U.S.  SECURITIES  AND  EXCHANGE  COMMISSION
                             WASHINGTON,  D.C.  20549
                                   FORM  10-QSB

              [X]  QUARTERLY  REPORT  PURSUANT  TO  SECTION  13  OR  15(D)
                     OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934
                  FOR  THE  NINE  MONTH  PERIOD  ENDED  MARCH  31,  2004

             [  ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(D)
                     OF  THE  SECURITIES  EXCHANGE  ACT  OF  1934

                         COMMISSION  FILE  NO.  333-37842

                               MOUNTAIN  OIL,  INC.
            (EXACT  NAME  OF  SMALL  BUSINESS  ISSUER  AS  SPECIFIED  IN  ITS
                                    CHARTER)
             UTAH                                        87-0639343
             ----                                        ----------
       (STATE  OR  OTHER  JURISDICTION  OF   (IRS  EMPLOYER  IDENTIFICATION NO.)
                         INCORPORATION  OR  ORGANIZATION)


                             3191  NORTH  CANYON  ROAD
                                 PROVO,  UT  84604
                    (ADDRESS  OF  PRINCIPAL  EXECUTIVE  OFFICES)

                                 (801)  373-3990
                                 --------------
                           (ISSUER'S  TELEPHONE  NUMBER)

                                 NOT  APPLICABLE
      (FORMER  NAME,  ADDRESS  AND  FISCAL  YEAR,  IF CHANGED SINCE LAST REPORT)

CHECK  WHETHER  THE  ISSUER  (1)  HAS  FILED ALL REPORTS REQUIRED TO BE FILED BY
SECTION  13  OR 15(D) OF THE EXCHANGE ACT DURING THE PRECEDING 12 MONTHS (OR FOR
SUCH  SHORTER PERIOD THAT THE ISSUER WAS REQUIRED TO FILE SUCH REPORTS), AND (2)
HAS  BEEN SUBJECT TO SUCH FILING REQUIREMENTS FOR THE PAST 90 DAYS. YES [X] NO [
]

APPLICABLE  ONLY  TO  ISSUERS  INVOLVED  IN  BANKRUPTCY  PROCEEDINGS  DURING THE
PRECEDING  FIVE  YEARS:

CHECK  WHETHER THE REGISTRANT HAS FILED ALL DOCUMENTS AND REPORTS REQUIRED TO BE
FILED  BY  SECTIONS  12,  13,  OR  15(D)  OF  THE EXCHANGE ACT SUBSEQUENT TO THE
DISTRIBUTION  OF  SECURITIES  UNDER A PLAN CONFIRMED BY A COURT. YES [  ] NO [X]

APPLICABLE  ONLY  TO  CORPORATE  ISSUERS:

STATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF COMMON
EQUITY,  AS  OF  MARCH  31,  2004:  2,326,474   SHARES  OF  COMMON  STOCK.

TRANSITIONAL  SMALL  BUSINESS  FORMAT:  YES  [  ]  NO  [X]

DOCUMENTS  INCORPORATED  BY  REFERENCE:  NONE

                                        1
<PAGE>


                                  FORM  10-QSB
                               MOUNTAIN  OIL,  INC.

                                      INDEX
                                                                            PAGE

PART  I.     FINANCIAL  INFORMATION

     ITEM  1.  FINANCIAL  STATEMENTS                                           3

     BALANCE  SHEET  AS  OF  MARCH  31,  2004  (UNAUDITED)                     3

     STATEMENT  OF  OPERATIONS  FOR  THE  THREE  MONTHS
ENDED  MARCH  31,  2004  AND  2003  (UNAUDITED)                                4

     STATEMENT  OF  CASH  FLOWS  FOR  THE  THREE  MONTHS                       5
ENDED  MARCH  31,  2004  AND  2003  (UNAUDITED)

     NOTES  TO  FINANCIAL  STATEMENTS                                          7

     ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS                         8
OF  FINANCIAL  CONDITION

ITEM  3.  CONTROLS  AND  PROCEDURES                                            8

PART  II.      OTHER  INFORMATION


SIGNATURES                                                                    10

CERTIFICATION  OF  FINANCIAL  STATEMENTS

31.1  CERTIFICATION OF PRESIDENT AND CHIEF EXECUTIVE OFFICER UNDER
      SECTION 302 OF SARBANES-OXLEY  ACT  OF  2002

31.2  CERTIFICATION  OF  CHIEF  FINANCIAL  OFFICER  UNDER  SECTION  302  OF
      SARBANES-OXLEY  ACT  OF  2002

32    CERTIFICATION  UNDER  SECTION  906  OF  SARBANES-OXLEY  ACT  OF  2002



                                        2
<PAGE>

PART  I.  FINANCIAL  INFORMATION
ITEM  1.  FINANCIAL  STATEMENTS



<TABLE>
<CAPTION>



<S>                                                     <C>
MOUNTAIN OIL, INC.
Unaudited Balance Sheet

