------
    TOTAL                                234,239      139,235     588,263      219,445
                                       ---------    ---------   ---------    ---------
  RECONCILING ITEMS
    Other Income, Net                      1,250          763         611          780
    Interest Expense, Net                 10,624       15,581      23,913       30,149
                                       ---------    ---------   ---------    ---------
  INCOME BEFORE INCOME TAXES          $  224,865   $  124,417  $  564,961   $  190,076
                                       =========    =========   =========    =========



6. As  reported  in  EOG's 2000 Annual Report  to  Shareholders,  two
   stockholders of EOG filed separate lawsuits purportedly on behalf of EOG
   against Enron Corp. and directors of EOG, alleging that Enron Corp. and
   directors  of  EOG breached their fiduciary duties of good  faith  and
   loyalty  in approving the Share Exchange described in EOG's  Quarterly
   Report on Form 10-Q for the third quarter of 1999.  The lawsuits  have
   been  consolidated and seek to temporarily and permanently enjoin  the
   Share  Exchange transaction and seek to rescind the transaction or  to
   receive  monetary damages and costs and expenses, including reasonable
   attorneys' and experts' fees.  EOG, Enron Corp. and directors  of  EOG
   believe the lawsuits are without merit and intend to vigorously contest
   them.

   There  are various other suits and claims against EOG that have arisen
   in  the  ordinary  course of business.  However, management  does  not
   believe  these suits and claims will individually or in the  aggregate
   have  a  material adverse effect on the financial condition or results
   of   operations  of  EOG.   EOG  has  been  named  as  a   potentially
   responsible  party  in  certain Comprehensive  Environmental  Response
   Compensation and Liability Act proceedings.  However, management  does
   not  believe  that  any  potential  assessments  resulting  from  such
   proceedings  will individually or in the aggregate have  a  materially
   adverse effect on the financial condition or results of operations  of
   EOG.

7. During the first half of 2001, EOG repurchased 1.8 million  shares
   of  common  stock, primarily to reduce the number of shares  of  stock
   outstanding and to limit the dilution resulting from shares issued  or
   anticipated to be issued under EOG's employee stock plans. To supplement
   its  share  repurchase program, EOG entered into a  series  of  equity
   derivative transactions in the second quarter. During the second quarter
   of  2001,  EOG sold put options obligating EOG to purchase up  to  0.6
   million  shares  of  its common stock, with such options  expiring  in
   December  2001  at an average price of $33.42. These transactions  are
   accounted for as equity transactions with premiums received recorded to
   Additional  Paid  In  Capital  in  the  Consolidated  Balance  Sheets.
   Settlement alternatives under all circumstances are at the option of EOG
   and include physical share, net share and net cash settlement.  EOG will
   assess  the  status of its share repurchase program at the time  these
   options expire and will determine at that time whether to settle these
   options in shares or in cash.






  9

              PART I.  FINANCIAL INFORMATION   (Continued)

            ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
              FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                           EOG RESOURCES, INC.

   The  following review of operations for the three-month periods ended
June  30,  2001  and  2000  should  be  read  in  conjunction  with  the
consolidated   financial   statements  of  EOG   Resources,   Inc.   and
subsidiaries ("EOG") and Notes thereto.

Results of Operations
---------------------
Three Months Ended June 30, 2001 vs. Three Months Ended June 30, 2000

   EOG  generated second quarter net income available to common of  $133
million  compared to $75 million for the second quarter  of  2000.   Net
operating  revenues were $466 million compared to $323 million  for  the
second  quarter  of 2000. Following is an explanation of  the  variances
causing this increase.

