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

                                   FORM 10-KSB

(Mark One)
  X   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
 ---  EXCHANGE ACT OF 1934

For the fiscal year ended    September 30, 2003

      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
 ---  EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the transition period from to

Commission File No. 0-9392

                                CLX ENERGY, INC.
             (Exact name of registrant as specified in its charter)

          COLORADO                                        84-0749623
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
 incorporation or organization)

      518 17th Street, Suite 745
           Denver, Colorado                                    80202
(Address of principal executive offices)                     (Zip Code)

       Registrant's telephone number, including area code: (303) 825-7080

           Securities Registered Pursuant to Section 12(b) of the Act:

                                      NONE

          Securities Registered Pursuant to Section 12 (g) of the Act:

                          COMMON STOCK, $.01 PAR VALUE

     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 past 12 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
                                                                ---   ---

     Check if there is no disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained in this Form, and no disclosure will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB   X
                                      ---

     State issuer's revenues for its most recent fiscal year:  $ 423,791.




<PAGE>
     As of the close of trading on December 18, 2003 there were 2,631,936 common
shares outstanding, 1,578,994 of which were held by non-affiliates.  The
aggregate market value of the common shares held by non-affiliates, based on the
average closing bid and asked prices on December 18, 2003, was approximately
$347,000.

Documents Incorporated By Reference:  None

Transitional Small Business Disclosure      Yes      No  X
                                                ---     ---


                                        2
<PAGE>

CLX ENERGY, INC.

FORM 10-KSB

TABLE OF CONTENTS

SEPTEMBER 30, 2003
--------------------------------------------------------------------------------

PART I                                                                      Page
                                                                            ----

Item 1.     Description of Business                                            4

Item 2.     Description of Properties                                          8

Item 3.     Legal Proceedings                                                 11

Item 4.     Submission of Matters to a vote of Security Holders               12

PART II

Item 5.     Market for Common Equity and Related
              Stockholder Matters                                             12

Item 6.     Management's Discussion and Analysis or Plan
              of Operations                                                   13

Item 7.     Financial Statements                                              18

Item 8.     Changes in and Disagreements with Accountants on
              Accounting and Financial Disclosure                             33

PART III

Item 9.     Directors, Executive Officers, Promoters and
              Control Persons; Compliance with
              Section 16(a) of the Exchange Act                               33

Item 10.    Executive Compensation                                            36

Item 11.    Security Ownership of Certain Beneficial Owners and
              Management                                                      36

Item 12.    Certain Relationships and Related Transactions                    37

Item 13.    Exhibits, Lists and Reports on Form 8-K                           38

Item 14.    Controls and Procedures                                           38



                                        3
<PAGE>
                                     PART I

                                     ITEM 1.

                             DESCRIPTION OF BUSINESS

COMPANY OVERVIEW
----------------

     CLX Energy, Inc., (the "Company") is an independent oil and gas company
which was incorporated in the State of Colorado on December 12, 1977.  The
Company engages in on-shore oil and gas exploration, development and production
in the continental United States.  The Company's oil and gas activities are
concentrated primarily in Colorado, Kansas, Oklahoma and Wyoming.

FINANCIAL INFORMATION ABOUT INDUSTRY SEGMENTS
---------------------------------------------

     The Company has engaged in only one industry segment and line of business,
namely the acquisition, exploration, development and operation of oil and gas
properties for its own account.  See the Company's Financial Statements included
herein.

FORWARD-LOOKING STATEMENTS
--------------------------

     Certain statements contained in this document, including without limitation
statements containing the words "believes," "anticipates," "intends," "expects,"
and words of similar import, constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
may cause the actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements.

BUSINESS DESCRIPTION
--------------------

     The Company is engaged in the operation of producing oil and gas wells, the
acquisition of producing properties, the acquisition of oil and gas leases, and
the development of oil and gas drilling prospects.  Drilling prospects, both
development and wildcat, are sold to others on a promoted basis with the Company
recovering its land, legal and geological costs and retaining a cost free
interest in the prospect.

     As of September 30, 2003 the Company's significant oil and gas operations
were located in the following areas.

               STATE                    COUNTY
               -----                    ------

               Colorado                 Rio Blanco and Moffat
               Kansas                   Meade, Comanche and Seward
               Oklahoma                 Alfalfa and Beaver
               Wyoming                  Campbell and Crook


                                        4
<PAGE>
PRINCIPAL PRODUCTS PRODUCED AND SERVICES RENDERED
-------------------------------------------------

     The Company's principal products are crude oil and natural gas.  Crude oil
and natural gas are sold to various purchasers, including pipeline companies,
which generally service the area in which the Company's wells are located.  The
Company's oil and gas production is sold to several purchasers, three of which
purchased more than 10% of oil and gas revenues.  Prices received for the
Company's oil and gas production is based upon the "spot" market of the National
Commodity Futures Exchange subject to reductions for transportation and product
quality.  These prices vary from month to month subject to supply and demand.
See the Company's Financial Statements included herein.

STATUS OF NEW PRODUCTS OR INDUSTRY SEGMENTS
-------------------------------------------

     There has been no public announcement of, and no information otherwise has
been made public about a new product or industry segment, which would require
the investment of a material amount of the Company's assets, or which otherwise
is material.

SOURCES AND AVAILABILITY OF RAW MATERIALS
-----------------------------------------

     The existence of commercial oil and gas reserves is essential to the
ultimate realization of value from the Company's properties and therefore may be
considered a raw material essential to the Company's business.  However, the
acquisition, exploration, development, production, and sale of oil and gas is
subject to many factors which are outside the Company's control.  These factors
include national and international economic conditions, availability of drilling
rigs, casing, pipe and other equipment and supplies, proximity to pipelines, the
supply and price of other fuels.  The Company acquires oil and gas properties
from landowners, other owners of interests in such properties, or governmental
entities.  For information relating to specific properties of the Company see
Item 2 below.  The Company currently is not experiencing any difficulty in
acquiring necessary supplies, including drilling rigs.

PATENTS, TRADEMARKS, LICENSES, FRANCHISES AND CONCESSIONS
---------------------------------------------------------

     The Company does not own any patents, trademarks, licenses, franchises, or
concessions, except oil and gas interests granted by governmental authorities
and private land owners.

SEASONAL NATURE OF BUSINESS
---------------------------

     The Company's business is not seasonal in nature.