                                                        March 31, 2004
                                                        ----------------
ASSETS
------------------------------------------------------

Current assets:
Cash . . . . . . . . . . . . . . . . . . . . . . . . .  $        78,000
Accounts receivable. . . . . . . . . . . . . . . . . .            4,000
                                                        ----------------

Total current assets . . . . . . . . . . . . . . . . .           82,000

Property and equipment, net. . . . . . . . . . . . . .          661,000
                                                        ----------------

                                                        $       743,000
                                                        ================


LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------------------------

Current liabilities:
Deferred gain on discontinued operation - current. . .  $        11,000

Long-term deferred gain on discontinued operations . .           14,000
Asset retirement obligation. . . . . . . . . . . . . .          119,000
                                                        ----------------

Total liabilities. . . . . . . . . . . . . . . . . . .          144,000

Commitments and contingencies. . . . . . . . . . . . .                -

Stockholders' equity:
Preferred stock, no par value, authorized 10,000,000
  shares;  no shares issued or outstanding . . . . . .                -
Common stock, no par value, 50,000,000 shares
  authorized; 2,326,474 shares  issued and outstanding        2,898,000
Accumulated deficit. . . . . . . . . . . . . . . . . .       (2,299,000)
                                                        ----------------

Total stockholders' equity . . . . . . . . . . . . . .          599,000
                                                        ----------------

                                                        $       743,000
                                                        ================

</TABLE>

See accompanying notes to financial statements

                                        3

<PAGE>

<TABLE>
<CAPTION>



<S>                                                     <C>                   <C>
MOUNTAIN OIL, INC.
Unaudited Statement of Operations

                                                                      Three Months Ended
                                                                          March, 31
                                                                       2004         2003
                                                        --------------------  -----------


Lease revenues from related party. . . . . . . . . . .               20,000        4,000
                                                        --------------------  -----------

                                                                     20,000        4,000

Costs and expenses:
General and administrative expenses. . . . . . . . . .               14,000       13,000
Depreciation, depletion and amortization expense . . .               26,000       21,000
                                                        --------------------  -----------

Total operating expenses . . . . . . . . . . . . . . .               40,000       34,000
                                                        --------------------  -----------

Loss from operations . . . . . . . . . . . . . . . . .              (20,000)     (30,000)
                                                        --------------------  -----------

Other income (expense):
Interest expense . . . . . . . . . . . . . . . . . . .                    -            -
Other income . . . . . . . . . . . . . . . . . . . . .                    -            -
                                                        --------------------  -----------

Loss before provision for income taxes
  and discontinued operations. . . . . . . . . . . . .              (20,000)     (30,000)

Benefit from income taxes. . . . . . . . . . . . . . .                    -            -
                                                        --------------------  -----------

Loss from continuing operations. . . . . . . . . . . .              (20,000)     (30,000)

Discontinued operations:
Gain from discontinued oil and gas
  production activities including gain on
  disposal of $219,000 in 2003 . . . . . . . . . . . .                3,000      204,000
                                                        --------------------  -----------

Net (loss) income. . . . . . . . . . . . . . . . . . .              (17,000)     174,000
                                                        ===================  ===========

Loss per common share from continuing operations -
   basic and diluted . . . . . . . . . . . . . . . . .  $             (0.01)  $    (0.01)
                                                        ===================  ===========

Income per common share from discontinued operations -
   basic and diluted . . . . . . . . . . . . . . . . .  $              0.00   $     0.07
                                                        ===================  ===========

Income (loss) per common share - basic and diluted . .  $             (0.01)  $     0.06
                                                        ===================  ===========

Weighted average number of common shares -
basic and diluted. . . . . . . . . . . . . . . . . . .            2,326,000    3,119,000
                                                        ===================  ===========

</TABLE>

                                        4
<PAGE>

<TABLE>
<CAPTION>



<S>                                                  <C>                   <C>
MOUNTAIN OIL, INC.
Unaudited Statement of Cash Flows

                                                                Three Months Ended
                                                                     March 31,
                                                                    2004        2003
                                                     --------------------  ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) income . . . . . . . . . . . . . . . . .  $           (17,000)  $ 174,000
Adjustments to reconcile net loss to net cash
  used in operating activities:
Depreciation and depletion. . . . . . . . . . . . .               26,000      25,000
Gain on disposal of discontinued operations . . . .               (3,000)   (219,000)
Accretion of asset retirement obligation. . . . . .                2,000
Decrease (increase) in:
Accounts receivable . . . . . . . . . . . . . . . .                    -     (21,000)
Inventory . . . . . . . . . . . . . . . . . . . . .                    -       9,000
Increase (decrease) in:
Accounts payable. . . . . . . . . . . . . . . . . .                    -     (15,000)
Accrued liabilities . . . . . . . . . . . . . . . .                    -     (26,000)
                                                     --------------------  ----------

