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 quarterly period ended March 31, 2004

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
              For the transition period from ________ to ________


                            Superior Oil and Gas Co.
             (Exact name of registrant as specified in its charter)

    NEVADA                        000-50173                       87-0537621
    ------                        ---------                       ----------
  (state of                (Commission File Number)             (IRS Employer
incorporation)                                                   I.D. Number)

                            14910 Northwest 36 Street
                                Yukon, OK 73099
                                  405-350-0404
            -------------------------------------------------------
            (Address and telephone number of registrant's principal
               executive offices and principal place of business)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding twelve months (or for such shorter period that the registrant was
required  to  file  such  reports),  and  (2)  has  been  subject to such filing
requirements  for  the  past  90  days.  Yes  [X]  No  [ ]

As  of  May  18,  2004,  there  were 8,274,464 shares of the Registrant's Common
Stock,  par  value  $0.001  per  share,  outstanding.

Transitional  Small  Business Disclosure Format (check one):  Yes  [ ]  No  [X]



<PAGE>

                         PART I - FINANCIAL INFORMATION

Item  1.          Financial  Statements
                                                                            PAGE
                                                                            ----

Balance  Sheets  March  31,  2004  (unaudited)                                 3
Statements  of  Operations  March  31,  2004  and  March  31,
  2003  (unaudited)                                                            4
Statements  of  Cash  Flows  for  the  Three  Months  Ended
  March  31,  2004  and  March  31,  2003  (unaudited)                         5
Notes  to  Financial  Statements  March  31,  2004  and
  2003  (unaudited)                                                            6

































                                        2
<PAGE>



                     Independent Accountant's Review Report


Board  of  Directors  and  Stockholders
Superior  Oil  and  Gas  Co.

We  have  reviewed  the  accompanying  balance sheet of Superior Oil and Gas Co.
(Company)  as  of  March  31,  2004 and the related statements of income for the
three months ended March 31, 2004 and 2003, and the statements of cash flows for
the  three months ended March 31, 2004 and 2003 in accordance with Statements on
Standards for accounting and Review Services issued by the American Institute of
Certified Public Accountants.  These financial statements are the responsibility
of  the  Company's  management

A  review  of  interim financial statements consists principally of inquiries of
company  personnel  and  analytical procedures applied to financial data.  It is
substantially less in scope than an audit conducted in accordance with generally
accepted  auditing  standards,  the  objective  of which is the expression of an
opinion regarding the financial statements taken as a whole.  Accordingly, we do
not  express  such  an  opinion.

Based  on  our review we are not aware of any material modifications that should
be  made  to  the accompanying financial statements for them to be in conformity
with  accounting  principles generally accepted in the United States of America.

We  audited  the December 31, 2003 financial statements for Superior Oil and Gas
Co.  and  we  expressed  an unqualified opinion in our report dated February 16,
2004  but  we  have  not  performed  any  auditing  procedures  since that date.

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.  As  discussed  in Note 5 to the
financial  statements,  there  has  been  a  judgment filed against the Company.
Based  upon  the current financial condition of the Company, management does not
anticipate  the  ability  to satisfy the judgment.  Additionally as discussed in
Note  3  to  the  financial  statements the Company surrendered the right to the
working  interest  in oil and gas leases, which were all of the remaining assets
at  this  time.  These  conditions  raise substantial doubt about its ability to
continue  as  a  going  concern.  The  financial  statements  do not include any
adjustment  that  might  result  from  the  outcome  of  this  uncertainty.


/s/  Sutton  Robinson  Freeman  &  Co.

Sutton  Robinson  Freeman  &  Co.,  P.C.
Certified  Public  Accountants

Tulsa,  Oklahoma
May  19,  2004


                                        3
<PAGE>
                            SUPERIOR OIL and GAS CO.
                                  BALANCE SHEET
                                 MARCH 31, 2004
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                                     March 31,
                                                                       2004
                                                                  ------------
                                     Assets
<S>                                                               <C>
Assets                                                            $           -
                                                                  =============

                      Liabilities and Shareholders' Equity

Current  liabilities                                                     48,450

Other  liabilities
     Legal  judgment                                                    488,420
                                                                  -------------

     Total  liabilities                                                 536,870
                                                                  -------------