WORKING CAPITAL ITEMS
---------------------

     Working capital is not required to carry inventories to meet rapid delivery
requirements, or to assure continuous allotments of goods from suppliers.
Access to sufficient cash is essential to take advantage of opportunities to
acquire, develop, and operate oil and gas properties.


                                        5
<PAGE>
MAJOR CUSTOMERS
---------------

     The Company's business does not depend upon a single customer or a very few
customers.  Oil and gas purchasers have been readily available in this Company's
market areas (See Note 9 to Financial Statements).

BACKLOG
-------

     Backlog is not relevant to an understanding of the Company's business.

RENEGOTIATION OR TERMINATION OF GOVERNMENT CONTRACTS
----------------------------------------------------

     No portion of the Company's business is subject to renegotiation of profits
or termination of contracts or subcontracts at the election of the Government.

COMPETITIVE CONDITIONS
----------------------

     The exploration for and development and production of oil and gas are
subject to intense competition.  The principal methods of competition in the
industry for the acquisition of oil and gas leases are the payment of bonus
payments at the time of acquisition of leases, delay rentals, location damage
supplement payments, the use of differential royalty rates, the amount of annual
rental payments and stipulations requiring exploration and production
commitments by the lessee.  Companies with greater financial resources, existing
staff and labor forces, equipment for exploration, and vast experience will be
in a better position than the Company to compete for such leases.  In addition,
the availability of a ready market for oil and gas will depend upon numerous
factors beyond the Company's control, including the extent of domestic
production and imports of oil, proximity and capacity of pipelines, and the
affect of federal and state regulation of oil and gas sales.  The Company has an
insignificant competitive position in the oil and gas industry.

RESEARCH AND DEVELOPMENT
------------------------

     The Company has not engaged and does not currently engage in any research
and development activities.

ENVIRONMENT PROTECTION
----------------------

     The Company is subject to various federal, state, and local provisions
regarding environmental matters, the existence of which has not hindered nor
adversely affected the Company's business.  Although the Company does not
believe its business operations presently impair environmental quality,
compliance with federal, state and local regulations which have been enacted or
adopted regulating the discharge of materials into the environment could have an
adverse effect upon the capital expenditures, earnings and competitive position
of the Company.  Since inception, the Company has not made any material capital
expenditures for environmental control facilities and is not aware of any such
expenditures that will be required in the current or following fiscal years.


                                        6
<PAGE>
EMPLOYEES
---------

     As of September 30, 2003, the Company employed one person, the President
and Chief Executive Officer, on a full-time basis.

FINANCIAL INFORMATION ABOUT FOREIGN AND DOMESTIC OPERATIONS AND EXPORT SALES
----------------------------------------------------------------------------

     The Company has no operations in foreign countries and no portion of its
sales or revenues is derived from customers in foreign countries.



                                        7
<PAGE>
                                     ITEM 2.

                            DESCRIPTION OF PROPERTIES


OFFICE FACILITIES
-----------------

     The Company's offices are located at 518 17th Street, Suite 745, Denver,
Colorado 80202, in space the Company leases from an unaffiliated entity.  The
Company currently occupies approximately 1,138 square feet for which it pays a
monthly rental of $1,343.  The lease is on a month-to-month basis.

OIL AND GAS PROPERTIES
----------------------

     The Company is in only one line of business, that of acquiring, developing
and producing oil and gas properties.  The Company's estimated 10% discounted
future net revenue attributable to proved producing reserves of $1,260,500 as of
September 30, 2003, is attributed 95.4% to natural gas reserves and 4.6% to oil
reserves.

     The Company holds interests in producing and non-producing leaseholds as
set forth below.

<TABLE>
<CAPTION>
           Producing Properties     Non-Prod. Properties
          -----------------------  ---------------------
             Gross        Net         Gross       Net
             Acres       Acres        Acres      Acres
          -----------  ----------  -----------  --------
State
--------
<S>       <C>          <C>         <C>          <C>
Colorado        4,979         706        2,062       206
Kansas          3,625         487        2,074       997
Oklahoma        1,120         212            -         -
Wyoming           716          55        5,116     1,295
          -----------  ----------  -----------  --------

               10,440       1,460        9,252     2,498
</TABLE>

     Net acres represent the gross acres in a lease or leases multiplied by the
Company's working interest in such lease or leases.

     The Company's undeveloped acreage is all held pursuant to leases from the
landowner or a governmental entity.  Such leases have varying dates of execution
and generally expire one to five years after the date of the lease.  The Company
is obligated to pay varying delay rentals to the lessors of such properties to
prevent the leases from expiring.


                                        8
<PAGE>
PROVED AND PROVED DEVELOPED RESERVES
------------------------------------

     The following table shows, for the years indicated, the proved and proved
developed oil and gas reserves attributable to the Company's interests.  Proved
oil and gas reserves are the estimated quantities of crude oil, natural gas, and
natural gas liquids which geological and engineering data demonstrate with
reasonable certainty to be recoverable in future years from known reservoirs
under existing economic and operating conditions, i.e., prices and costs as of
the date the estimate is made.  Prices include consideration of changes in
existing prices provided only by contractual arrangements, but not on
escalations based upon future conditions.  Proved developed oil and gas reserves
are reserves that can be expected to be recovered through existing wells with
equipment and operating methods.  The reserves and economics presented below
were determined under accounting rules which require that fiscal year end price
received for natural gas be used and held constant in projecting oil and gas
reserves which are used to project the value of a producing property.

<TABLE>
<CAPTION>
                            September 30
                          ----------------
                           2003     2002
                          -------  -------
<S>                       <C>      <C>

     Barrels of oil
     --------------
        Proved              9,000    9,000
        Proved developed    9,000    9,000

     MCF of gas
     ----------
        Proved            938,300  764,200
        Proved developed  938,300  511,500
</TABLE>

     No oil and gas of the Company is applicable to long term supply or similar
agreements with foreign governments or authorities in which the Company is a
producer.

ESTIMATED FUTURE NET REVENUES
-----------------------------

     The following table shows, for the years indicated, the present value of
estimated future net revenues to be generated by the sales of the estimated
reserves utilizing a discount factor of 10% per year and holding the sales price
of oil and gas constant at the respective year end levels.

<TABLE>
<CAPTION>
                             September 30
                         -------------------
                            2003      2002
                         ----------  -------
<S>                      <C>         <C>

       Proved            $1,260,500  545,600
       Proved developed  $1,260,500  467,500
<FN>

       The above reserves are located entirely within the United States.
</TABLE>


                                        9
<PAGE>
OIL AND GAS RESERVE ESTIMATES FILED
-----------------------------------

     Since September 30, 2003 the Company has filed no estimates of total proved
net oil or gas reserves with or included such information in reports to any
federal authority or agency other than the Securities and Exchange Commission.