Wellhead volume and price statistics are summarized below:
-----------------------------------------------------------------------
                                                       2001      2000
-----------------------------------------------------------------------
Natural Gas Volumes (MMcf per day)(1)
  United States                                         703       633
  Canada                                                123       131
                                                      -----     -----
    North America                                       826       764
  Trinidad                                              105       116
                                                      -----     -----
    TOTAL                                               931       880
                                                      =====     =====
Average Natural Gas Prices ($/Mcf)(2)
  United States                                      $ 4.61    $ 3.44
  Canada                                               4.14      2.89
    North America Composite                            4.54      3.35
  Trinidad                                             1.22      1.17
    COMPOSITE                                          4.16      3.06
Crude Oil/Condensate Volumes (MBbl per day)(1)
  United States                                        23.5      22.8
  Canada                                                1.7       2.3
                                                      -----     -----
    North America                                      25.2      25.1
  Trinidad                                              1.9       2.5
                                                      -----     -----
    TOTAL                                              27.1      27.6
                                                      =====     =====
Average Crude Oil/Condensate Prices ($/Bbl)(2)
  United States                                      $26.82    $28.37
  Canada                                              24.99     25.66
    North America Composite                           26.69     28.12
  Trinidad                                            28.73     28.54
    COMPOSITE                                         26.84     28.16
Natural Gas Liquids Volumes (MBbl per day)(1)
  United States                                         3.8       4.3
  Canada                                                0.5       0.8
                                                      -----     -----
    TOTAL                                               4.3       5.1
Average Natural Gas Liquids Prices ($/Bbl) (2)
  United States                                      $17.60    $18.64
  Canada                                              17.71     15.24
    COMPOSITE                                         17.61     18.13
Natural Gas Equivalent Volumes (MMcfe per day)(3)
  United States                                         867       795
  Canada                                                136       150
                                                      -----     -----
    North America                                     1,003       945
  Trinidad                                              117       131
                                                      -----     -----
    TOTAL                                             1,120     1,076
                                                      =====     =====
Total Bcfe(3) Deliveries                                102        98


-----------------------------------------------------------------------
(1)  Million cubic feet per day or thousand barrels per day, as
      applicable.
(2)  Dollars per thousand cubic feet or per barrel, as applicable.
(3)  Million cubic feet equivalent per day or billion cubic feet
      equivalent, as applicable.




  10

             PART I.  FINANCIAL INFORMATION   (Continued)

           ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
      FINANCIAL CONDITION AND RESULTS OF OPERATIONS - (Continued)
                          EOG RESOURCES, INC.


  Wellhead revenues increased 31% to $426 million in the second quarter
of  2001  compared  to  $324 million in the  second  quarter  of  2000,
primarily  due to higher average wellhead natural gas prices  worldwide
and higher U.S. wellhead natural gas deliveries.

  Average  wellhead natural gas prices were up by 36%,  increasing  net
operating  revenues  by $93 million.  Average wellhead  crude  oil  and
condensate  prices were 5% lower than the comparable  period  in  2000,
decreasing  net operating revenues by $3 million.  Second quarter  2001
U.S. wellhead natural gas deliveries were approximately 11% higher than
the  comparable period in 2000.  The increase in volumes was  primarily
due to increased production in the Midland, Offshore and Tyler
divisions and higher than normal prior period adjustments.  Combined
with reduced production in Trinidad, due to takes above the take or pay
contracted volume by the Trinidadian government in the second quarter of
2000, and decreased production in the Canada division, the overall
natural gas production was 6% higher than the comparable period in 2000,
increasing net operating revenues by $14 million.  Wellhead crude oil
and condensate deliveries were 2% lower than the prior year period,
decreasing net operating revenues by $1  million.  The decrease was
primarily due to  decreased  crude  oil production  in  the  Canada and
International  divisions.  Natural  gas liquids decreased net operating
revenues by $2 million primarily due to a decrease in prices of 3% and
a decrease in deliveries of 16%.

   During  the second quarter, EOG recognized mark-to-market  gains  on
commodity contracts of $36.8 million.

   Operating  expenses of $232 million for the second quarter  of  2001
were  approximately $48 million higher than the second quarter of 2000.
Taxes  other  than  income  were $5 million  higher  due  to  increased
wellhead revenues in the U.S.  Depreciation, depletion and amortization
("DD&A")  increased  $10 million primarily due to increased  production
volumes  and  increased  per unit DD&A rates in certain  North  America
locations.   Lease and well expenses were $11 million higher  than  the
comparable period in 2000 primarily due to an industry-wide increase in
costs and increased North America production activities to maximize the
volumes  delivered at higher product prices.  Exploration  expenses  of
$18  million and dry hole expenses of $13 million increased $5  million
and $10 million, respectively, primarily due to increased North America
exploratory drilling activities.  Impairments increased $6  million  to
$16  million  in the second quarter of 2001 due primarily to  increased
amortization of unproved leases and the reduction of carrying values of
certain long-lived assets as a result of future cash flow analysis.

