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<SEC-DOCUMENT>0000216851-07-000044.txt : 20071022
<SEC-HEADER>0000216851-07-000044.hdr.sgml : 20071022
<ACCEPTANCE-DATETIME>20071022101509
ACCESSION NUMBER:		0000216851-07-000044
CONFORMED SUBMISSION TYPE:	N-Q
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20070930
FILED AS OF DATE:		20071022
DATE AS OF CHANGE:		20071022
EFFECTIVENESS DATE:		20071022

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			PETROLEUM & RESOURCES CORP
		CENTRAL INDEX KEY:			0000216851
		IRS NUMBER:				135506797
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		N-Q
		SEC ACT:		1940 Act
		SEC FILE NUMBER:	811-02736
		FILM NUMBER:		071182386

	BUSINESS ADDRESS:	
		STREET 1:		SEVEN ST PAUL ST
		STREET 2:		STE 1140
		CITY:			BALTIMORE
		STATE:			MD
		ZIP:			21202
		BUSINESS PHONE:		4107525900

	MAIL ADDRESS:	
		STREET 1:		7 ST PAUL STREET
		STREET 2:		STE 1140
		CITY:			BALTIMORE
		STATE:			MD
		ZIP:			21202
</SEC-HEADER>
<DOCUMENT>
<TYPE>N-Q
<SEQUENCE>1
<FILENAME>peonq09302007.txt
<TEXT>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-Q

                   QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF
                    REGISTERED MANAGEMENT INVESTMENT COMPANY

                 Investment Company Act file number: 811-02736
                 ---------------------------------------------

                       PETROLEUM & RESOURCES CORPORATION

- --------------------------------------------------------------------------------
               (Exact name of registrant as specified in charter)

           7 Saint Paul Street, Suite 1140, Baltimore, Maryland 21202
- --------------------------------------------------------------------------------
               (Address of principal executive offices) (Zip code)

                            Lawrence L. Hooper, Jr.
                      Petroleum & Resources Corporation
                             7 Saint Paul Street
                                 Suite 1140
                           Baltimore, Maryland  21202


Registrant's telephone number, including area code: 410-752-5900

Date of fiscal year end:  December 31, 2007

Date of reporting period: September 30, 2007


<PAGE>

                            SCHEDULE OF INVESTMENTS

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

                              September 30, 2007
                                  (unaudited)

<TABLE>
<CAPTION>
                                        Shares    Value (A)
                                       --------- ------------
<S>                                    <C>       <C>
Stocks And Convertible Securities -- 94.0%

  Energy -- 87.9%
   Integrated -- 36.9%
   Chevron Corp.                         715,000 $ 66,909,700
   ConocoPhillips                        556,891   48,878,323
   Exxon Mobil Corp.                   1,245,000  115,237,200
   Hess Corp. (B)                        195,000   12,973,350
   Marathon Oil Co.                      240,000   13,684,800
   Murphy Oil Corp.                      216,500   15,131,185
   Royal Dutch Shell plc ADR             265,000   21,777,700
   Suncor Energy                          90,000    8,532,900
   Total S.A. ADR                        390,000   31,601,700
   Valero Energy Corp.                   425,000   28,551,500
                                                 ------------
                                                  363,278,358
                                                 ------------
   Exploration & Production -- 14.4%
   Apache Corp.                          158,200   14,247,492
   Devon Energy Corp.                    330,000   27,456,000
   EOG Resources, Inc. (B)               230,000   16,635,900
   Forest Oil Corp (C)                    37,000    1,592,480
   Newfield Exploration Co. (C)          175,000    8,428,000
   Noble Energy, Inc.                    340,000   23,813,600
   Occidental Petroleum Corp.            400,000   25,632,000
   XTO Energy Inc.                       390,000   24,117,600
                                                 ------------
                                                  141,923,072
                                                 ------------

   Services -- 23.4%
   Baker Hughes, Inc.                    205,000   18,525,850
   BJ Services Co.                       240,000    6,372,000
   Bronco Drilling Co., Inc. (B) (C)     240,000    3,552,000
   ENSCO International, Inc.             209,150   11,733,315
   GlobalSantaFe Corp.                   290,000   22,045,800
   Grant Prideco Inc. (C)                308,000   16,792,160
   Hercules Offshore, Inc. (B) (C)       542,320   14,159,975
   Nabors Industries Ltd. (C)            520,000   16,000,400
   Noble Corp.                           600,000   29,430,000
   Schlumberger Ltd. (B)                 560,000   58,800,000
   Weatherford International,
    Ltd. (C)                             493,560   33,157,361
                                                 ------------
                                                  230,568,861
                                                 ------------
</TABLE>
<TABLE>
<CAPTION>
                                       Shares   Value (A)
                                       ------- ------------
<S>                                    <C>     <C>