NET OIL AND GAS PRODUCTION
--------------------------

     The following table shows, for the periods indicated, the approximate
production attributable to the Company's oil and gas interests.

<TABLE>
<CAPTION>
                                YEAR ENDED SEPTEMBER 30
                               ------------------------
                                   2003         2002
                               -----------  -----------
<S>                            <C>          <C>

       Crude Oil (Bbls)              2,000        6,000
       Natural Gas (MCF)            76,100       89,900
</TABLE>


     The following table shows, for the periods indicated, the approximate
average sales price per barrel of oil and MCF of gas and approximate average
production cost of oil and gas produced on a relative unit basis.

<TABLE>
<CAPTION>
                              YEAR ENDED SEPTEMBER 30
                              -----------------------
                                  2003        2002
                              -----------  ----------

<S>                           <C>          <C>
   Average Sales Price
       Per Barrel of Oil           $23.09       19.95
       Per MCF of Gas              $ 4.29        2.32

   Average Lifting Cost
       Per Equivalent MCF          $ 1.08         .74
       Per Equivalent BBL          $ 7.17       18.44
</TABLE>


                                       10
<PAGE>
TOTAL GROSS AND NET PRODUCTIVE WELLS AND DEVELOPED ACRES
--------------------------------------------------------

     The following table sets forth the Company's total gross and net productive
wells as of September 30, 2003, which are located on 10,440 gross (1,460 net)
acres:

          Gross Wells           Net Wells
     ---------------------  ------------------
        Oil        Gas         Oil       Gas
     ---------  ----------  --------  --------

             2          23       .15      3.43


NET PRODUCTIVE AND DRY EXPLORATORY AND DEVELOPMENT WELLS
--------------------------------------------------------

     The following table sets forth the number of net productive and dry
exploratory and development wells drilled by the Company during fiscal 2003 and
2002.

      Exploratory Wells         Development Wells
      ------------------        ------------------
      Net Prod.  Net Dry        Net Prod.  Net Dry
      ---------  -------        ---------  -------
                          2002
                          ----
            0.0      .20              .16     0.00
                          2003
                          ----
            0.0      .00              .00     0.00

PRESENT ACTIVITIES
------------------

     As of December 16, 2003, the Company is not involved in the drilling of any
wells.

FUTURE OIL AND GAS DELIVERY CONTRACTS
-------------------------------------

     At September 30, 2003 the Company is not obligated to provide a fixed and
determinable quantity of oil or gas in the future pursuant to existing contracts
or agreements.


                                     ITEM 3.

                                LEGAL PROCEEDINGS

     The Company is not a party to any pending legal proceedings, nor have any
such proceedings been threatened and none are contemplated.  The Company knows
of no legal proceedings, pending or threatened, or judgments against any
Director or Officer of the Company in their capacity as such, nor are any such
persons involved in "Certain Legal Proceedings" as defined in Section 401(f) of
Regulation SK.


                                       11
<PAGE>
                                     ITEM 4.

               SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     No matters were submitted to the vote of security holders during the fourth
quarter of the fiscal year.


                                     PART II


                                     ITEM 5.

            MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     The Company's Common Stock is traded in the over-the-counter market and
listed on the Bulletin Board under the symbol "CLXE".  The following quotations,
where quotes were available, were obtained from information published by the
NASD and reflect inter-dealer prices, without retail mark-up, markdown or
commission and may not necessarily represent actual transactions.

<TABLE>
<CAPTION>
FISCAL 2002
-----------
                      HIGH  LOW
                      ----  ---
<S>                   <C>   <C>

Quarter Ended
  December 31, 2001    .55  .26
  March 31, 2002       .26  .26
  June 30, 2002        .26  .25
  September 30, 2002   .25  .16

FISCAL 2003
-----------
                      HIGH  LOW
                      ----  ---
Quarter Ended
  December 31, 2002    .23  .16
  March 31, 2003       .23  .10
  June 30, 2003        .23  .10
  September 30, 2003   .25  .10
</TABLE>

     The Company has paid no dividends on its common stock and does not expect
to pay dividends in the foreseeable future.

     The following table sets forth the approximate number of security holders
of record of the Company's $0.01 par value common stock as of September 30,
2003.

<TABLE>
<CAPTION>
     TITLE OF CLASS   SHARES OUTSTANDING  NUMBER OF SHAREHOLDERS
     ---------------  ------------------  ----------------------
<S>                   <C>                 <C>
     $0.01 Par Value           2,631,936                     441
      Common Stock
</TABLE>


                                       12
<PAGE>
                                     ITEM 6.


           MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

     Certain Statements contained in this Form 10-KSB contain "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995 and involve risks and uncertainties that could cause actual results to
differ materially from the results, financial or otherwise, or other
expectations described in such forward-looking statement.  Any forward-looking
statement or  statements speak only as of the date on which such statements were
made, and the Company undertakes no obligation to update any forward-looking
statement to reflect events or circumstances after the date on which such
statements are made or reflect the occurrence of unanticipated events.
Therefore, forward-looking statements should not be relied upon as prediction of
actual future results.

LIQUIDITY, CAPITAL RESOURCES AND COMMITMENTS
--------------------------------------------

     During fiscal 2003 the Company did not participate in the drilling of any
wells.  In fiscal 2002 the Company sold its interest in the Densmore Field
located in Norton County, Kansas which was purchased during fiscal 2001.
Operating costs for this field were considered excessive.

     The Company's current assets exceed its current liabilities by
approximately $46,000.  Based on current prices received for oil and gas, the
Company believes that net cash flow from oil and gas sales should be adequate to
cover the fixed costs of the Company for the next fiscal year, including
servicing the bank debt.

     The company's projected payments on long-term debt and asset retirement
obligations as of September 30, 2003 are as follows:

<TABLE>
<CAPTION>
                                Less than  1 to 2    3 to 5  More than
                       Total     one year  years     years    5 years
                     ----------  --------  ------  ---------  -------
<S>                  <C>         <C>       <C>     <C>        <C>

   Long-term debt    $  146,857    84,000  62,857          -        -
   Asset retirement
     Obligations         18,130         -     790      6,282   11,058
                     ----------  --------  ------  ---------  -------
       Totals        $  164,987    84,000  63,647      6,282   11,058
                     ==========  ========  ======  =========  =======
</TABLE>

     The Company currently has drilling prospects which it will be actively
marketing to industry participants on a promoted basis.