  The per unit operating costs of EOG for lease and well, DD&A, general
and  administrative ("G&A") expenses, interest expense, and taxes other
than  income averaged $1.92 per Mcfe during the second quarter of  2001
compared  to  $1.76 per Mcfe during the second quarter  of  2000.   The
increase was primarily due to a higher per unit rate of DD&A, lease and
well,  G&A  expense and taxes other than income partially offset  by  a
lower per unit rate of interest expense.

   Income  tax provision for the second quarter of 2001 was $89 million
(effective  tax  rate of 39.4%) compared to $47 million (effective  tax
rate  of  37.8%)  for the comparable period of 2000, primarily  due  to
higher pre-tax income.






  11
             PART I.  FINANCIAL INFORMATION   (Continued)

           ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
      FINANCIAL CONDITION AND RESULTS OF OPERATIONS - (Continued)
                          EOG RESOURCES, INC.


Results of Operations
---------------------
Six Months Ended June 30, 2001 vs. Six Months Ended June 30, 2000

  In  the  first  half of 2001, EOG generated net income  available  to
common  of $346 million compared to $113 million for the first half  of
2000.  Net  operating revenues for the first half of 2001  were  $1,063
million as compared to $583 million for the first half of 2000.

Wellhead volume and price statistics are summarized below:
-----------------------------------------------------------------------
                                                        2001      2000
-----------------------------------------------------------------------
Natural Gas Volumes (MMcf per day)
  United States                                          704       644
  Canada                                                 120       132
                                                       -----     -----
    North America                                        824       776
  Trinidad                                               112       122
                                                       -----     -----
    TOTAL                                                936       898
                                                       =====     =====
Average Natural Gas Prices ($/Mcf)
  United States                                       $ 5.78    $ 2.98
  Canada                                                5.33      2.53
    North America Composite                             5.72      2.90
  Trinidad                                              1.22      1.17
    COMPOSITE                                           5.18      2.67
Crude Oil/Condensate Volumes (MBbl per day)
  United States                                         23.2      21.7
  Canada                                                 1.8       2.3
                                                       -----     -----
    North America                                       25.0      24.0
  Trinidad                                               2.0       2.8
                                                       -----     -----
    TOTAL                                               27.0      26.8
                                                       =====     =====
Average Crude Oil/Condensate Prices ($/Bbl)
  United States                                       $27.44    $28.26
  Canada                                               25.12     26.24
    North America Composite                            27.28     28.07
  Trinidad                                             28.79     28.17
    COMPOSITE                                          27.40     28.08
Natural Gas Liquids Volumes (MBbl per day)
  United States                                          3.4       4.3
  Canada                                                 0.5       0.8
                                                       -----     -----
    TOTAL                                                3.9       5.1

Average Natural Gas Liquids Prices ($/Bbl)
  United States                                       $20.41    $19.64
  Canada                                               20.39     14.44
    COMPOSITE                                          20.41     18.85
Natural Gas Equivalent Volumes (MMcfe per day)
  United States                                          864       801
  Canada                                                 133       150
                                                       -----     -----
    North America                                        997       951
  Trinidad                                               124       138
                                                       -----     -----
    TOTAL                                              1,121     1,089
                                                       =====     =====

Total Bcfe Deliveries                                    203       198





  12

            PART I.  FINANCIAL INFORMATION   (Continued)

          ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
     FINANCIAL CONDITION AND RESULTS OF OPERATIONS - (Continued)
                         EOG RESOURCES, INC.



  Wellhead revenues increased approximately 74% to $1,025 million in
the first half of 2001 compared to $590 million in the first half of
2000.

