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


                           SCHEDULE 13D

            Under the Securities Exchange Act of 1934



                     MIDDLE BAY OIL COMPANY, INC.
- -------------------------------------------------------------------------
                          (Name of Issuer)


              Common Stock, Par Value $.02 per Share
- -------------------------------------------------------------------------
                  (Title of Class of Securities)

                             595673203
                    --------------------------
                          (CUSIP Number)

                        Alvin V. Shoemaker
       1221 Lamar, Suite 1020, Houston, TX 77010 (713) 759-6808
- -------------------------------------------------------------------------
       (Name, Address and Telephone Number of Person Authorized 
              to Receive Notices and Communications)

                           June 30, 1997
            ---------------------------------------------
       (Date of Event which Requires Filing of this Statement)


If the filing person has previously filed a statement on Schedule 13G to
report the acquisition which is the subject of this Schedule 13D and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the
following box /  /.

Note:  Six copies of this statement, including all exhibits, should be
filed with the Commission.  See Rule 13d-1(a) for other parties to whom
copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting 
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).


                              SCHEDULE 13D

CUSIP No. 595673203                                    Page 2 of 5 Pages


1     NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE
      PERSON

      Alvin V. Shoemaker


2     CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*          (a)   
                                                                 (b)   

3     SEC USE ONLY


4     SOURCE OF FUNDS*

      PF


5     CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
      ITEMS 2(d) or 2(e) 


6     CITIZENSHIP OR PLACE OF ORGANIZATION

      USA


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

7     SOLE VOTING POWER

     661,221 Common Stock
      117,466 Series B Preferred Stock


8     SHARED VOTING POWER

     None


9     SOLE DISPOSITIVE POWER

      661,221 Common Stock
      117,466 Series B Preferred Stock


10    SHARED DISPOSITIVE POWER

      None


11    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

      778,687 Shares


12    CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
      SHARES* 


13    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

      15.0% of common stock outstanding as of the date of merger;
      17.3% inclusive of preferred stock (if converted)


14    TYPE OF REPORTING PERSON*

      IN



Item 1.    Security and Issuer

           The class of securities to which this Schedule 13D relates is
the common stock, par value $.02 per share (the "Stock"), of Middle Bay
Oil Company, Inc., an Alabama corporation (the "Company"), whose address
is:

           1221 Lamar, Suite 1020
           Houston, Texas 77010

Item 2.    Identity and Background

           a.    Alvin V. Shoemaker (the "reporting person")

           b.    Business Address:  1221 Lamar, Suite 1020
                 Houston, Texas 77010

           c.    Private investor

           d.    The reporting person has never been the subject of
                 a criminal proceeding.

           e.    The reporting person has never been subject to any
                 judgment, decree or order enjoining future violations
                 of, or prohibiting or mandating activities subject to,
                 federal or state securities laws or finding any
                 any violation with respect to such laws.

           f.    The reporting person is a U.S. citizen.

Item 3.    Source and Amount of Funds or Other Consideration

           All shares were acquired pursuant to the Agreement and Plan
of Merger between Shore Oil Company, Inc. and Middle Bay Oil Company,
Inc. dated June 30, 1997 (the "Merger"), a copy of which was previously 
filed with the Securities and Exchange Commission in connection with the
Merger and is herein incorporated by reference.  All funds used in
connection with the Merger came from the personal funds of the reporting
person.

Item 4.    Purpose of Transaction

           The Stock was acquired by the reporting person in connection
with the Merger.  The reporting person may make additional purchases or
may dispose of some or all of the Stock owned in the future in amounts
and at times which have not been determined.  The reporting person has
no present plans with regard to the Company other than as an investor
in the Company's securities.

Item 5.    Interest in Securities of the Issuer

           a.    The reporting person is presently the beneficial owner
                 of 661,221 shares of common stock and 117,466 shares of 
                 Series B preferred stock immediately convertible into 
                 not less than 117,466 shares of the Company's common
                 stock.  The exact conversion ratio is determined by 
                 the terms of the Merger.

           b.    The reporting person has sole voting power and sole
                 power to dispose or direct the disposition of and sole
                 right to receive dividends from or proceeds from the
                 sale of the stock.

           c.    All securities of the Company beneficially owned by
                 the reporting person were acquired in connection with
                 the Merger.

           d.    None

           e.    Not applicable

Item 6.    Contracts, Arrangements, Understandings or Relationships with
           Respect to Securities of the Issuer

           There are no contracts, arrangements, understandings or 
relationships (legal or otherwise) between the reporting person and any
other person with respect to the securities of the Company.

Item 7.    Material to be Filed as Exhibits

           There are no exhibits with this Schedule 13D.  The Merger
Agreement (as previously defined) was filed as an Exhibit to the Company's
Form 8-K filed July 3, 1997 and is incorporated herein by reference.



                              Signature

     After reasonable inquiry and to the best of my knowledge and belief, I 
certify that the information set forth in this statement is true, complete 
and correct.


   December 22, 1997
- ----------------------
         Date
                                      -----------------------------------
                                      Alvin V. Shoemaker