8-K

 
                      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):  MAY 22, 1997



                             THE WISER OIL COMPANY
            (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



        DELAWARE                    0-5426                55-0522128
(STATE OR OTHER JURISDICTION     (COMMISSION            (IRS EMPLOYER
     OF INCORPORATION)           FILE NUMBER)        IDENTIFICATION NO.)



                         8115 PRESTON ROAD, SUITE 400
                             DALLAS, TEXAS  75225
         (ADDRESS, INCLUDING ZIP CODE, OF PRINCIPAL EXECUTIVE OFFICES)

      REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:  (214) 265-0080

 
     Item 5.  OTHER EVENTS.

     On May 22, 1997, The Wiser Oil Company announced that it had consummated a
private offering of $125 million principal amount of its 9 1/2% Senior
Subordinated Notes due 2007, the net proceeds of which will be used to repay
bank debt and for general corporate purposes.

     Item 7.  FINANCIAL STATEMENTS IN EXHIBITS.

          (c)    Exhibits

                 Item           Exhibit
                 ----           -------

                 99             Press Release issued by The Wiser Oil Company on
                                May 22, 1997.


                                      -2-

 
                                   SIGNATURE


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


                                        THE WISER OIL COMPANY



Date:  May 28, 1997                     By:  /s/  Andrew J. Shoup, Jr.
                                           -------------------------------------
                                           Andrew J. Shoup, Jr.
                                           President and Chief Executive Officer


                                      -3-

 
                               INDEX TO EXHIBITS


    Item
   Number         Exhibit
   ------         -------

   99             Press Release issued by The Wiser Oil Company on May 22, 1997.

EX-99

 
                                  EXHIBIT 99

                             THE WISER OIL COMPANY
                         8115 PRESTON ROAD, SUITE 400
                              DALLAS, TEXAS 75225


FOR IMMEDIATE RELEASE

                     WISER OIL COMPLETES PRIVATE OFFERING


DALLAS, TEXAS, MAY 22, 1997  --  THE WISER OIL COMPANY (NYSE: WZR) today
reported that it has consummated a private offering of $125 million  of 9 1/2%
Senior Subordinated Notes Due 2007 through initial Purchasers led by Salomon
Brothers Inc.

The Company said that $76.9 million of the net proceeds from the sale of the
Senior Subordinated Notes are being used to repay bank debt and the balance will
be used for general corporate purposes.  The Senior Subordinated Notes have not
been registered under the Securities Act of 1933 and may not be offered or sold
in the United States absent registration or an applicable exemption from
registration requirements.

"This debt offering will give Wiser the financial flexibility to execute its
current growth plans," said Andy Shoup, President and Chief Executive Officer.
"We continue to be very active in the acquisition market, and I expect our U.S.
and Canadian exploration programs to continue to generate exciting development
opportunities," added Shoup.

Organized in 1905, Wiser is an independent energy company engaged in the
exploration, production and strategic acquisition of crude oil and natural gas
reserves in the United States and Canada. Wiser's shares trade on the New York
Stock Exchange under the symbol WZR.

Some matters set forth herein are forward-looking statements that involve
certain risks and uncertainties that could cause actual results to differ
materially from those in the forward-looking statements.  Potential risks and
uncertainties include such factors as oil and gas prices, well completions and
production levels within estimated ranges.  Investors are directed to consider
other risks and uncertainties discussed in documents filed by the Company with
the Securities and Exchange Commission.

Contact:

Lawrence J. Finn
Vice President, Finance
and Chief Financial Officer

(214) 265-0080

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