Shareholders'  Equity
     Common  stock,  $0.001  par  value,
       200,000,000  shares  authorized  8,274,464
       shares  outstanding                                                8,474
     Additional  paid-in  capital                                       516,100
     Accumulated  deficit                                            (1,061,444)
                                                                  -------------
     Total  shareholders'  equity                                      (536,870)
                                                                  -------------

     Total  liabilities  and  shareholders'  equity               $           -
                                                                  =============
</TABLE>


                 See Accompanying Notes to Financial Statements
                         See Accountant's Review Report


                                        4
<PAGE>
                            SUPERIOR OIL and GAS CO.
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 and 2003
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                           2004          2003
                                                      -----------   -----------
<S>                                                   <C>           <C>
Revenue                                               $         -   $         -

Operating  Expenses
     Office                                                12,624           966
     Judgment                                               8,442         8,442
                                                      -----------   -----------
                                                           21,066         9,408
                                                      -----------   -----------

Loss  before  income  taxes                               (21,066)       (9,408)

Income tax expense (benefit)                                    -             -
                                                      -----------   -----------

Net  loss                                             $   (21,066)  $    (9,408)
                                                      ===========   ===========

Loss  per  Share:
  Weighted average shares outstanding                   8,474,464     8,274,464
                                                                    ===========

Earnings (loss) per share                                  (nil)         (nil)
                                                      ===========   ==========
</TABLE>


                 See Accompanying Notes to Financial Statements
                         See Accountant's Review Report


                                        5
<PAGE>
                            SUPERIOR OIL and GAS CO.
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 and 2003
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                           2004          2003
                                                      -----------   -----------
Cash  flows  from  operating  activities:
<S>                                                   <C>           <C>
     Net  loss                                        $   (21,066)  $    (9,408)

     Adjustment  to  reconcile  net  loss  to
       net  cash  provided  by  (used)  by
       operating  activities:

     Increase  (decrease)  in  liabilities:

          Accounts  payable                                21,066         9,408
                                                      -----------   -----------

     Net cash flows from operating activities                   -             -

     Cash  flows  from  investing  activities                   -             -

     Cash  flows  from  financing  activities                   -             -
                                                      -----------   -----------

     Decrease  in  cash                                         -             -

     Cash beginnings of year                                    -             -
                                                      -----------   -----------

     Cash  end  of period                             $         -   $         -
                                                      ===========   ===========
</TABLE>

                 See Accompanying Notes to Financial Statements
                          See Accountants Review Report

                                        6
<PAGE>

                          SUPERIOR OIL AND GAS COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                            MARCH 31, 2004 AND 2003
                                  (UNAUDITED)

Note  1  -  Organization

     Superior  Oil  and  Gas, Co. (the Company) was incorporated on February 22,
     1989,  as  a Utah corporation under the name Western States Resources, Inc.
     On  March  31,  1997,  the Company was merged with another company, Western
     States  Resources  US,  Inc.  (a  Nevada  corporation) under the pooling of
     interests  method  and immediately changed its name to Red River Resources,
     Inc. On June 4, 1997, the Company changed its name to Superior Oil and Gas,
     Co. The purpose of the Company has been to engage in the development of oil
     and  gas  properties.

Note  2  -  Summary  of  Significant  Accounting  Policies

     Method  of  accounting:

     The  Company  recognizes income and expenses based on the accrual method of
     accounting.

     Earnings  per  share:

     Earnings  (loss)  per  share  amounts  are computed on the weighted average
     number  of shares  actually  outstanding.

     Cash  and  cash  equivalents:

     For  purposes  of  reporting  cash  flows,  the  Company  considers cash in
     checking  accounts, savings accounts and certificates of deposit to be cash
     equivalents.

     Use  of  estimates:

     The  preparation  of  financial  statements  in  conformity  with generally
     accepted  accounting  principles  requires management to make estimates and
     assumptions  that  affect  the  reported amounts of assets, liabilities and
     contingent  liabilities  disclosed  at the date of the financial statements
     and  reported amounts of revenues and expenses during the reporting period.
     Actual  results  could  differ from  those  estimates.

     The  financial  statements include all adjustments, which in the opinion of
     management,  are  necessary in order to make the statements not misleading.

     Fixed  assets:

     The Company records all purchases of fixed assets and oil and gas leases at
     cost.