RESULTS OF OPERATIONS
---------------------
YEAR ENDED SEPTEMBER 30, 2003 COMPARED WITH YEAR ENDED SEPTEMBER 30, 2002:
--------------------------------------------------------------------------

Operating Revenue
-----------------

     Revenue from oil and gas sales for the year ended September 30, 2003 was
$355,552 compared to $308,146 for the year ended September 30, 2002.  This
increase is primarily attributable to higher prices for oil and gas offset by
declining production volumes and revenues from certain oil and gas wells sold in
August 2002.  Management fees declined by $3,241 or less than five percent.


                                       13
<PAGE>
     A comparison of approximate volumes sold and average unit prices is
summarized as follows:

<TABLE>
<CAPTION>
                                  YEAR ENDED SEPTEMBER 30
                                  -----------------------
     Quantities Sold                 2003         2002
     ---------------              -----------  ----------
<S>                               <C>          <C>
       Oil (Bbls.)                      2,000       6,000
       Gas (MCF)                       76,100      89,900

     Average Unit Price
     ------------------
       Oil (Bbls.)                $     23.09       19.95
       Gas (MCF)                  $      4.29        2.32
</TABLE>


Operating Expenses and Other
----------------------------

     Lease operating expense and production taxes decreased to $140,690 for the
year ended September 30, 2003 compared to $226,950 for the year ended September
30, 2002.  The decrease was primarily due to a reduction in workover costs and
lease operating expenses (primarily associated with certain oil an gas wells
that were sold in August 2002) and a reduction in estimated ad valorem taxes.

     Depreciation and depletion decreased as a result of the decrease in
quantities of oil and gas produced and the lower carrying value of the oil and
gas properties due to the impairment provision in the fiscal year ended
September 30, 2002.

     The Company recorded a $6,710 provision for impairment of oil and gas
properties for the year ended September 30, 2003.  The Company also recorded a
$79,331 impairment provision for the year ended September 30, 2002.  The
impairment provisions were the result of lower estimated value of reserves on
certain wells at the end of the respective fiscal year.

     Dry hole and abandoned leases expense decreased from $122,240 in fiscal
2002 to $10,542 in fiscal 2003 primarily due to a decrease in drilling activity.

     General and administrative expense for the year ended September 30, 2003
was $171,066 compared to $191,001 for the year ended September 30, 2002.  The
decrease was primarily due to reduction in compensation expense and professional
fees.

     During the year ended September 30, 2003 the Company had a gain of $5,765
from selling part of its interest in certain undeveloped oil and gas leases.
During the year ended September 30, 2002 the Company had a $7,673 loss on sale
of assets, primarily from selling certain producing oil and gas properties.

     The Company settled certain disputed unsecured accounts payable for less
than the amounts previously billed to the Company and previously recorded by the
Company as an expense in a prior year.  The amount of $30,379 was recorded as
other income during fiscal 2003.

     Interest income decreased as a result of a decrease in the amount of
interest bearing cash accounts and lower interest rates.

     Interest expense decreased as a result of a reduction in the average amount
of debt outstanding and lower interest rates.


                                       14
<PAGE>
     Effective October 1, 2002, the Company adopted Statement of Financial
Accounting Standards No. 143 "Accounting for Asset Retirement Obligations"
("SFAS No. 143").  The transition adjustment related to adopting SFAS No. 143,
was recognized as a cumulative effect of a change in accounting principle.  The
cumulative effect on net income of adopting SFAS No. 143 was $10,620.

RESULTS OF OPERATIONS
---------------------
YEAR ENDED SEPTEMBER 30, 2002 COMPARED WITH YEAR ENDED SEPTEMBER 30, 2001:
--------------------------------------------------------------------------

Operating Revenue
-----------------

     Revenue from oil and gas sales for the year ended September 30, 2002 was
$308,146 compared to $848,586 for the year ended September 30, 2001.  This
decrease is primarily attributable declining  production and lower prices for
oil and gas.  Management fees declined by $5,739 primarily due to reduced
administrative fees received from a partnership.

     A comparison of approximate volumes sold and average unit prices is
summarized as follows:

<TABLE>
<CAPTION>
                                  YEAR ENDED SEPTEMBER 30
                                  -----------------------
     Quantities Sold                 2003         2002
     ---------------              -----------  ----------
<S>                               <C>          <C>
       Oil (Bbls.)                      6,000       5,900
       Gas (MCF)                       89,900     135,000

     Average Unit Price
     ------------------
       Oil (Bbls.)                $     19.95       23.36
       Gas (MCF)                  $      2.32        5.03
</TABLE>

Operating Expenses and Other
----------------------------

     Lease operating expense and production taxes decreased to $226,950 for the
year ended September 30, 2002 compared to $238,674 for the year ended September
30, 2001.  The decrease  was primarily due to reduced production taxes on lower
oil and gas revenues offset by significant workover costs incurred on certain
oil and gas wells and higher than estimated ad valorem taxes.

     Depreciation and depletion decreased as a result of the decrease in oil and
gas production and the lower carrying value of the oil and gas properties due to
the impairment provision in the fiscal year ended September 30, 2001.

     The Company recorded a $79,331 provision for impairment of oil and gas
properties for the year ended September 30, 2002.  The Company also recorded a
$159,932 impairment provision for the year ended September 30, 2001.  The
impairment provisions were the result of lower oil and gas prices at the end of
the respective fiscal year.

     Dry hole and abandoned leases expense did not change significantly.

     General and administrative expense for the year ended September 30, 2002
was $191,001 compared to $265,545 for the year ended September 30, 2001.  The
decrease was primarily due to a reduction in compensation expense, nonrecurring
expenses incurred in the prior year for a stockholders' meeting to reverse split
the common stock of the Company and $28,000 of expense associated with a stock
option granted in the prior year.


                                       15
<PAGE>
     During the year ended September 30, 2002 the Company had a $7,673 loss on
sale of assets, primarily from selling certain producing oil and gas properties.
During the year ended September 30, 2001 the Company had a gain of $20,735 from
selling part of its interest in undeveloped oil and gas leases.

     Interest income decreased as a result of a decrease in the amount of
interest bearing cash accounts and lower interest rates.

     Interest expense decreased as a result of a reduction in the average amount
of debt outstanding and lower interest rates.


