Form 3 Prue Nancy J F For: Jun 11 (10K)

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Prue Nancy J F

(Last)

(First)

(Middle)

PETROLEUM & RESOURCES CORPORATION, 7 SAINT PAUL STREET

(Street)

BALTIMORE

21202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/11/2009

3. Issuer Name and Ticker or Trading Symbol
PETROLEUM & RESOURCES CORP [PEO]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	6,843 ⁽¹⁾	D
Common Stock	4,311 ⁽²⁾	I	By Issuer's Thrift Plan Trust ⁽²⁾
Common Stock	947 ⁽³⁾	I	By Adams Express Company Thrift Plan Trust ⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Excercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Excercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Options w/tandem SARs	01/10/2004	01/10/2012	Common Stock	864	$ 0	D

Explanation of Responses:

1. Shares were granted as restricted stock of which, depending on meeting performance benchmarks, 1914 shares vest in 2010, 1279 shares vest in 2011, and 1716 shares vest in 2012. As of the date of this filing, 1899 shares were held directly by the undersigned and 35 shares were held by one of the undersigned's children.

2. The number of shares reported as held by the Issuer's Thrift Plan Trust represents the undersigned's proportionate beneficial interest in such stock held in the Trust. Such number is based on information as of May 31, 2009, the most recent date such information is available. This number reflects periodic contributions made during 2009, shares acquired by the Trustee through dividend reinvestment, and changes in the number of shares due to fluctuations in the market price and interests in the Trust. Shares were acquired by the Trustee at various times during 2009. The Issuer's stock traded in range of $15.60-$22.10 during the relevant period.

3. The number of shares reported as held by the Adams Express Company Thrift Plan Trust represents the undersigned's proportionate beneficial interest in such stock held in the Trust. Such number is based on information as of May 31, 2009, the most recent date such information is available. This number reflects periodic contributions made during 2009, shares acquired by the Trustee through dividend reinvestment, and changes in the number of shares due to fluctuations in the market price and interests in the Trust. Shares were acquired by the Trustee at various times during 2009. The Issuer's stock traded in range of $15.60-$22.10 during the relevant period.

	Nancy J. F. Prue	06/19/2009
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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