  Average  wellhead natural gas prices for the first  half  of  2001
were  approximately 94% higher than the comparable  period  of  2000
increasing  net  operating revenues by approximately  $425  million.
Average  wellhead crude oil and condensate prices were down  by  2%,
decreasing  net operating revenues by $3 million.  First  half  2001
wellhead  natural gas deliveries were 4% higher than the  comparable
period  in  2000, increasing net operating revenues by $16  million.
The increase in volumes was primarily due to increased production in
the  Midland, Offshore and Tyler divisions and higher than normal
prior period adjustments, partially offset  by  reduced  production
from the  Canada  and  International divisions.  Wellhead  crude oil
and condensate  deliveries  were  1% higher than the prior year
period, increasing net operating revenues by $1 million. The increase
was primarily due to increased crude oil and condensate production in
the U.S., partially offset by decreased crude  oil  production from
the Canada and International  divisions. Natural  gas liquids
decreased net operating revenues by $3  million primarily  due to a
decrease in deliveries of 24%, partially  offset by an increase in
prices of 8%.

  Other marketing activities associated with sales and purchases  of
natural gas, and closed natural gas and crude oil price hedging  and
trading  transactions increased net operating revenues by $2 million
compared  to  a  decrease of $9 million in the first half  of  2000.
This  increase in 2001 was primarily due to a revenue increase  from
natural  gas marketing activities.  The $9 million revenue  decrease
in  2000  primarily related to natural gas marketing activities  and
hedging contracts closed in prior periods.

  During the first six months of 2001, EOG recognized mark-to-market
gains on commodity contracts of $36.3 million.

  Operating expenses of $475 million for the first half of 2001 were
approximately  $112  million higher than the  comparable  period  in
2000. Taxes other than income were $23 million higher primarily  due
to  increased wellhead revenues in the U.S.  Lease and well expenses
were $20 million higher than the prior year period primarily due  to
an  industry-wide  increase  in costs and  increased  North  America
production  activities to maximize the volumes delivered  at  higher
product  prices.   Exploration expenses and dry hole  expenses  were
respectively $12 million and $20 million higher than the  comparable
period  a  year  ago  due primarily to increased North  America  and
International  exploratory activities.  DD&A increased  $19  million
compared  to  the  prior  year  period primarily  due  to  increased
production  volumes  in North America and increased  per  unit  DD&A
rates in certain North America locations.  Impairments increased $14
million  to  $32 million due primarily to increased amortization  of
unproved leases and the reduction of carrying values of certain long-
lived assets as a result of future cash flow analysis.

  The per unit operating costs of EOG for lease and well, DD&A, G&A,
interest expense and taxes other than income averaged $1.97 per Mcfe
during  the first half of 2001 compared to $1.71 per Mcfe  in  2000.
This  increase was primarily due to a higher per unit rate of  DD&A,
taxes  other than income, lease and well, and G&A expense, partially
offset by a lower per unit rate of interest expense.





  13

             PART I.  FINANCIAL INFORMATION   (Continued)

          ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
     FINANCIAL CONDITION AND RESULTS OF OPERATIONS - (Continued)
                         EOG RESOURCES, INC.


Capital Resources and Liquidity
-------------------------------

  EOG's primary sources of cash during the six months ended June 30,
2001  included funds generated from operations, proceeds from  sales
of  reserves and related assets and proceeds from sales of  treasury
stock.   Primary  cash outflows included funds used  in  operations,
exploration  and  development  expenditures,  repayments  of   debt,
dividends and common stock repurchases.

  Net  operating cash flows of $821 million for the first six months
of  2001  increased approximately $493 million as  compared  to  the
first  six  months  of  2000 primarily reflecting  higher  operating
revenues, partially offset by higher cash operating expenses.

  Net  investing cash outflows of approximately $479 million for the
first  six  months  of  2001 increased by $269  million  versus  the
comparable prior year period due primarily to higher exploration and
development  expenditures and lower proceeds from sales of  reserves
and  related  assets.   Changes  in Components  of  Working  Capital
Associated  with Investing Activities included changes  in  accounts
payable  associated with the accrual of exploration and  development
expenditures  and  changes in inventories which represent  materials
and equipment used in drilling and related activities.