Recently Issued Accounting Standards
------------------------------------

     In December 2002, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 148, Accounting for Stock-Based Compensation - Transition and
Disclosure.  This statement amends SFAS No. 123, Accounting for Stock Based
Compensation, and establishes two alternative methods of transition for the
intrinsic value method to the fair value method accounting for stock-based
employee compensation.  SFAS No. 148 requires prominent disclosure about the
effects on reported net income (loss) and requires disclosure for these effects
in interim financial information.  The Company adopted the disclosure only
provisions of SFAS No. 148 in 2003 and plans to continue accounting for
stock-based compensation under APB 25.

Critical Accounting Policies
----------------------------

The Company believes the following represent its critical accounting policies:

Revenue Recognition - The Company's revenue recognition policy is significant
because its revenue is a key component of its results of operations.  In
addition, revenue recognition determines the timing of certain expenses such as
production taxes.  The Company recognizes oil and gas revenue as oil and gas is
produced.  At times, the Company is required to estimate the quantities produced
and related revenues.  Management fees are recognized when the Company performs
the service and collection is probable.  Revenue results are difficult to
estimate or predict, and any shortfall in revenue could cause operating results
to vary significantly.

Oil and gas properties - The Company follows the successful efforts method of
accounting.  Lease acquisition and development costs (tangible and intangible)
for expenditures relating to proved oil and gas properties are capitalized.
Delay and surface rentals are charged to expense in the year incurred.  Dry hole
costs incurred on exploratory operations are expensed.  Dry hole costs
associated with developing proved fields are capitalized.  Expenditures for
additions, betterments, and renewals are capitalized.  Geological and
geophysical costs are expensed when incurred.


                                       16
<PAGE>
Provisions for depreciation and depletion of capitalized exploration and
development costs are computed on the unit-of-production method based on
estimated proved developed reserves of oil and gas on a property by property
basis.  An additional impairment provision is recorded if the estimated fair
market value is less than the carrying amount of the assets on a property by
property basis.  Oil and gas reserve estimates are inherently imprecise and are
continually subject to revisions based on production history, results of
additional exploration and development, price of oil and gas and other factors.
Accordingly it is at least reasonably possible those estimates could be revised
in the near term and those revisions could be material.





                                       17
<PAGE>
                                     ITEM 7.


                              FINANCIAL STATEMENTS
                              --------------------


                                CLX ENERGY, INC.


                          INDEX TO FINANCIAL STATEMENTS



                                                                          Page

Independent Auditor's Report                                               19
Balance Sheet - September 30, 2003                                         20
Statements of Operations - years ended
  September 30, 2003 and 2002                                              21
Statements of Stockholders' Equity -
  years ended September 30, 2003 and 2002                                  22
Statements of Cash Flows - years ended
  September 30, 2003 and 2002                                              23
Notes to Financial Statements - years
  ended September 30, 2003 and 2002                                        24





                                       18
<PAGE>
                                EASTON AND BARSCH
                          CERTIFIED PUBLIC ACCOUNTANTS
                       8790 WEST COLFAX AVENUE, SUITE 106
                               LAKEWOOD, CO  80215


                          INDEPENDENT AUDITORS' REPORT


To the Board of Directors
CLX Energy, Inc.
Denver, CO


We have audited the accompanying balance sheet of CLX Energy, Inc. as of
September 30, 2003 and the related statements of operations, changes in
stockholders' equity and cash flows for each of the years in the two-year period
ended September 30, 2003.  These financial statements are the responsibility of
the Company's management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America.  Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of CLX Energy, Inc. as of
September 30, 2003 and the results of its operations and its cash flows for each
of the years in the two-year period ended September 30, 2003, in conformity with
accounting principles generally accepted in the United States of America.



EASTON AND BARSCH
Certified Public Accountants
Lakewood, Colorado

December 22, 2003


                                       19
<PAGE>
<TABLE>
<CAPTION>
                                CLX ENERGY, INC.
                                  Balance Sheet
                               September 30, 2003


                Assets
                ------
<S>                                                   <C>
Current assets:
   Cash                                               $ 227,678
   Accounts receivable:
     Trade                                               76,484
     Oil and gas sales                                   77,725
   Prepaid expenses                                       4,161
                                                      ----------
          Total current assets                          386,048
                                                      ----------
Property and equipment, at cost:
   Oil and gas properties (successful
     effort method):
       Proved                                           844,893
       Unproved                                          38,467
   Office equipment                                      16,353
                                                      ----------
                                                        899,713
       Less accumulated depreciation
         and depletion                                 (683,859)
                                                      ----------
   Property and equipment, net                          215,854
Other assets - oil and gas bond deposit                  28,651
                                                      ----------
                                                      $ 630,553
                                                      ==========

     Liabilities and Stockholders' Equity
     ------------------------------------
Current liabilities:
   Accounts payable:
     Trade                                            $ 131,202
     Oil and gas sales                                  116,331
   Current portion of long-term debt                     84,000
   Accrued liabilities and other                          8,355
                                                      ----------
          Total current liabilities                     339,888
                                                      ----------
Other liabilities:
   Long-term debt, less current portion                  62,857
   Asset retirement obligations                          18,130
                                                      ----------
          Total other liabilities                        80,987
                                                      ----------
Stockholders' equity:
   Preferred stock, $.01 par value,
      2,000,000 shares authorized,
      600,000 shares designated Series A
      $.06 cumulative convertible - no
      shares outstanding                                      -
   Common stock, $.01 par value,
      50,000,000 shares authorized,
      2,631,936 shares issued and
      outstanding                                        26,319
   Additional paid-in capital                           846,941
   Accumulated deficit                                 (663,582)
                                                      ----------
          Net stockholders' equity                      209,678
                                                      ----------
                                                      $ 630,553
                                                      ==========
<FN>

The accompanying notes are an integral part of these financial statements.
</TABLE>


                                       20
<PAGE>
<TABLE>
<CAPTION>
                                CLX ENERGY, INC.
                            Statements of Operations
                    Years Ended September 30, 2003 and 2002