Net cash provided by (used in) operating activities                8,000     (73,000)
                                                     --------------------  ----------

CASH FLOWS FROM INVESTING ACTIVITIES-
Proceeds from disposal of equipment. . . . . . . .                     -      34,000
Net cash paid in disposal of assets . . . . . . . .                    -      (8,000)
Purchase of property and equipment. . . . . . . . .                    -      (7,000)
                                                     --------------------  ----------

Net cash provided by investing activities . . . . .                    -      19,000
                                                     --------------------  ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on long-term debt. . . . . . . . . . . . .                    -      (2,000)
                                                     --------------------  ----------

Net change in cash and cash equivalents . . . . . .                8,000     (56,000)

Cash and cash equivalents at beginning of period. .               70,000     106,000
                                                     --------------------  ----------

Cash and cash equivalents at end of period. . . . .  $            78,000   $  50,000
                                                     ====================  ==========

</TABLE>

                                        5

<PAGE>

SUPPLEMENTAL  NON-CASH  DISCLOSURE

IN  MARCH  2003,  THE  COMPANY  DISPOSED  OF CERTAIN ASSETS AND ASSIGNED CERTAIN
LIABILITIES  OF MOUNTAIN OIL, INC, TO A COMPANY CONTROLLED BY FORMER SIGNIFICANT
SHAREHOLDERS  OF  MOUNTAIN  OIL,  INC.  THE  DISPOSITION  IS  ACCOUNTED  FOR  AS
DISCONTINUED  OPERATIONS  AS THE COMPANY WILL NOT CONTINUE TO OPERATE IN OIL AND
GAS  PRODUCING  ACTIVITIES.  THE  GAIN  REALIZED  FOR THE DISPOSITION OF THE NET
LIABILITIES  WAS  AS  FOLLOWS:


<TABLE>
<CAPTION>


<S>                                                   <C>
LESS:CASH  PAID  IN  DISPOSAL. . . . . . . . . . . .  $  (8,000)
     RECEIVABLES . . . . . . . . . . . . . . . . . .    (74,000)
     INVENTORY . . . . . . . . . . . . . . . . . . .    (46,000)
     PREPAID  EXPENSES . . . . . . . . . . . . . . .     (3,000)
     GAS  AND  OIL  PROPERTY . . . . . . . . . . . .   (272,000)
     EQUIPMENT  AND  VEHICLES. . . . . . . . . . . .    (36,000)
ADD: COMMON  STOCK  ACQUIRED  (802,463  SHARES) . . .   201,000
     ACCOUNTS  PAYABLE  AND  ACCRUED  EXPENSES . . .    407,000
     RELATED  PARTY  NOTES  PAYABLE. . . . . . . . .     13,000
     LONG-TERM  DEBT . . . . . . . . . . . . . . . .     37,000
                                                       ---------

GAIN  ON  DISPOSITION  OF  DISCONTINUED  OPERATIONS.  $ 219,000
                                                      ==========
</TABLE>




DURING  THE  THREE  MONTHS  ENDED  MARCH  31,  2004  AND  2003  THE  COMPANY
PAID  NO  INCOME TAXES.


                                        6
<PAGE>

                               MOUNTAIN  OIL,  INC.
                          NOTES  TO  FINANCIAL  STATEMENTS

                           PERIODS  ENDED  MARCH  31,  2004

NOTE  1  -  ORGANIZATION  AND  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

ORGANIZATION:  THE  COMPANY  IS  INCORPORATED  UNDER  THE  LAWS  OF  THE  STATE
OF  UTAH AND HAS SUBSTANTIALLY DISCONTINUED ITS GAS AND OIL PRODUCING ACTIVITIES
AND  IS  CURRENTLY  OPERATING  AS  A  LESSOR  OF  ITS GAS AND OIL PROPERTIES AND
RELATED PROPERTY  AND  EQUIPMENT.

UNAUDITED  FINANCIAL  INFORMATION:  THE  UNAUDITED  FINANCIAL  STATEMENTS
INCLUDE  THE ACCOUNTS OF THE COMPANY AND INCLUDE ALL ADJUSTMENTS  (CONSISTING OF
NORMAL  RECURRING  ITEMS),  WHICH  ARE,  IN  THE  OPINION  OF  THE  MANAGEMENT,
NECESSARY  TO  PRESENT  FAIRLY  THE  FINANCIAL  POSITION  AS  OF  MARCH 31, 2004
AND
THE  RESULTS  OF  OPERATIONS  FOR  THE  THREE  MONTHS  ENDED  MARCH 31, 2004 AND
2003  AND  CASH  FLOWS  FOR  THE  THREE  MONTHS  ENDED MARCH 31,  2004 AND 2003.
THE
RESULTS  OF  OPERATIONS  FOR  THE  THREE  MONTHS  ENDED  MARCH  31, 2004 ARE NOT
NECESSARILY  INDICATIVE  OF  THE  RESULTS  TO  BE  EXPECTED FOR THE ENTIRE YEAR.