  Exploration and development expenditures for the first six  months
of 2001 and 2000 are as follows (in millions):

                               2001                             2000
                  ------------------------------   ------------------------------
                  Drilling   Acquisition   Total   Drilling   Acquisition   Total
                  --------   -----------   -----   --------   -----------   -----
                                                         
  United States   $   356     $     3      $ 359   $   175      $    2      $ 177
  Canada               28          71         99        21           -         21
                   ------      ------       ----    ------       -----       ----
   North America      384          74        458       196           2        198
  Trinidad             21          -          21        10           -         10
  Other                 8          -           8         3           -          3
                   ------      ------       ----    ------       -----       ----
   TOTAL          $   413     $    74      $ 487   $   209      $    2      $ 211
                   ======      ======       ====    ======       =====       ====


  Exploration and development expenditures of $487 million  for  the
first  six  months of 2001 were $276 million higher than  the  prior
year  period  due primarily to increased development and exploratory
activities.

  The level of exploration and development expenditures will vary in
future  periods  depending  on energy market  conditions  and  other
related  economic  factors.   EOG has significant  flexibility  with
respect  to  financing alternatives and the ability  to  adjust  its
exploration  and  development expenditure  budget  as  circumstances
warrant.   There  are no material continuing commitments  associated
with expenditure plans.

  Cash  used by financing activities was $293 million for the  first
six months of 2001 versus $130 million for the comparable prior year
period.  Financing activities for 2001 included repayment of debt of
$218  million,  repurchases of EOG's common stock  of  $80  million,
proceeds  from  sales  of treasury stock of  $16  million  and  cash
dividend payments of $14 million.

  On  February 13, 2001, EOG announced a 14% increase in the  annual
dividend  rate from $.14 per share to $.16 per share beginning  with
dividends payable after April 19, 2001.

  During  the first half of 2001, EOG repurchased 1.8 million shares
of  common stock, primarily to reduce the number of shares of  stock
outstanding  and to limit the dilution resulting from shares  issued
or  anticipated  to be issued under EOG's employee stock  plans.  To
supplement its share repurchase program, EOG entered into  a  series
of  equity derivative transactions in the second quarter. During the
second  quarter  of  2001, EOG sold put options  obligating  EOG  to
purchase  up  to 0.6 million shares of its common stock,  with  such
options  expiring  in December 2001 at an average price  of  $33.42.
These  transactions  are accounted for as equity  transactions  with
premiums  received  recorded to Additional Paid In  Capital  in  the
Consolidated  Balance  Sheets.  Settlement  alternatives  under  all
circumstances are at the option of the Company and include  physical
share,  net  share  and net cash settlement.  EOG  will  assess  the
status  of  its  share repurchase program at the time these  options
expire  and  will  determine at that time whether  to  settle  these
options in shares or in cash.




  14

            PART I.  FINANCIAL INFORMATION   (Continued)

          ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
     FINANCIAL CONDITION AND RESULTS OF OPERATIONS - (Concluded)
                         EOG RESOURCES, INC.


  Based  upon  existing  economic and market conditions,  management
believes   net   operating   cash  flow  and   available   financing
alternatives will be sufficient to fund net investing and other cash
requirements of EOG for the foreseeable future.

  At  June  30,  2001,  EOG had outstanding swap contracts  covering
notional  volumes of approximately 1.6 million barrels of crude  oil
and  condensate for the period July 2001 to May 2002 at  an  average
price  of  $27.36  per barrel.  EOG elected not to  designate  these
crude  oil  swap contracts as an accounting hedge of its  crude  oil
production, and accordingly, is accounting for these swap  contracts
under  mark-to-market accounting.  At June 30, 2001, the fair  value
of these oil price swap contracts was $2.1 million.

  During  the  period of April 30, 2001 to May 2, 2001, EOG  entered
into  price  collars that set a floor price of $4.40 per  MMBtu  and
ceiling  prices  that  average  $6.15 per  MMBtu  covering  notional
volumes of 200,000 million British thermal units of natural gas  per
day  ("MMBtu/d")  for the period July 2001 to November  2001  at  an
average  premium of $0.15 per MMBtu.  EOG accounts for these collars
under  mark-to-market accounting.  At June 30, 2001, the fair  value
of these price collars was $31.2 million.