                                                  2003         2002
                                               -----------  ----------
<S>                                            <C>          <C>
Revenues:
   Oil and gas sales                           $  355,552     308,146
   Management fees                                 68,239      71,480
                                               -----------  ----------
     Total revenues                               423,791     379,626
                                               -----------  ----------
Operating expenses:
   Lease operating and production taxes           140,690     226,950
   Lease rentals                                      593       1,614
   Dry holes and abandoned leases                  10,542     122,240
   Depreciation and depletion                      59,491     115,355
   Impairment of oil and gas properties             6,710      79,331
   General and administrative                     171,066     191,001
                                               -----------  ----------
     Total operating expenses                     389,092     736,491
                                               -----------  ----------
     Operating income (loss)                       34,699    (356,865)
                                               -----------  ----------
Other income (expenses):
   Gain (loss) on sale of assets                    5,765    (  7,673)
   Gain on settlement of debt                      30,379           -
   Interest income                                  4,463       8,843
   Interest expense                              (  9,061)   ( 23,685)
                                               -----------  ----------
     Total other income (expenses)                 31,546    ( 22,515)
                                               -----------  ----------
Income (loss) before income taxes                  66,245    (379,380)
Income tax (expense) benefit                            -      10,525
                                               -----------  ----------
Income (loss) before cumulative effect of
 accounting change                                 66,245    (368,855)
Cumulative effect of accounting change           ( 10,620)          -
                                               -----------  ----------

          Net income (loss)                    $   55,625    (368,855)
                                               ===========  ==========

Net income (loss) per share:
   Basic:
      Income (loss) before cumulative
        effect of accounting change            $     0.02    (   0.14)
      Cumulative effect of accounting change     (      -)          -
                                               -----------  ----------
        Net income (loss)                      $     0.02    (   0.14)
                                               ===========  ==========
   Diluted:
      Income (loss) before cumulative
        effect of accounting change            $     0.02    (   0.14)
      Cumulative effect of accounting change     (      -)          -
                                               -----------  ----------
        Net income (loss)                      $     0.02    (   0.14)
                                               ===========  ==========

Weighted average number of
   common shares outstanding:
      Basic                                     2,631,936   2,631,936
                                               ===========  ==========
      Diluted                                   2,631,936   2,631,936
                                               ===========  ==========
<FN>

The accompanying notes are an integral part of these financial statements.
</TABLE>


                                       21
<PAGE>
<TABLE>
<CAPTION>
                                CLX ENERGY, INC.
                       Statements of Stockholders' Equity
                    Years Ended September 30, 2003 and 2002



                                    Common Stock     Additional
                                 ------------------   Paid-in    Accumulated
                                  Shares    Amount    Capital      Deficit
                                 ---------  -------  ----------  -----------
<S>                              <C>        <C>      <C>      <C>
Balances,
  October 1, 2001                2,631,936  $26,319     846,941    (350,352)

Net loss                                 -        -           -    (368,855)
                                 ---------  -------  ----------  -----------

Balances,
  September 30, 2002             2,631,936   26,319     846,941    (719,207)

Net income                               -        -           -      55,625
                                 ---------  -------  ----------  -----------

Balances,
  September 30, 2003             2,631,936  $26,319     846,941    (663,582)
                                 =========  =======  ==========  ===========
<FN>

The accompanying notes are an integral part of these financial statements.
</TABLE>


                                       22
<PAGE>
<TABLE>
<CAPTION>
                                CLX ENERGY, INC.
                            Statements of Cash Flows
                    Years Ended September 30, 2003 and 2002



                                                  2003       2002
                                               ----------  ---------
<S>                                            <C>         <C>
Cash flows from operating activities:
   Net income (loss)                           $  55,625   (368,855)
                                               ----------  ---------
   Adjustments to reconcile net income
    to net cash provided by operating
    activities:
      Cumulative effect of accounting change      10,620          -
      Gain on extinguishment of debt            ( 30,379)         -
      Depreciation and depletion                  59,491    115,355
      Impairment of oil and gas properties         6,710     79,331
      Abandoned properties                             -     24,873
      Gain (loss) on sale of assets             (  5,765)     7,673
      (Increase) decrease in
       accounts receivable                        13,829    450,266
      Increase in prepaid expenses              (     81)  (    521)
      Decrease in accounts payable              ( 83,526)  (442,631)
      Decrease in accrued
       liabilities and other                           -   (  7,500)
                                               ----------  ---------
        Total adjustments                       ( 29,101)   226,846
                                               ----------  ---------
        Net cash provided by (used in)
         operating activities                     26,524   (142,009)
                                               ----------  ---------
Cash flows from investing activities:
   Proceeds from sale of property
    and equipment                                  7,160    199,091
   Purchase of property and equipment           ( 23,375)  ( 34,420)
   Additions to other assets                    (    696)  (    941)
                                               ----------  ---------
          Net cash provided by (used
           in) investing activities             ( 16,911)   163,730
                                               ----------  ---------
Cash flows from financing activities:
   Payments on long-term borrowings             ( 96,000)  (245,000)
                                               ----------  ---------
          Net cash used in
           financing activities                 ( 96,000)  (245,000)
                                               ----------  ---------

          Net decrease in cash                  ( 86,387)  (223,279)

Cash, beginning of year                          314,065    537,344
                                               ----------  ---------

Cash, end of year                              $ 227,678    314,065
                                               ==========  =========


Supplemental disclosures of cash flow:
   Interest paid                               $  23,685     23,685
                                               ==========  =========
   Income taxes paid                           $       -          -
                                               ==========  =========
<FN>


The accompany notes are an integral part of these financial statements.
</TABLE>


                                       23
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


(1) Summary of Significant Accounting Policies
    ------------------------------------------

     (a)  Nature of operations
          --------------------
          The Company is engaged in the oil and gas business which consists of
          acquiring, exploring, developing, selling and operating oil and gas
          properties. The Company's oil and gas activities are subject to
          existing Federal, state and local environmental laws, rules and
          regulations. All of the Company's activities are in the United States,
          primarily Colorado, Kansas, Oklahoma and Wyoming. The Company's oil
          and gas production is sold to several purchasers, some of which
          purchase more than 10 percent of oil and gas revenues.

     (b)  Use of estimates
          ----------------
          The preparation of financial statements in conformity with generally
          accepted accounting principles requires management to make estimates
          and assumptions that affect certain reported amounts and disclosures.
          Oil and gas reserve estimates are inherently imprecise and are
          continually subject to revisions based on production history, results
          of additional exploration and development, price of oil and gas and
          other factors. Accordingly it is at least reasonably possible those
          estimates could be revised in the near term and those revisions could
          be material.

