SECURITIES AND EXCHANGE COMMISSION


                             Washington, D.C. 20549



                                    FORM 8-K

                                 CURRENT REPORT

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



       Date of Report (Date of earliest event reported): February 28, 2001



                           Double Eagle Petroleum Co.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)



          Wyoming                       0-6529                    83-0214692
 ---------------------------        ---------------         --------------------
(State or other jurisdiction       (Commission File            (IRS Employer
    of incorporation)                  Number)              Identification No.)



            777 Overland Trail (P.O. Box 766), Casper, Wyoming 82602
            --------------------------------------------------------
               (Address of principal executive offices) (Zip Code)



        Registrant's telephone number, including area code (307) 237-9330
                                                            --------------


                      Double Eagle Petroleum And Mining Co.
            -------------------------------------------------------
          (Former name or former address, if changed since last report)





<PAGE>




Item 5.  Other Events.
         ------------

     Press Release.  The press release of the Company dated March 6, 2001, which
is filed as Exhibit 99.1 to this Form 8-K, is  incorporated  into this Item 5 by
this reference.

     Reincorporation  And  Name  Change.  On  February  28,  2001,  the  Company
completed its  reincorporation as a Maryland  corporation and its name change to
Double Eagle Petroleum Co.


                                  Exhibit Index
                                  -------------

Exhibit
Number            Description
------            -----------


99.1              Press release dated March 6, 2001.


<PAGE>




                                    SIGNATURE

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


Date:  March 6, 2001            DOUBLE EAGLE PETROLEUM CO.
     ----------------



                                By:  /s/ Stephen H. Hollis
                                     -------------------------------------------
                                         Stephen H. Hollis
                                         President
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{"company-data": {"conformed-name": "DOUBLE EAGLE PETROLEUM & MINING CO", "cik": "0000029834", "assigned-sic": "1311", "irs-number": "830214692", "state-of-incorporation": "WY", "fiscal-year-end": "0831"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-06529", "film-number": "1562248"}, "business-address": {"street1": "777 OVERLAND TRAIL", "street2": "PO BOX 766", "city": "CASPER", "state": "WY", "zip": "82602", "phone": "3072379330"}, "mail-address": {"street1": "DOUBLE EAGLE PETROLEUM & MINING CO", "street2": "P O BOX 766", "city": "CASPER", "state": "WY", "zip": "82601"}}
SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

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

       Date of Report (Date of earliest event reported): February 28, 2001

                           Double Eagle Petroleum Co.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Wyoming                       0-6529                    83-0214692
 ---------------------------        ---------------         --------------------
(State or other jurisdiction       (Commission File            (IRS Employer
    of incorporation)                  Number)              Identification No.)

            777 Overland Trail (P.O. Box 766), Casper, Wyoming 82602
            --------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

        Registrant's telephone number, including area code (307) 237-9330
                                                            --------------

                      Double Eagle Petroleum And Mining Co.
            -------------------------------------------------------
          (Former name or former address, if changed since last report)
Item 5.  Other Events.
         ------------

     Press Release.  The press release of the Company dated March 6, 2001, which
is filed as Exhibit 99.1 to this Form 8-K, is  incorporated  into this Item 5 by
this reference.

     Reincorporation  And  Name  Change.  On  February  28,  2001,  the  Company
completed its  reincorporation as a Maryland  corporation and its name change to
Double Eagle Petroleum Co.

                                  Exhibit Index
                                  -------------

Exhibit
Number            Description
------            -----------

99.1              Press release dated March 6, 2001.
SIGNATURE

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

Date:  March 6, 2001            DOUBLE EAGLE PETROLEUM CO.
     ----------------

                                By:  /s/ Stephen H. Hollis
                                     -------------------------------------------
                                         Stephen H. Hollis
                                         President