                                        7
<PAGE>

                          SUPERIOR OIL AND GAS COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                            MARCH 31, 2004 AND 2003
                                  (UNAUDITED)


     Income  taxes:

     Income  taxes  are provided for the tax effects of transactions reported in
     the  financial  statements and consist of taxes currently due plus deferred
     taxes.  Deferred  taxes are recognized for differences between the basis of
     assets  and  liabilities  for  financial statement and income tax purposes.

     The  deferred  tax  assets  and liabilities represent the future tax return
     consequences  of  those  differences,  which  will  either  be  taxable  or
     deductible  when  the  assets  and  liabilities  are  recovered or settled.

Note  3  -  Related  Party  Transactions

     During  1999  and  a  portion  of  2000 the Company held an assignment of a
     working interest in oil and gas leases from a related party company. During
     this  time period the Company also absorbed and paid operating costs to the
     related  party  company  for  its  interest  percentage  in  the  leases.

     In February 2000 the Board of Directors of the Company elected to return to
     the  related party all of the Company's working interest in the oil and gas
     leases,  in consideration for the cancellation of a payable due the related
     party  company. The payable due the related party company was the result of
     the Company's inability to keep current with the interest percentage of the
     operating costs associated with the leases. The related company is majority
     owned  and  controlled  by  a  majority  shareholder  of  the  Company.

     The  officers  and  directors of the Company are involved in other business
     activities  and  they  may,  in  the  future, become involved in additional
     business  ventures,  which  also may require their attention. If a specific
     business opportunity becomes available, such persons may face a conflict in
     selecting  between  the  Company  and  their  other business interests. The
     Company  has  formulated  no  policy for the resolutions of such conflicts.

     The  Company  shares office facilities with a related party company, but is
     not obligated  to  pay  rent  to  the  related  party  company.


                                        8
<PAGE>

                          SUPERIOR OIL AND GAS COMPANY
                          NOTES TO FINANCIAL STATEMENTS
                            MARCH 31, 2004 AND 2003
                                  (UNAUDITED)


Note  4  -  Income  Taxes

     As  of March 31, 2004 and December 31, 2002 the Company had substantial net
     operating  losses.  Net  operating  losses and book and tax differences are
     required  by  generally  accepted accounting standards to be recorded. Book
     and  tax  differences are not required to be recorded when the consequences
     of these differences might not be realized. The Company has substantial net
     operating  losses, which will expire over the next 5 to 15 years, which may
     or  may not be realized, which would be dependant on future earnings, which
     are  currently uncertain.

Note  5  -  Going  Concern

     The Company's financial statements have been presented on the basis that it
     is  a  going  concern, which contemplates the realization of assets and the
     satisfaction  of liabilities in the normal course of business. As discussed
     in  note  3,  the Company has relinquished all income generating assets and
     currently  has  a $488,420 judgment filed against the Company. The judgment
     will  continue to accrue interest at 10% per year. The Company is currently
     unable  to  pay  any of the judgment amount filed against it. This judgment
     has  also been filed against four other related party companies. Management
     is  still  unclear  as  to  what  steps it needs to implement in regards to
     acquiring any new interests in the oil and gas industry or developing other
     forms  of  working  capital.  The  financial  statements do not include any
     adjustments that might be necessary if the Company is unable to continue as
     a  going  concern.

Note  6  -  Earnings  per  Share

     The  Company  computes  net income (loss) per share in accordance with SFAS
     No.  128, Earnings per Share and SEC Staff Accounting Bulletin No. 98 ("SAB
     98").  Under  the  provisions  of  SFAS No. 128 and SAB 98 basic net income
     (loss)  per  share is calculated by dividing net income (loss) available to
     common stockholders for the period by the weighted average number of common
     shares outstanding  during  the  period.



                                        9
<PAGE>


Item  2.     Management's  Discussion  and  Analysis  of Financial Condition and
             Results  of  Operations

     The  following  discussion  and analysis should be read in conjunction with
the  financial statements and the accompanying notes thereto for the three-month
period  ended  March  31, 2004 and is qualified in its entirety by the foregoing
and  by  more  detailed financial information appearing elsewhere.  See "Item 1.
Financial  Statements."  The  discussion  includes management's expectations for
the  future.

     Such  expressions  of  expectation  are  not  historical  in nature and are
considered  forward-looking  statements  within   the  meaning  of  the  Private
Securities  Litigation  Reform  Act  of  1995.  Forward-looking  statements  are
subject  to  risks  and  uncertainties  that  may cause actual future results to
differ  materially  from those expressed in any forward-looking statement.  Such
risks  and uncertainties are discussed in the Risk Factors section of our Annual
Report  on  Form  10-KSB.  Copies  of  that filing may be obtained by contacting
Gayla  McCoy  of  our  company  at  14910  Northwest 36 Street, Yukon, OK 73099,
telephone  (405)  350-0404.