   Utilities -- 13.2%
   AGL Resources Inc.                  170,000 $  6,735,400
   Duke Energy Corp.                   217,624    4,067,392
   Energen Corp.                       400,000   22,848,000
   Equitable Resources Inc.            450,000   23,341,500
   MDU Resources Group, Inc.           375,000   10,440,000
   National Fuel Gas Co. (B)           200,000    9,362,000
   New Jersey Resources Corp.          200,000    9,918,000
   Northeast Utilities                 100,000    2,857,000
   Questar Corp.                       320,000   16,809,600
   SEMCO Energy, Inc. (C)              670,300    5,288,667
   Spectra Energy Corp.                108,812    2,663,718
   Williams Companies, Inc.            450,000   15,327,000
                                               ------------
                                                129,658,277
                                               ------------
  Basic Industries -- 6.1%
   Basic Materials & Other -- 6.1%
   Air Products and Chemicals, Inc.    115,000   11,242,400
   Aqua America, Inc. (B)              281,000    6,373,080
   du Pont (E.I.) de Nemours and Co.   157,500    7,805,700
   General Electric Co.                370,000   15,318,000
   Lubrizol Corp.                      125,000    8,132,500
   Rohm & Haas Co.                     200,000   11,134,000
                                               ------------
                                                 60,005,680
                                               ------------
Total Stocks And Convertible Securities
 (Cost $343,591,848) (D)                       $925,434,248
                                               ------------
</TABLE>

                                                                             9

<PAGE>

                      SCHEDULE OF INVESTMENTS (continued)
- --------------------------------------------------------------------------------

                              September 30, 2007
                                  (unaudited)


<TABLE>
<CAPTION>

                                       Prin. Amt.   Value (A)
                                       ----------- -----------
<S>                                    <C>         <C>
Short-Term Investments -- 6.1%

   U.S. Government Obligations -- 1.5%
   U.S. Treasury Bills,
    4.29-4.65%, due 11/15/07           $15,000,000 $14,914,163
                                                   -----------
   Time Deposit -- 0.0%
   Citibank, N.A.,
    4.37%, due 10/1/07                     294,132     294,132
                                                   -----------

   Commercial Paper -- 4.6%
   American Express Credit Corp.,
    4.70-5.21%, due 10/9/07-11/1/07      7,000,000   6,980,775
   American General Finance, Inc.,
    4.78-5.15%, due 10/4/07-
    10/18/07                             6,400,000   6,391,403
   Chevron Funding Corp.,
    4.95%, due 10/16/07                  4,800,000   4,790,100
   Coca-Cola Enterprises Inc.,
    4.85%, due 10/22/07                  3,600,000   3,589,815
   General Electric Capital Corp.,
    4.98%, due 10/4/07                   2,000,000   1,999,170
   General Electric Capital Services
    Corp., 4.72%, due 10/23/07           5,000,000   4,985,578
   LaSalle Bank Corp.,
    5.00%, due 10/11/07                  1,500,000   1,497,917
</TABLE>
<TABLE>
<CAPTION>

                                    Prin. Amt.        Value (A)
                                    -----------    --------------
<S>                                 <C>            <C>

   Prudential Funding, LLC,
    5.23%, due 10/2/07              $ 5,500,000    $    5,499,201
   Toyota Motor Credit Corp.,
    5.14-5.21%, due 10/9/07-
    10/11/07                          7,000,000         6,990,599
   United Parcel Service of
    America, Inc.,
    4.40%, due 10/30/07               2,300,000         2,291,848
                                                   --------------
                                                       45,016,406
                                                   --------------
Total Short-Term Investments
 (Cost $60,224,701)                                    60,224,701
                                                   --------------
Total Securities Lending Collateral -- 6.3%
 (Cost $62,045,317)
   Brown Brothers Investment
    Trust, 5.24%, due 10/1/07                          62,045,317
                                                   --------------

Total Investments -- 106.4%
 (Cost $465,861,866)                                1,047,704,266
  Cash, receivables, prepaid
   expenses and other assets, less
   liabilities -- (6.4)%                              (63,476,698)
                                                   --------------
Net Assets -- 100%                                 $  984,227,568
                                                   ==============
</TABLE>
- --------------------------------------------------------------------------------
Notes:
(A) See note 1 to financial statements. Securities are listed on the New York
    Stock Exchange, the American Stock Exchange, or the NASDAQ.
(B) Some of the shares of this company are on loan. See note 8 to financial
    statements.
(C) Presently non-dividend paying.
(D) The aggregate market value of stocks held in escrow at September 30, 2007
    covering open call option contracts written was $1,925,180. In addition,
    the aggregate market value of securities segregated by the Corporation's
    custodian required to collateralize open put option contracts written was
    $3,895,000.