     (c)  Property and equipment
          ----------------------
          The Company follows the successful efforts method of accounting. Lease
          acquisition and development costs (tangible and intangible) for
          expenditures relating to proved oil and gas properties are
          capitalized. Delay and surface rentals are charged to expense in the
          year incurred. Dry hole costs incurred on exploratory operations are
          expensed. Dry hole costs associated with developing proved fields are
          capitalized. Expenditures for additions, betterments, and renewals are
          capitalized. Geological and geophysical costs are expensed when
          incurred.

          Upon sale or retirement of proved properties, the cost thereof and the
          accumulated depreciation or depletion are removed from the accounts
          and any gain or loss is credited or charged to income. Maintenance and
          repairs are charged to operating expenses.

          Provisions for depreciation and depletion of capitalized exploration
          and development costs are computed on the unit-of-production method
          based on estimated proved developed reserves of oil and gas on a
          property by property basis. An additional impairment provision is
          recorded if the estimated fair market value is less than the carrying
          amount of the assets on a property by property basis.


                                       24
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


          Unproved properties are assessed periodically to determine whether
          they are impaired. When impairment occurs, an impairment loss is
          recognized. When leases for unproved properties expire, any remaining
          cost is expensed.

          Depreciation on office equipment is provided using accelerated methods
          with estimated useful lives of five to seven years.

     (d)  Cash and cash equivalents
          -------------------------
          The Company considers all highly liquid debt instruments purchased
          with an original maturity of three months or less to be cash
          equivalents.

     (e)  Fair value of financial instruments
          -----------------------------------
          The Company's financial instruments consist of cash, accounts
          receivable, accounts payable, bank debt, and accrued liabilities. The
          carrying value of cash and cash equivalents, accounts receivable,
          accounts payable, bank debt, and accrued liabilities are considered to
          be representative of their fair market value, due to the short
          maturities of such instruments.

     (f)  Income (loss) per common share
          ------------------------------
          Statement of Financial Accounting Standards (SFAS) No. 128 Earnings
          Per Share, requires dual presentation of basic and diluted earnings
          per share (EPS) with a reconciliation of the numerator and denominator
          of the basic EPS computation to the numerator and denominator of the
          diluted EPS computation. Basic EPS excludes dilution. Diluted EPS
          reflects the potential dilution that could occur if securities or
          other contracts to issue common stock were exercised or converted into
          common stock or resulted in the issuance of common stock that then
          shared in the earnings of the entity.

          Basic income (loss) per share of common stock is computed based on the
          weighted average number of common shares outstanding during the year.
          Diluted EPS includes the potential conversion of dilutive stock
          options. Options are not considered in the diluted computations for
          the years ended September 30, 2003 or 2002, as the impact of the
          potential common shares (250,000) would be to decrease loss per share.

     (g)  Stock-Based Compensation
          ------------------------
          SFAS No. 123, Accounting for Stock-Based Compensation, as amended by
          SFAS No. 148, allows companies to choose whether to account for
          employee stock-based compensation on fair value methods, or to
          continue accounting for such compensation under the intrinsic value
          method prescribed in Accounting Principles Board Opinion No. 25,
          Accounting for Stock Issued to Employees (APB 25). The Company has
          chosen to continue to account for employee stock-based compensation
          using APB 25.


                                       25
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


     (h)  Derivative Instruments
          ----------------------

          Statement of Financial Accounting Standard (SFAS) No. 133, Accounting
          for Derivative Instruments and Hedging Activities, as amended,
          establishes accounting and reporting standards requiring that every
          derivative instrument be recorded in the balance sheet as either an
          asset or liability measured at fair value be recognized currently in
          earnings (loss) unless specific hedge accounting criteria are met.

     (i)  Recently Issued Accounting Standards
          ------------------------------------

          In December 2002, the Financial Accounting Standards Board ("FASB")
          issued SFAS No. 148, Accounting for Stock-Based Compensation -
          Transition and Disclosure. This statement amends SFAS No. 123,
          Accounting for Stock Based Compensation, and establishes two
          alternative methods of transition for the intrinsic value method to
          the fair value method accounting for stock-based employee
          compensation. SFAS No. 148 requires prominent disclosure about the
          effects on reported net income (loss) and requires disclosure for
          these effects in interim financial information. The Company adopted
          the disclosure only provisions of SFAS No. 148 in 2003 and plans to
          continue accounting for stock-based compensation under APB 25.

(2)  Oil and Gas Property Acquisition and Sale
     -----------------------------------------
          In December 2000 the Company acquired interests in fifteen producing
          oil and gas wells for approximately $265,000. The Company borrowed
          $265,000 from a bank in connection with the acquisition. In September
          2002 the Company sold its interest in the fifteen producing oil and
          gas wells for approximately $178,000. The Company paid $135,000 of the
          proceeds on its bank debt.

(3)  Risk Considerations
     -------------------
          The Company is subject to risks and uncertainties common to
          independent oil and gas companies, including limited financial
          resources, changing oil and gas prices, activities of larger
          competitors and dependence on key personnel.

(4)  Note Payable
     ------------
          At September 30, 2003, the Company owed a bank $146,857. Monthly
          principal payments of $7,000 plus interest at 4.50% are due on the
          loan. The loan is secured by the Company's oil and gas properties and
          a portion of the loan is guaranteed by a major shareholder.

          The weighted average balance outstanding and the weighted average
          interest rate for 2003 and 2002 were as follows:
                                                       2003          2002
                                                       ----          ----
          Weighted average balance
            outstanding                             $ 194,857       432,857
          Weighted average interest rate                  4.7%          5.5%


                                       26
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


(5)  Asset Retirement Obligations
     ----------------------------
          Effective October 1, 2002, the Company adopted Statement of Financial
          Accounting Standards No. 143 "Accounting for Asset Retirement
          Obligations" ("SFAS No. 143"). This statement requires that the fair
          value of an asset retirement obligation be recognized in the period in
          which it is incurred if a reasonable estimate of fair value can be
          made. The present value of the estimated asset retirement cost is
          capitalized as part of the carrying amount of the long-lived asset.
          The Company's asset retirement obligations relate to the abandonment
          of oil and gas producing facilities. SFAS no. 143 requires
          depreciation of the capitalized asset retirement cost and accretion of
          the asset retirement obligation over time. The depreciation will
          generally be determined on a unit-of-production basis over the life of
          the producing wells, while the accretion to be recognized will
          escalate over the life of the producing assets, typically as
          production declines.