IMPAIRMENT  OF  LONG-LIVED ASSETS: THE COMPANY REVIEWS ITS LONG-LIVED ASSETS FOR
IMPAIRMENT  WHEN EVENTS OR CHANGES IN CIRCUMSTANCES INDICATE THAT THE BOOK VALUE
OF  AN  ASSET  MAY  NOT  BE RECOVERABLE.  THE COMPANY EVALUATES, AT EACH BALANCE
SHEET  DATE,  WHETHER  EVENTS  AND  CIRCUMSTANCES  HAVE  OCCURRED WHICH INDICATE
POSSIBLE  IMPAIRMENT.  THE  COMPANY  USES AN ESTIMATE OF FUTURE UNDISCOUNTED NET
CASH  FLOWS OF THE RELATED ASSET OR GROUP OF ASSETS OVER THE ESTIMATED REMAINING
LIFE  IN  MEASURING  WHETHER  THE  ASSETS  ARE  RECOVERABLE.


EARNINGS  PER  SHARE:  THE  COMPUTATION  OF  BASIC  EARNINGS  PER  COMMON  SHARE
IS BASED ON THE WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING DURING THE PERIOD.

THE  COMPUTATION  OF  DILUTED EARNINGS PER COMMON SHARE IS BASED ON THE WEIGHTED
AVERAGE  NUMBER  OF  SHARES  OUTSTANDING DURING THE PERIOD PLUS THE COMMON STOCK
EQUIVALENTS  WHICH  WOULD  ARISE FROM THE EXERCISE OF STOCK OPTIONS AND WARRANTS
OUTSTANDING  USING  THE  TREASURY  STOCK METHOD AND THE AVERAGE MARKET PRICE PER
SHARE  DURING THE PERIOD.  OPTIONS TO PURCHASE 100,000 SHARES OF COMMON STOCK AT
PRICES  RANGING  FROM  $1.00  TO  $2.25  PER SHARE WERE OUTSTANDING AT MARCH 31,
2004
AND  2003.

STOCK-BASED COMPENSATION: THE COMPANY HAS ADOPTED THE DISCLOSURE-ONLY PROVISIONS
OF  STATEMENT  OF  FINANCIAL ACCOUNTING STANDARDS (SFAS) NO. 123, ACCOUNTING FOR
STOCK-BASED COMPENSATION.  ACCORDINGLY, NO COMPENSATION COST HAS BEEN RECOGNIZED
IN  THE  FINANCIAL  STATEMENTS  FOR EMPLOYEES, EXCEPT WHEN THE EXERCISE PRICE IS
BELOW  THE  MARKET PRICE OF THE STOCK ON THE DATE OF GRANT.  THE COMPANY DID NOT
GRANT  ANY  STOCK  BASED COMPENSATION DURING THE PERIOD ENDED MARCH 31, 2004 AND
2003.


NOTE  2  -  GOING  CONCERN

THE  ACCOMPANYING  FINANCIAL  STATEMENTS  HAVE  BEEN  PREPARED ASSUMING THAT THE
COMPANY  WILL  CONTINUE  AS A GOING CONCERN. AS OF MARCH 31, 2004,  THE  COMPANY
HAD
A  NET  LOSS  FROM  OPERATIONS  AND  HAS  INCURRED  SUBSTANTIAL  OPERATING
LOSSES.  THESE  CONDITIONS  RAISE  SUBSTANTIAL  DOUBT  ABOUT  THE ABILITY OF THE
COMPANY  TO CONTINUE AS A GOING CONCERN. THE FINANCIAL STATEMENTS DO NOT INCLUDE
ANY  ADJUSTMENTS  THAT  MIGHT  RESULT  FROM  THE OUTCOME OF THESE UNCERTAINTIES.
MANAGEMENT  HAS  RESTRUCTURED  THE  COMPANY'S OPERATIONS, BY SELLING OFF CERTAIN
ASSETS  AND  LEASING  OTHERS.  MOUNTAIN OIL WILL FOCUS ON LEASING ITS EQUIPMENT,
REAL  ESTATE,  AND  WELLS  WITH  THE  INTENTION  OF REDUCING OPERATING COSTS AND
OVERHEAD.  IF  THE  COMPANY  IS  UNABLE  TO OBTAIN PROFITABLE OPERATIONS IT WILL
REQUIRE  ADDITIONAL DEBT OR EQUITY FINANCING. THERE CAN BE NO ASSURANCE THAT THE
COMPANY  WILL  BE  SUCCESSFUL  IN ITS EFFORTS TO SECURE DEBT OR EQUITY FINANCING
SHOULD  THE  NEED  ARISE.