Plan  of  Operations  for  the  Next  Twelve  Months

     Our  current  business  plan  is  to  seek, investigate, and, if warranted,
acquire  one  or  more  properties  or  businesses,  and to pursue other related
activities  intended to enhance shareholder value. The acquisition of a business
opportunity  may  be  made by purchase, merger, exchange of stock, or otherwise,
and  may  encompass  assets  or  a business entity, such as a corporation, joint
venture, or partnership. We have no capital, and it is unlikely that we  will be
able  to take advantage of more than one such business opportunity. We intend to
seek opportunities demonstrating the potential of long-term growth as opposed to
short-term  earnings.

     We  are  in  the  development  stage and, since inception, have experienced
significant  liquidity  problems  and have no capital resources or stockholders'
equity.  We  have  no  assets  and  total  liabilities  of  $536,870.

     We  propose to carry out our plan of business as discussed above. We cannot
predict  to  what extent its lack of liquidity and capital resources will impair
the  consummation  of  a  business  combination or whether we will incur further
operating  losses  through  any business entity which we may eventually acquire.

     For  the current fiscal year, we anticipate incurring a loss as a result of
legal  and  accounting expenses, expenses associated with registration under the
Securities  Exchange  Act  of  1934,  and  expenses associated with locating and
evaluating  acquisition  candidates.   We  anticipate  that   until  a  business
combination  is  completed  with  an acquisition candidate, it will not generate
revenues other than interest income, and may continue to operate at a loss after
completing  a  business  combination,  depending  upon  the  performance  of the
acquired  business.


                                       10
<PAGE>

Need  for  Additional  Financing
--------------------------------

     We  do  not  have capital sufficient to meet our cash needs during the next
twelve  months,  including the costs of compliance with the continuing reporting
requirements of the Securities Exchange Act of 1934.  We will have to seek loans
or  equity placements to cover such cash needs.  Due to our recurring losses and
stockholders'  deficiency,  there  can  be  no assurance that we will be able to
obtain the additional funds, which may impact our ability to continue as a going
concern.  The  accompanying  financial statements do not include any adjustments
related  to  the  recoverability and classification of assets or the amounts and
classification  of  liabilities  that  might be necessary should we be unable to
continue  operations as a going concern.  In the event we are able to complete a
business  combination  during this period, the lack of existing capital may be a
sufficient  impediment to prevent us from accomplishing the goal of completing a
business combination. There is no assurance, however, that without funds we will
ultimately  be  able  to  complete  a  business  combination.  Once  a  business
combination  is  completed,  our  needs  for  additional financing are likely to
increase  substantially.

     No  commitments to provide additional funds have been made by management or
other  stockholders.  Accordingly, there can be no assurance that any additional
funds will be available to the company to allow it to cover its expenses as they
may  be  incurred.

     Irrespective  of whether our cash assets prove to be inadequate to meet our
operational  needs,  we  might  seek  to  compensate  providers  of  services by
issuances  of  stock  in  lieu  of  cash.

Item  3.     Controls  and  Procedures

     Evaluation of disclosure controls and procedures.  We maintain controls and
procedures  designed to ensure that information required to be disclosed in this
report  is  recorded, processed, accumulated and communicated to our management,
including  our chief executive officer and our chief financial officer, to allow
timely decisions regarding the required disclosure.  Within the 90 days prior to
the  filing  date  of this report, our management, with the participation of our
chief  executive  officer and chief financial officer, carried out an evaluation
of  the  effectiveness  of the design and operation of these disclosure controls
and  procedures.  Our  chief  executive  officer  and  chief  financial  officer
concluded,  as  of  fifteen  days  prior to the filing date of this report, that
these  disclosure  controls  and  procedures  are  effective.

     Changes  in  internal  controls.  Subsequent  to  the  date  of  the  above
evaluation,  we made no significant changes in our internal controls or in other
factors  that  could  significantly  affect  these controls, nor did we take any
corrective  action,  as  the  evaluation revealed no significant deficiencies or
material  weaknesses.

                          PART II - OTHER INFORMATION

Item  1.      Legal  Proceedings.