10

<PAGE>

                               PORTFOLIO SUMMARY
- --------------------------------------------------------------------------------

                              September 30, 2007
                                  (unaudited)


  TEN LARGEST PORTFOLIO HOLDINGS

<TABLE>
<CAPTION>
                                          Market Value   % of Net Assets
          --------------------------------------------------------------
          <S>                             <C>            <C>
          Exxon Mobil Corp.               $115,237,200        11.7%
          Chevron Corp.                     66,909,700         6.8
          Schlumberger Ltd.                 58,800,000         6.0
          ConocoPhillips                    48,878,323         5.0
          Weatherford International, Ltd.   33,157,361         3.3
          Total S.A. ADR                    31,601,700         3.2
          Noble Corp.                       29,430,000         3.0
          Valero Energy Corp.               28,551,500         2.9
          Devon Energy Corp.                27,456,000         2.8
          Occidental Petroleum Corp.        25,632,000         2.6
                                          ------------        ----
               Total                      $465,653,784        47.3%

          --------------------------------------------------------------
</TABLE>

  SECTOR WEIGHTINGS

       [CHART]

Integrated                       36.9%
Exploration & Production         14.4%
Services                         23.4%
Utilities                        13.2%
Basic Materials & Other           6.1%
Short-Term Investments            6.1%

                                                                             11

<PAGE>

                   SCHEDULE OF OUTSTANDING OPTION CONTRACTS

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

                              September 30, 2007
                                  (unaudited)


<TABLE>
<CAPTION>
 Contracts                                  Contract
(100 shares                        Strike   Expiration    Appreciation/
   each)           Security        Price      Date       (Depreciation)
- -----------------------------------------------------------------------
<C>         <S>                    <C>      <C>          <C>

                       COVERED CALLS

    240     Marathon Oil Co....... $62.50   Oct 07          $ 5,640
    100     Rohm & Haas Co........   55     Oct 07           (4,037)
    ---                                                     -------
    340                                                       1,603
    ---                                                     -------

                    COLLATERALIZED PUTS


    150     GlobalSantaFe Corp....   60     Oct 07           12,300
    100     Lubrizol Corp.........   55     Dec 07            4,700
    100     Lubrizol Corp.........   60     Dec 07           (5,800)
    180     Noble Corp............   40     Dec 07            1,529
    150     Total S.A. ADR........   75     Nov 07           (4,200)
    ---                                                     -------
    680                                                       8,529
    ---                                                     -------
                                                            $10,132
                                                            =======
</TABLE>

12


        (SELECTED) NOTES TO FINANCIAL STATEMENTS (Unaudited)
- --------------------------------------------------------------------------------

Petroleum  &  Resources  Corporation  (the  Corporation)  is
registered under the Investment Company Act of 1940 as a non-
diversified  investment  company.  The  Corporation  is   an
internally-managed  fund  emphasizing  petroleum  and  other
natural  resource investments. The investment objectives  of
the  Corporation are preservation of capital, the attainment
of  reasonable  income from investments, and an  opportunity
for capital appreciation.

Security  Valuation-Investments  in  securities  traded   on
national  security exchanges are valued at the last reported
sale  price  on  the day of valuation. Over-the-counter  and
listed  securities for which a sale price is  not  available
are   valued  at  the  last  quoted  bid  price.  Short-term
investments  (excluding  purchased options)  are  valued  at
amortized cost. Purchased and written options are valued  at
the last quoted asked price.

For  federal  income  tax purposes, the identified  cost  of
securities  at  September 30, 2007 was $465,832,043 and  net
unrealized  appreciation aggregated $581,872,223,  of  which
the  related  gross unrealized appreciation and depreciation
were $583,698,982 and $1,826,759, respectively.