NOTE  3  -  DISCONTINUED  OPERATIONS

THE COMPANY ENTERED INTO AN AGREEMENT IN WHICH IT SOLD EQUIPMENT AND OIL AND GAS
WELL PROPERTIES AND ASSIGNED SUBSTANTIALLY ALL OF ITS LIABILITIES.  IN ADDITION,
THE  COMPANY  LEASED  THE  REMAINING OF ITS OIL AND GAS RELATED ASSETS AND OTHER
PROPERTY  TO A COMPANY CONTROLLED BY FORMER OFFICERS/SHAREHOLDERS WITH AN OPTION
TO PURCHASE THOSE ASSETS IN APRIL 2004. THE COMPANY HAS EFFECTIVELY DISCONTINUED
ITS  OIL AND GAS PRODUCING ACTIVITIES.  THEREFORE ALL OPERATIONS RELATING TO OIL
AND  GAS  PRODUCING  ACTIVITIES  FOR  THE  PERIODS ENDED MARCH 31, 2004 AND 2003
HAVE
BEEN  PRESENTED  AS  DISCONTINUED  OPERATIONS IN THE STATEMENT OF OPERATIONS.  A
GAIN  WAS RECOGNIZED ON THE DISPOSITION OF THE RELATED ASSETS AND LIABILITIES AS
FOLLOWS:
                                        7
<PAGE>

<TABLE>
<CAPTION>


<S>                                                   <C>
LESS:CASH  PAID  IN  DISPOSAL. . . . . . . . . . . .  $  (8,000)
     RECEIVABLES . . . . . . . . . . . . . . . . . .    (74,000)
     INVENTORY . . . . . . . . . . . . . . . . . . .    (46,000)
     PREPAID  EXPENSES . . . . . . . . . . . . . . .     (3,000)
     GAS  AND  OIL  PROPERTY . . . . . . . . . . . .   (272,000)
     EQUIPMENT  AND  VEHICLES. . . . . . . . . . . .    (36,000)
ADD: COMMON  STOCK  ACQUIRED  (802,463  SHARES) . . .   201,000
     ACCOUNTS  PAYABLE  AND  ACCRUED  EXPENSES . . .    407,000
     RELATED  PARTY  NOTES  PAYABLE. . . . . . . . .     13,000
     LONG-TERM  DEBT . . . . . . . . . . . . . . . .     37,000
                                                       ---------

GAIN  ON  DISPOSITION  OF  DISCONTINUED  OPERATIONS.  $ 219,000
                                                      ==========
</TABLE>


ITEM  2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF
OPERATION

RESULTS  OF  OPERATIONS  -  THREE  MONTHS  ENDED  MARCH  31,  2004  AND  2003

ON  MARCH  1,  2003,  MOUNTAIN OIL (MOLI) ENTERED INTO AN AGREEMENT WITH A NEWLY
FORMED COMPANY, MOUNTAIN OIL AND GAS (MOG).  MOG IS OWNED IN PART BY FORMER MOLI
SHAREHOLDERS,  WHICH  INCLUDE  DANIEL  SAM  AND  CRAIG  PHILLIPS, WHO ARE FORMER
OFFICERS  AND DIRECTORS IN MOUNTAIN OIL.  THE AGREEMENT BETWEEN MOUNTAIN OIL AND
MOG EFFECTIVELY SOLD SOME OF MOUNTAIN OIL'S OIL AND GAS PROPERTIES AND OPERATING
EQUIPMENT,  AND  LEASED  MOUNTAIN OILS OTHER WELLS, PROPERTY AND EQUIPMENT FOR A
PERIOD  OF  ONE  YEAR  FOR  $6,500  PER  MONTH.  MOG  HAS THE RIGHT TO LEASE THE
PROPERTIES  AND EQUIPMENT FROM MOUNTAIN OIL FOR ONE YEAR AND ALSO HAS THE OPTION
TO  PURCHASE  CERTAIN  OF  MOUNTAIN  OIL'S  EQUIPMENT,  REAL  ESTATE,  AND  WELL
PROPERTIES  FOR  $650,000  DURING THE TERM OF THE LEASE, WHICH ENDS ON APRIL 24,
2004.  THIS  AGREEMENT  IS NOW EFFECTIVE SINCE ALL TERMS HAVE BEEN SUBSTANTIALLY
FULFILLED  BY  BOTH  PARTIES.  THIS  AGREEMENT  EFFECTIVELY  DISCONTINUED  THE
COMPANY'S  OIL  AND  GAS  PRODUCING  ACTIVITIES.

MOUNTAIN  OIL  RETAINED  ITS  FOUR  MOST  PRODUCTIVE WELLS, OFFICE BUILDING, AND
SURROUNDING  ACREAGE IN BALLARD, UTAH, AND THE FOLLOWING ROLLING EQUIPMENT: 1972
MACK TRUCK, 1972 HOT OIL TRUCK, 1982 GMC PUMP TRUCK, 1990 CHEMICAL TRAILER, 1956
WILSON  SWAB  RIG,  AND  ITS  1961  CARDWELL  WORKOVER  RIG.