  On  June  29, 2001, EOG entered into price swap contracts covering
notional  volumes of 115,000 MMBtu/d for the period August  2001  to
December  2001  at  an average price of $3.38 per MMBtu  and  50,000
MMBtu/d  for the period January 2002 to December 2002 at an  average
price  of  $3.56  per MMBtu. EOG accounts for these  swap  contracts
under  mark-to-market accounting.  At June 30, 2001, the fair  value
of these price swap contracts was negative $0.1 million.


Information Regarding Forward-Looking Statements
------------------------------------------------

   This  Quarterly  Report  on  Form 10-Q  includes  forward-looking
statements  within the meaning of Section 27A of the Securities  Act
of 1933 and Section 21E of the Securities Exchange Act of 1934.  All
statements  other  than statements of historical  facts,  including,
among  others, statements regarding EOG's future financial position,
business strategy, budgets, reserve information, projected levels of
production,  projected costs and plans and objectives of  management
for   future   operations,  are  forward-looking  statements.    EOG
typically  uses  words  such as "expect," "anticipate,"  "estimate,"
"strategy," "intend," "plan," "target" and "believe" or the negative
of  those  terms  or  other  variations of  them  or  by  comparable
terminology   to   identify  its  forward-looking  statements.    In
particular,  statements,  express  or  implied,  concerning   future
operating results, the ability to increase reserves or production,
or the ability to generate income  or  cash  flows  are forward-
looking  statements.   Forward-looking statements are not guarantees
of performance.  Although  EOG believes its  expectations reflected
in forward-looking  statements are  based on reasonable assumptions,
no assurance can be given that these  expectations will be achieved.
Important factors that could cause actual results to differ
materially from  the expectations reflected  in the forward-looking
statements include, among  others: the timing and extent of changes
in commodity prices for crude oil, natural gas and related products
and interest rates; the extent of EOG's success in discovering,
developing, marketing and producing reserves and in  acquiring  oil
and gas properties;  the accuracy of reserve estimates, which by
their nature involve the exercise of professional judgement and may
therefore be imprecise; political  developments around the world;
and financial market conditions.

  In light of these risks, uncertainties and assumptions, the events
anticipated  by  EOG's forward-looking statements might  not  occur.
EOG  undertakes  no  obligations to update or  revise  its  forward-
looking  statements, whether as a result of new information,  future
events or otherwise.



  15

                     PART II. OTHER INFORMATION

                         EOG RESOURCES, INC.

ITEM 1.   Legal Proceedings

         See  Part  1,  Item  1,  Note 5 to  Consolidated  Financial
         Statements, which is incorporated herein by reference.

ITEM 4.   Submission of Matters to a Vote of Security Holders

         The  Annual  Meeting of Shareholders of EOG Resources,  Inc.
         was held on May 8, 2001, in Houston, Texas, for the purpose of
         electing  a  board of directors, ratifying the appointment  of
         auditors,  approving  an  employee  stock  purchase  plan  and
         approving an executive officer annual bonus plan.  Proxies for
         the  meeting were solicited pursuant to Section 14(a)  of  the
         Securities Exchange Act of 1934, and there was no solicitation
         in opposition to management's solicitations.

         (a)  Each  of  the  directors nominated by  the  Board  and
              listed in the proxy statement was elected with votes as
              follows:
                                            Shares        Shares
                       Nominee                For        Withheld
                  -------------------     ----------     ---------
                  Fred C. Ackman          97,424,456       704,163
                  George A. Alcorn        97,436,997       691,622
                  Mark G. Papa            95,319,451     2,809,168
                  Edward Randall, III     97,414,660       713,959
                  Edmund P. Segner, III   95,336,518     2,792,101
                  Donald F. Textor        97,442,531       686,088
                  Frank G. Wisner         97,415,363       713,256

        (b)  The appointment of Arthur Andersen LLP, independent public
             accountants, as auditors for the year ending December 31, 2001
             was approved by the following vote: 97,505,818 shares for;
             290,379 shares against; and 332,422 shares abstaining.

        (c)  EOG's Employee Stock Purchase Plan was approved by the
             following vote: 97,117,244 shares for; 598,136 shares against;
             and 413,239 shares abstaining.