     We  are  not,  and  none  of  our property is, a party to any pending legal
proceedings,  and  no  such  proceedings  are known to be contemplated.  We are,
however,  a judgment debtor in the case of  Gotz Werner & Roman Werner v. Daniel
Lloyd,  McCoy  Energy Co., Superior Oil and Gas Co., and Big Daddy's BBQ Sauce &


                                       11
<PAGE>

Spices  Co.,  Superior  Court of Arizona, Maricopa County, No. CV 99-11813.  The
principal  amount of the judgment is $337,686 with ten percent interest accruing
from  and  after  October  14,  1999.  As  of  March 31, 2004, the amount of the
judgment including interest was $488,420 with interest accruing in the quarterly
amount  of  $8,442.

     Daniel  Lloyd,  McCoy Energy Co. and Big Daddy's BBQ Sauce & Spices Co. are
also  judgment  debtors  in  this litigation, each to the same extent and in the
same  amount as our company.  Daniel Lloyd is the chief executive officer, chief
financial  officer and a director of our company.  McCoy Energy Co. is under the
control of Gayla McCoy, the secretary and treasurer of our company.  Big Daddy's
BBQ  Sauce  &  Spices  Co.  is  under  the  control  of Mr. Lloyd and Ms. McCoy.



Item  6.      Exhibits  and  Reports  on  Form  8-K

(a)     Exhibits

     The following exhibits are filed, by incorporation by reference, as part of
this  Form  10-QSB:

     Exhibit     Description

       3(i)      Articles  of  Incorporation  *
       3(ii)     Bylaws  *
      16         Letter  on  Change  in  Certifying  Accountant  *
      31         Certification of  Chief Executive Officer pursuant to 18 U.S.C.
                 Section  1350,  as  adopted   pursuant  to   Section 302 of the
                 Sarbanes-Oxley Act of 2002.
      31.1       Certification  of Chief Financial Officer pursuant to 18 U.S.C.
                 Section 1350,  as  adopted  pursuant  to  Section  302  of  the
                 Sarbanes-Oxley Act of 2002.
      32         Certification of  Chief Executive Officer pursuant to 18 U.S.C.
                 Section  1350,  as  adopted  pursuant  to  Section 906  of  the
                 Sarbanes-Oxley Act of 2002.
      32.1       Certification  of Chief Financial Officer pursuant to 18 U.S.C.
                 Section 1350,  as  adopted  pursuant  to  Section  906  of  the
                 Sarbanes-Oxley Act of 2002.

     *    Previously  filed with Form 10-SB on January 31, 2003, EDGAR Accession
          #0001060830-03-000019;  incorporated  herein.


(b)     Forms  8-K

        None



                                       12
<PAGE>

                                   SIGNATURES

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

Date:  May  19,  2004                    Superior  Oil  and  Gas  Co.


                                         By:/s/  Daniel  Lloyd
                                            ------------------------------------
                                            Daniel  Lloyd,  President




























                                       13
<PAGE>

                             Superior Oil & Gas Co.
                          Commission File No. 000-50173

                                  Form 10-QSB
                  For the quarterly period ended March 31, 2004


                                Index to Exhibits


     The  following  exhibits  are filed with this Form 10-QSB Quarterly Report:

     Exhibit     Description

       3(i)      Articles  of  Incorporation  *
       3(ii)     Bylaws  *
      16         Letter  on  Change  in  Certifying  Accountant  *
      31         Certification of  Chief Executive Officer pursuant to 18 U.S.C.
                 Section  1350,  as  adopted   pursuant  to   Section 302 of the
                 Sarbanes-Oxley Act of 2002.
      31.1       Certification  of Chief Financial Officer pursuant to 18 U.S.C.
                 Section 1350,  as  adopted  pursuant  to  Section  302  of  the
                 Sarbanes-Oxley Act of 2002.
      32         Certification of  Chief Executive Officer pursuant to 18 U.S.C.
                 Section  1350,  as  adopted  pursuant  to  Section 906  of  the
                 Sarbanes-Oxley Act of 2002.
      32.1       Certification  of Chief Financial Officer pursuant to 18 U.S.C.
                 Section 1350,  as  adopted  pursuant  to  Section  906  of  the
                 Sarbanes-Oxley Act of 2002.

     *    Previously  filed with Form 10-SB on January 31, 2003, EDGAR Accession
          #0001060830-03-000019;  incorporated  herein.