IN  EXCHANGE FOR THE CONSIDERATION ABOVE, 802,463 COMMON SHARES WERE SURRENDERED
FROM  FORMER  SHAREHOLDERS, WHICH MAINLY CAME FROM SHARES HELD BY CRAIG PHILLIPS
AND  DANIEL  SAM.  MOUNTAIN  OIL  ALSO  ASSIGNED TO MOG SUBSTANTIALLY ALL OF ITS
LIABILITIES  AND  DEBT  RELATED  TO  ITS  PROPERTY  AND  GAS  AND OIL PRODUCTION
OPERATIONS.  MOUNTAIN  OIL  ALSO  IS TO RECEIVE 10% OF THE OUTSTANDING SHARES OF
MOG  AS  OF  APRIL  1,  2003.  BECAUSE  OF  THIS 10% OWNERSHIP IN MOG, ALL LEASE
REVENUES  ARE  DISCLOSED  AS  RELATED  PARTY  REVENUES.

CRAIG  PHILLIPS AND DANIEL SAM HAVE RESIGNED FROM THE BOARD OF DIRECTORS AND ARE
NO  LONGER  OFFICERS  OF  MOUNTAIN OIL.  JOSEPH OLLIVIER HAS BECOME PRESIDENT OF
MOUNTAIN  OIL  AND  LYNN  STRATFORD HAS BEEN ADDED TO THE BOARD OF DIRECTORS AND
ALSO  BECOME  THE  SECRETARY,  TREASURER,  AND  CHIEF  FINANCIAL  OFFICER OF THE
CORPORATION.  HARRY  PETERSON  CONTINUES  AS  A  DIRECTOR.

IF  MOG  IS UNABLE TO PURCHASE THE LEASED PROPERTIES AND EQUIPMENT FROM MOUNTAIN
OIL  FOR  THE OPTION PRICE OF  $650,000 ON OR BEFORE APRIL 24, 2004, OR DEFAULTS
ON  THE  MONTHLY LEASE PAYMENTS; THE COMPANY'S PLAN IS TO RE-EVALUATE WHETHER OR
NOT  TO  LEASE  OR  SELL  ITS  ASSETS  TO OTHER INTERESTED OIL AND GAS CONCERNS.

LEASE  REVENUE  FOR THE THREE MONTHS ENDED MARCH 31, 2004 WAS $20,000 AND $4,000
FOR  THE  THREE  MONTHS ENDED MARCH 31, 2003. RESULTS OF OPERATIONS FROM OIL AND
GAS  PRODUCING  ACTIVITIES HAVE BEEN INCLUDED IN DISCONTINUED OPERATIONS FOR THE
PERIODS  ENDING  MARCH  31,  2004 AND 2003. FOR THE THREE MONTHS ENDED MARCH 31,
2004,  WE  REALIZED A GAIN FROM DISCONTINUED OPERATIONS OF $3,000 AS COMPARED TO
INCOME FROM DISCONTINUED OPERATIONS OF $204,000 NETTED WITH A CORRESPONDING GAIN
ON  THE  DISPOSAL  OF  DISCONTINUED  OPERATIONS OF $219,000 FOR THE THREE MONTHS
ENDED  MARCH 2003. DURING 2003, IN ORDER TO IMPROVE OUR CASH FLOW, WE DETERMINED
TO  FOCUS  OUR  OPERATING  EFFORTS  ON  LEASING THE WELLS TO ANOTHER OIL AND GAS
COMPANY.  SUCH  EFFORTS HAVE IMPROVED OUR CASH FLOW AND REDUCED OUR NET LOSS BUT
HAVE  RESULTED  IN  A  SIGNIFICANT  DECREASE  IN  REVENUE.

                                        8
<PAGE>

GENERAL  AND ADMINISTRATIVE EXPENSES FROM CONTINUING OPERATIONS, WHICH CONSISTED
PRIMARILY  OF  PROFESSIONAL  FEES,  INCREASED 8% TO $14,000 FROM $13,000 FOR THE
THREE  MONTHS  ENDED  MARCH  31,  2004  AND 2003, RESPECTIVELY. THIS INCREASE IS
ATTRIBUTABLE  PRIMARILY  TO THE ACCRETION EXPENSE OF $2,000 RELATED TO THE ASSET
RETIREMENT OBLIGATION. DEPRECIATION, DEPLETION AND AMORTIZATION EXPENSES RELATED
TO  CONTINUING  OPERATIONS  INCREASED  24% TO $26,000 FOR THE THREE MONTHS ENDED
MARCH  31,  2004,  FROM  $21,000  FOR  THE  SAME PERIOD IN 2003. THE INCREASE IN
DEPRECIATION,  DEPLETION AND AMORTIZATION WAS A DIRECT RESULT OF THE INCREASE IN
PRODUCTION  FROM  THE LEASING COMPANY UNDER THE NEW LEASE AGREEMENT ENTERED INTO
ON  MARCH  1,  2003.  MOUNTAIN  OIL'S  CHANGE  IN  OPERATIONS  AND  RESULTS  OF
DISCONTINUING  ITS GAS AND OIL ACTIVITIES RESULTED IN A $192,000 DECREASE IN NET
INCOME  (PRIMARILY  ATTRIBUTABLE TO THE GAIN ON THE DISPOSITION OF NET ASSETS OF
DISCONTINUED  OPERATION  IN  2003)  COMPARED  TO  MARCH  31,  2003.