        (d)  EOG's Executive Officer Annual Bonus Plan was approved by the
             following vote: 90,707,503 shares for; 6,928,976 shares against;
             and 492,140 shares abstaining.

ITEM 5.   Other Information

      Fred  C.  Ackman, a director since 1989, when EOG  first  went
public,  passed  away on July 8, 2001.  He was an active  member  of
each  of the working Board Committees and was Chairman of the  Audit
Committee  for  many  years.   In addition,  Mr.  Ackman  served  as
Chairman  of  the Independent Committee that was formed to  evaluate
and recommend to the Board of Directors the Share Exchange Agreement
between EOG and Enron Corp. in 1999.

ITEM 6.   Exhibits and Reports on Form 8-K

        (a)  Exhibits

             Exhibit  12 - Computation of Ratio of Earnings  to  Fixed
             Charges and Combined Fixed Charges and Preferred Dividends

        (b)  Reports on Form 8-K

                 Current Report on Form 8-K filed on April 20, 2001, to
             provide estimate for the second quarter and full year 2001
             in Item 9 - Regulation FD Disclosure.

                 Current Report on Form 8-K filed on May 5, 2001,  to
             report certain natural gas price swap and collar contracts
             in Item 5 - Other Events.

                 Current Report on Form 8-K filed on June 29, 2001, to
             report certain natural gas price swap, collar and physical
             contracts in Item 5 - Other Events.






  16


                             SIGNATURES



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



                            EOG RESOURCES, INC.
                            (Registrant)



Date:  July 31, 2001     By     /S/ T. K. DRIGGERS
                            ---------------------------
                                T. K. Driggers
                           Vice President, Accounting
                            and Land Administration
                          (Principal Accounting Officer)




















  17



                                              Exhibit 12

                                          EOG RESOURCES, INC.
   Computation of Ratio of Earnings to Fixed Charges and Combined Fixed Charges and Preferred Dividends
                                             (In Thousands)
                                               (Unaudited)


                                                                                  Year Ended December 31
                                                 Six Months Ended   -------------------------------------------------
                                                   June 30, 2001      2000      1999      1998      1997      1996
---------------------------------------------------------------------------------------------------------------------
                                                                                         
EARNINGS AVAILABLE FOR
FIXED CHARGES:
Net Income                                            $351,450      $396,931  $569,094  $ 56,171  $121,970  $140,008
Less:  Capitalized Interest Expense                     (4,187)       (6,708)  (10,594)  (12,711)  (13,706)   (9,136)
Add:  Fixed Charges                                     31,544        72,833    77,837    66,982    47,108    27,114
Income Tax Provision (Benefit)                         213,511       236,626    (1,382)    4,111    41,500    50,954
                                                       -------       -------   -------   -------   -------   -------
EARNINGS AVAILABLE                                    $592,318      $699,682  $634,955  $114,553  $196,872  $208,940
                                                       =======       =======   =======   =======   =======   =======

FIXED CHARGES:
Interest Expense                                      $ 23,913      $ 61,006  $ 61,819  $ 48,463  $ 27,369  $ 12,370
Capitalized Interest                                     4,187         6,708    10,594    12,711    13,706     9,136
Rental Expense Representative of Interest Factor         3,444         5,119     5,424     5,808     6,033     5,608
                                                       -------       -------   -------   -------   -------   -------
TOTAL FIXED CHARGES                                     31,544        72,833    77,837    66,982    47,108    27,114
Preferred Dividends on a Pre-tax Basis                   8,806        17,602       660       -         -         -
                                                       -------       -------   -------   -------   -------   -------
TOTAL FIXED CHARGES AND PREFERRED DIVIDENDS           $ 40,350      $ 90,435  $ 78,497  $ 66,982  $ 47,108  $ 27,114
                                                       =======       =======   =======   =======   =======   =======
RATIO OF EARNINGS TO
FIXED CHARGES                                            18.78          9.61      8.16      1.71      4.18      7.71
RATIO OF EARNINGS TO
FIXED CHARGES AND
PREFERRED DIVIDENDS                                      14.68          7.74      8.09      1.71      4.18      7.71