8. PORTFOLIO SECURITIES LOANED
The  Corporation  makes  loans  of  securities  to  brokers,
secured  by  cash deposits, U.S. Government  securities,  or
bank  letters  of  credit.   The  Corporation  accounts  for
securities  lending  transactions as secured  financing  and
receives  compensation in the form  of  fees  or  retains  a
portion  of interest on the investment of any cash  received
as  collateral.  The Corporation also continues  to  receive
interest  or dividends on the securities loaned.  The  loans
are  secured at all times by collateral of at least 102%  of
the  fair  value  of  the  securities  loaned  plus  accrued
interest.   Gain  or  loss in the fair value  of  securities
loaned  that may occur during the term of the loan  will  be
for the account of the Corporation.  At  September 30, 2007,
the  Corporation  had securities on loan of $60,681,454  and
held  collateral of $62,045,317, consisting of an investment
trust  fund  which  may invest in money market  instruments,
commercial  paper,  repurchase  agreements,  U.S.   Treasury
Bills, and U.S. agency obligations.


Item 2.  CONTROLS AND PROCEDURES.

Conclusions  of principal officers concerning  controls  and
procedures:

(a)   As  of  October 17, 2007, an evaluation was  performed
under  the  supervision and with the  participation  of  the
officers  of   Petroleum   &   Resources  Corporation   (the
"Corporation"),  including the principal  executive  officer
("PEO")  and  principal financial officer  ("PFO"),  of  the
effectiveness of the  Corporation's disclosure controls  and
procedures.   Based  on that evaluation,  the  Corporation's
officers, including the PEO and PFO, concluded that,  as  of
October 17, 2007, the Corporation's disclosure controls  and
procedures  were reasonably designed so as  to  ensure:  (1)
that information required to be disclosed by the Corporation
on Form  N-Q is recorded, processed, summarized and reported
within the time periods specified by the rules and forms  of
the   Securities  and  Exchange  Commission;  and  (2)  that
material  information relating to the  Corporation  is  made
known  to  the  PEO and PFO as appropriate to  allow  timely
decisions regarding required disclosure.

(b)    There  have  been  no  significant  changes  in   the
Corporation's internal control over financial reporting  (as
defined  in Rule 30 a-3(d) under the Investment Company  Act
of  1940  (17  CFR  270.30a-3(d)) that occurred  during  the
Corporation's  last  fiscal  quarter  that  have  materially
affected, or are reasonably likely to materially affect, the
Corporation's internal control over financial reporting.


Item 3.  EXHIBITS.

The  certifications of the principal executive  officer  and
principal financial officer pursuant to Rule 30 a-2(a) under
the  Investment Company Act of 1940 are attached  hereto  as
Form N-Q Certifications.



SIGNATURES

Pursuant to the requirements of the Securities Exchange  Act
of  1934  and  the  Investment  Company  Act  of  1940,  the
registrant has duly caused this report to be signed  on  its
behalf by the undersigned, thereunto duly authorized.

PETROLEUM & RESOURCES CORPORATION

BY: /s/ Douglas G. Ober
        -----------------------
        Douglas G. Ober
        Chief Executive Officer

Date:   October 22, 2007


Pursuant to the requirements of the Securities Exchange  Act
of  1934 and the Investment Company Act of 1940, this report
has been signed below by the following persons on behalf  of
the  registrant  and  in the capacities  and  on  the  dates
indicated.

BY: /s/ Douglas G. Ober
        -----------------------
        Douglas G. Ober
        Chief Executive Officer
	(Principal Executive Officer)

Date:   October 22, 2007


BY: /s/ Maureen A. Jones
        -----------------------
        Maureen A. Jones
        Vice President, Chief Financial Officer and Treasurer
	(Principal Financial Officer)

Date:   October 22, 2007
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.CERT
<SEQUENCE>2
<FILENAME>peonqcert09302007.txt
<TEXT>
FORM N-Q CERTIFICATIONS


I, Douglas G. Ober, certify that:

1.   I   have  reviewed this report on Form N-Q of Petroleum
& Resources Corporation;

2.   Based on my knowledge, this report does not contain any
untrue  statement  of a material fact or  omit  to  state  a
material  fact  necessary to make the  statements  made,  in
light of the circumstances under which such statements  were
made,  not misleading with respect to the period covered  by
this report;

3.   Based  on  my  knowledge, the schedules of  investments
included  in  this  report fairly present  in  all  material
respects the investments of the registrant as of the end  of
the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officer(s) and I  are
responsible  for  establishing  and  maintaining  disclosure
controls  and procedures (as defined in Rule 30a-3(c)  under
the  Investment  Company Act of 1940) and  internal  control
over  financial reporting (as defined in Rule 30a-3(d) under
the  Investment Company Act of 1940) for the registrant  and
have:

(a)   Designed  such disclosure controls and procedures,  or
caused  such  disclosure  controls  and  procedures  to   be
designed  under  our  supervision, to ensure  that  material
information  relating  to  the  registrant,  including   its
consolidated  subsidiaries, is made known to  us  by  others
within  those  entities, particularly during the  period  in
which this report is being prepared;

(b)    Designed   such  internal  control   over   financial
reporting,  or  caused such internal control over  financial
reporting  to be designed under our supervision, to  provide
reasonable assurance regarding the reliability of  financial
reporting  and  the preparation of financial statements  for
external  purposes  in  accordance with  generally  accepted
accounting principles;

(c)    Evaluated  the  effectiveness  of  the   registrant's
disclosure  controls and procedures and  presented  in  this
report  our  conclusions  about  the  effectiveness  of  the
disclosure controls and procedures, as of a date  within  90
days  prior to the filing date of this report, based on such
evaluation; and

(d)  Disclosed in this report any change in the registrant's
internal  control  over  financial reporting  that  occurred
during the registrant's most recent fiscal quarter that  has
materially  affected, or is reasonably likely to  materially
affect,  the  registrant's internal control  over  financial
reporting; and

5.   The registrant's other certifying officer(s) and I have
disclosed  to  the  registrant's  auditors  and  the   audit
committee of the registrant's board of directors (or persons
performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in
the  design or operation of internal control over  financial
reporting  which  are reasonably likely to adversely  affect
the  registrant's ability to record, process, summarize, and
report financial information; and

(b)   Any  fraud,  whether  or not material,  that  involves
management or other employees who have a significant role in
the registrant's internal control over financial reporting.


BY: /s/ Douglas G. Ober
        -----------------------
        Douglas G. Ober
        Chief Executive Officer
	(Principal Executive Officer)

Date:   October 22, 2007



I, Maureen A. Jones, certify that:

1.   I   have  reviewed this report on Form N-Q of Petroleum
& Resources Corporation;

2.   Based on my knowledge, this report does not contain any
untrue  statement  of a material fact or  omit  to  state  a
material  fact  necessary to make the  statements  made,  in
light of the circumstances under which such statements  were
made,  not misleading with respect to the period covered  by
this report;

3.   Based  on  my  knowledge, the schedules of  investments
included  in  this  report fairly present  in  all  material
respects the investments of the registrant as of the end  of
the fiscal quarter for which the report is filed;

4.   The registrant's other certifying officer(s) and I  are
responsible  for  establishing  and  maintaining  disclosure
controls  and procedures (as defined in Rule 30a-3(c)  under
the  Investment  Company Act of 1940) and  internal  control
over  financial reporting (as defined in Rule 30a-3(d) under
the  Investment Company Act of 1940) for the registrant  and
have:

(a)   Designed  such disclosure controls and procedures,  or
caused  such  disclosure  controls  and  procedures  to   be
designed  under  our  supervision, to ensure  that  material
information  relating  to  the  registrant,  including   its
consolidated  subsidiaries, is made known to  us  by  others
within  those  entities, particularly during the  period  in
which this report is being prepared;

(b)    Designed   such  internal  control   over   financial
reporting,  or  caused such internal control over  financial
reporting  to be designed under our supervision, to  provide
reasonable assurance regarding the reliability of  financial
reporting  and  the preparation of financial statements  for
external  purposes  in  accordance with  generally  accepted
accounting principles;

(c)    Evaluated  the  effectiveness  of  the   registrant's
disclosure  controls and procedures and  presented  in  this
report  our  conclusions  about  the  effectiveness  of  the
disclosure controls and procedures, as of a date  within  90
days  prior to the filing date of this report, based on such
evaluation; and

(d)  Disclosed in this report any change in the registrant's
internal  control  over  financial reporting  that  occurred
during the registrant's most recent fiscal quarter that  has
materially  affected, or is reasonably likely to  materially
affect,  the  registrant's internal control  over  financial
reporting; and

5.   The registrant's other certifying officer(s) and I have
disclosed  to  the  registrant's  auditors  and  the   audit
committee of the registrant's board of directors (or persons
performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in
the  design or operation of internal control over  financial
reporting  which  are reasonably likely to adversely  affect
the  registrant's ability to record, process, summarize, and
report financial information; and

(b)   Any  fraud,  whether  or not material,  that  involves
management or other employees who have a significant role in
the registrant's internal control over financial reporting.


BY: /s/ Maureen A. Jones
        -----------------------
	Maureen A. Jones
        Vice President, Chief Financial Officer and Treasurer
	(Principal Financial Officer)

Date:   October 22, 2007
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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