AS  PREVIOUSLY  MENTIONED, IN MARCH 2003, THE COMPANY DISPOSED OF CERTAIN ASSETS
AND ASSIGNED CERTAIN LIABILITIES OF MOUNTAIN OIL, INC.  MOG, WHICH IS CONTROLLED
BY FORMER SHAREHOLDERS OF MOUNTAIN OIL, INC. WERE SOLD THESE ASSETS AND ASSIGNED
CERTAIN  LIABILITIES. MOUNTAIN OIL REALIZED A GAIN FROM DISCONTINUED OPERATIONS,
WHICH  RESULTED PRIMARILY FROM THE NET LIABILITIES DISPOSED OF TO MOG. THE THREE
MONTHS  ENDED MARCH 31, 2004 RESULTED IN NET LOSS OF  $18,000  AS  COMPARED TO A
NET  INCOME  OF  $174,000  FOR  THE  THREE  MONTHS  ENDED  MARCH  31,  2003.

LIQUIDITY  AND  CAPITAL  RESOURCES

AS NOTED ABOVE, DURING 2003 WE HAVE DISCONTINUED OIL AND GAS OPERATIONS IN ORDER
TO  SUSTAIN THE COMPANY THROUGH CASH FLOW GENERATED FROM LEASING ITS FOUR WELLS,
REAL ESTATE, AND ROLLING EQUIPMENT. DURING THE THREE MONTHS ENDED MARCH 31, 2004
WE GENERATED CASH FLOW FROM OPERATING ACTIVITIES OF $7,000 AS COMPARED TO A CASH
FLOW  USED  IN  OPERATING ACTIVITIES OF $(73,000) IN THE SAME PERIOD IN 2003. WE
PLAN  TO  CONTINUE TO FOCUS ON LEASING OUR WELLS UNTIL OUR AGREEMENT WITH MOG IS
FULFILLED  OR  TERMINATED.  AT  THAT  TIME  MOUNTAIN  OIL  WILL  EITHER SELL ITS
EQUIPMENT,  REAL ESTATE, AND WELLS TO MOG OR RE-EVALUATE WHETHER OR NOT TO LEASE
OR  SELL  ITS  ASSETS  TO  OTHER  INTERESTED  OIL  AND  GAS  CONCERNS.

AS  A RESULT OF ONGOING PAYMENTS OF LONG-TERM DEBT WHICH MOG ASSUMED AT MARCH 1,
2003,  WE  USED CASH IN FINANCING ACTIVITIES OF $0 DURING THE THREE MONTHS ENDED
MARCH  31,  2004.  DURING THE SAME PERIOD IN 2003, WE USED $2,000 FROM FINANCING
ACTIVITIES.

AT  MARCH  31,  2004, WE HAD WORKING CAPITAL OF $71,000 AS COMPARED TO A WORKING
CAPITAL  DEFICIT  OF  $53,000  AT  MARCH  31, 2003. THIS INCREASE IN OUR WORKING
CAPITAL  IS PRINCIPALLY DUE TO THE DISPOSAL OF NET LIABILITIES FROM DISCONTINUED
OPERATIONS.

MOUNTAIN  OIL HAS REDUCED OPERATING COSTS THROUGH THE REDUCTION OF PERSONNEL AND
OPERATIONS  AND IS NOW FOCUSING ON LEASING ITS WELLS, EQUIPMENT AND REAL ESTATE.
IF THE COMPANY IS UNABLE TO OPERATE PROFITABLY IT MAY REQUIRE ADDITIONAL DEBT OR
EQUITY FINANCING WITHIN THE NEXT TWELVE MONTHS. IF MOUNTAIN OIL IS SUCCESSFUL IN
IMPROVING  CASH  FLOW  DURING  THIS  PERIOD  WE  BELIEVE  THAT MOUNTAIN OIL WILL
GENERATE  SUFFICIENT  REVENUES  INTERNALLY  TO  COVER  ITS  OPERATING  EXPENSES.

ITEM  3.  CONTROLS  AND  PROCEDURES

     (A)  EVALUATION  OF  DISCLOSURE  CONTROLS  AND  PROCEDURES

     BASED  ON  THEIR  EVALUATIONS  AS  MARCH  31,  2004,  THE  PRINCIPAL
EXECUTIVE
OFFICER  AND  PRINCIPAL FINANCIAL OFFICER OF THE COMPANY HAVE CONCLUDED THAT THE
COMPANY'S  DISCLOSURE CONTROLS AND PROCEDURES (AS DEFINED IN RULES 13A-14(C) AND
15D-14(C)  UNDER  THE  SECURITIES  EXCHANGE  ACT)  ARE  EFFECTIVE TO ENSURE THAT
INFORMATION  REQUIRED TO BE DISCLOSED BY THE COMPANY IN REPORTS THAT THE COMPANY
FILES  OR  SUBMITS  UNDER  THE  SECURITIES  EXCHANGE ACT IS RECORDED, PROCESSED,
SUMMARIZED AND REPORTED WITHIN THE TIME PERIODS SPECIFIED IN THE RULES AND FORMS
OF  THE  SEC.

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     (B)  CHANGES  IN  INTERNAL  CONTROLS

     THERE  WERE NO SIGNIFICANT CHANGES IN THE COMPANY'S INTERNAL CONTROLS OR IN
OTHER FACTORS THAT COULD SIGNIFICANTLY AFFECT THESE INTERNAL CONTROLS SUBSEQUENT
TO  THE  DATE  OF THEIR MOST RECENT EVALUATION, INCLUDING ANY CORRECTIVE ACTIONS
WITH  REGARD  TO  SIGNIFICANT  DEFICIENCIES  AND  MATERIAL  WEAKNESSES.

FORWARD-LOOKING  STATEMENTS

THIS  FORM  10-QSB INCLUDES, WITHOUT   LIMITATION, CERTAIN STATEMENTS CONTAINING
THE  WORDS  "BELIEVES",  "ANTICIPATES",  "ESTIMATES",  AND  WORDS  OF  A SIMILAR
NATURE,  CONSTITUTE  "FORWARD-LOOKING  STATEMENTS"  WITHIN  THE  MEANING  OF THE
PRIVATE  SECURITIES  LITIGATION  REFORM  ACT  OF 1995. THIS ACT PROVIDES A "SAFE
HARBOR"  FOR  FORWARD-LOOKING  STATEMENTS  TO  ENCOURAGE  COMPANIES  TO  PROVIDE
PROSPECTIVE  INFORMATION  ABOUT  THEMSELVES  SO  LONG  AS  THEY  IDENTIFY  THESE
STATEMENTS  AS FORWARD  LOOKING AND PROVIDE  MEANINGFUL,  CAUTIONARY  STATEMENTS
IDENTIFYING IMPORTANT FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER FROM THE
PROJECTED RESULTS.  ALL STATEMENTS OTHER THAN STATEMENTS OF HISTORICAL FACT MADE
IN  THIS  FORM 10-QSB ARE FORWARD-LOOKING.  IN PARTICULAR, THE STATEMENTS HEREIN
REGARDING  INDUSTRY  PROSPECTS  AND  FUTURE  RESULTS  OF OPERATIONS OR FINANCIAL
POSITION  ARE  FORWARD-LOOKING  STATEMENTS.  FORWARD-LOOKING  STATEMENTS REFLECT
MANAGEMENT'S  CURRENT  EXPECTATIONS AND ARE INHERENTLY UNCERTAIN.  THE COMPANY'S
ACTUAL  RESULTS  MAY  DIFFER  SIGNIFICANTLY  FROM  MANAGEMENT'S  EXPECTATIONS.

  PART  II.  OTHER  INFORMATION

ITEM  1.  MOUNTAIN OIL HELD ITS ANNUAL MEETING OF SHAREHOLDERS ON MAY 7, IN SALT
LAKE  CITY,  UTAH.  THE SHAREHOLDERS RE-ELECTED JOSEPH OLLIVIER, LYNN STRATFORD,
AND  HARRY  PETERSON  AS  DIRECTORS.

ITEM  2.  EXHIBITS  AND  REPORTS  N  FORM  8-K:
THE  FOLLOWING  EXHIBITS  ARE  FILED  HEREWITH:

NUMBER      DESCRIPTION                                  LOCATION
------      CHANGES  IN  CONTROL  OF  REGISTRANT         8-K  FILED  4/22/03
------      ACQUISITION  OR  DISPOSITION  OF  ASSETS     8-K  FILED  4/22/03


SIGNATURES

     IN  ACCORDANCE  WITH THE EXCHANGE ACT, THE REGISTRANT CAUSED THIS REPORT TO
BE  SIGNED  ON  ITS  BEHALF  BY  THE  UNDERSIGNED  THEREUNTO  DULY  AUTHORIZED.

                             MOUNTAIN  OIL,  INC.

DATE:  MAY  17,  2004                                 BY:  /S/  JOSEPH  OLLIVIER
                                                         -----------------------
                                                         PRESIDENT

DATE:  MAY  17,  2004                                 BY:  /S/  LYNN  STRATFORD
                                                          ----------------------
                                                          CFO

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