          The transition adjustment related to adopting SFAS No. 143 effective
          October 1, 2002, was recognized as a cumulative effect of a change in
          accounting principle. The cumulative effect on net income of adopting
          SFAS No. 143 was $10,620. At the time of adoption, total assets
          increased by $6,322 and total liabilities increased by $16,942. The
          amounts recognized are based upon numerous estimates and assumptions.
          Changes in asset retirement obligations during the fiscal years were
          as follows:

<TABLE>
<CAPTION>
                                                                Pro forma
                                                              2003     2002
                                                             -------  ------
<S>                                                          <C>      <C>
               Asset retirement obligations at October 1     $16,942  15,834
                 Liabilities incurred during the year              -       -
                 Liabilities settled during the year               -       -
                 Accretion expense (included in
                  depreciation and depletion                   1,188   1,108
                                                             ---------------
               Asset retirement obligations at September 30  $18,130  16,942
                                                             ===============
</TABLE>

          Pro forma data for 2002 was prepared as if SFAS No. 143 had been
          adopted on October 1, 2001. If adopted, loss before cumulative effect
          of changes in accounting principle for the 2002 fiscal year would have
          increased by approximately $8,000 and there would have been no impact
          on loss per share.

(6)  Stock Options
     -------------
          On March 20, 2001 the Board of Directors granted an officer of the
          Company a non-qualified option to purchase 125,000 shares of stock of
          the Company at $.40 per share.


                                       27
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


          During the 1994 fiscal year the Company adopted an employee incentive
          stock option plan that provides for the issuance to employees,
          including officers, of up to 10 percent of the issued and outstanding
          shares of common stock in accordance with the plan. Under this plan,
          options are exercisable at market price of the Company's common stock
          on the date of grant, have a term of ten years and are earned over a
          five-year period. Options on 125,000 shares were granted on April 26,
          1999 and remain outstanding at September 30, 2003.

          During the 1994 fiscal year the Company adopted a director stock
          option plan which provides for the issuance to members of the board,
          who are not full time employees of the Company, options to purchase up
          to 31,250 shares of the Company's common stock in accordance with the
          plan. Under this plan, options are exercisable at market price of the
          Company's common stock on the date of grant, have a term of ten years
          and are earned over a five year period. No options are outstanding
          under this plan.

          A summary of certain stock options information follows:

<TABLE>
<CAPTION>
                                              Outstanding options   Exercisable options
                                              --------------------  -------------------
                                                          Weighted             Weighted
                                              Number of   average   Number of  average
                                               shares      price     shares     price
                                              ---------  ---------  ---------  --------
<S>                                           <C>        <C>        <C>        <C>
          September 30, 2002:
          -------------------
          Incentive stock options              125,000  $     .64     75,000  $    .64
          Non-qualified options                125,000        .40    125,000       .40

          September 30, 2003:
          -------------------
          Incentive stock options              125,000  $     .64    100,000  $    .64
          Non-qualified options                125,000        .40    125,000       .40
</TABLE>

          No stock options were exercised during the 2003 or 2002 fiscal years.

          The Company has elected to account for grants of stock options under
          APB Opinion No. 25. No options were granted during the 2003 or 2002
          fiscal years.

          Statement of Financial Accounting Standards No. 123, "Accounting for
          Stock-Based Compensation", (SFAS No. 123) requires compensation
          expense to be determined based on the fair value, as defined, of
          options at the grant date. Pro forma net earnings and pro forma
          earnings per share must be disclosed based on the additional
          compensation expense. For purposes of these pro forma disclosures, the
          estimated fair value of the options granted during the 2001 fiscal
          year, using the Black-Scholes option pricing model, assumed no
          dividend yield, volatility of 77%, interest rate of 5% and expected


                                       28
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002



          life of 5 years. The estimated fair value of the options granted is
          amortized to expense over the options vesting period. Had compensation
          cost for the stock options granted been based on the estimated fair
          value at the grant dates, as prescribed by SFAS No. 123, the Company's
          pro forma net income (loss) and net income (loss) per share would have
          been as follows:

<TABLE>
<CAPTION>
                                                   2003      2002
                                                  -------  ---------
<S>                                               <C>      <C>

          Net income (loss):
            As reported                           $55,625  (368,855)
            Pro forma                              48,225  (376,255)
          Net income (loss) per share:
            Basic:
              As reported                         $  0.02   (  0.14)
              Pro forma                              0.02   (  0.14)
            Diluted:
              As reported                         $  0.02   (  0.14)
              Pro forma                              0.02   (  0.14)
</TABLE>

 (7)  Income Taxes
      ------------
          As a result of the net loss for the year ended September 30, 2002, an
          income tax benefit was recorded for the potential refund of taxes paid
          in prior years.

          At September 30, 2003, after giving effect to ownership change that
          occurred in a prior fiscal year, the Company had a net operating loss
          carryforward of approximately $502,000 that expires in varying amounts
          from September 30, 2006 through 2022. The Company's net operating loss
          carryforward is subject to an annual limitation which may defer the
          utilization of the losses as a result of an ownership change as
          defined in Section 382 of the Internal Revenue Code. Differences
          between income tax and financial statement basis of assets
          (approximately $51,000) consists of intangible drilling costs
          ($34,000) which are expensed for tax purposes offset by basis
          difference of oil and gas properties ($85,000) that have a lower
          financial statement basis than income tax basis primarily as a result
          of impairments of oil and gas properties.

          Benefit relating to the net operating loss carryforward has not been
          reflected as a net deferred tax asset because the limited carryover
          period combined with the history of losses of the Company make it more
          likely than not that the net operating losses will not be utilized by
          the Company prior to their expiration.


                                       29
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


          Components of deferred tax liabilities and deferred tax assets of the
          Company are comprised of the following at September 30, 2003:

<TABLE>
<CAPTION>
<S>                                                   <C>
          Gross deferred tax assets:
          Proved properties
            basis differences                         $  18,000
          Net operating loss carryforward               176,000
          Valuation allowance for deferred
            tax assets                                 (194,000)
                                                      ----------
          Net deferred amount                         $       -
                                                      ==========
</TABLE>

(8)  Lease
     -----
          The Company leases office space on a month to month basis. The Company
          pays monthly rent of $1,343. The lease also requires the Company to
          pay certain operating costs of the leased property. The Company
          subleases part of the space for $575 per month. Rent expense totaled
          $9,637 and $9,818 during 2002 and 2001, respectively.

 (9)  Major Customers
      ---------------
          During the years ended September 30, 2003 and 2002 the Company had the
          following major customers which acquired 10% or more of total oil and
          gas revenues:

<TABLE>
<CAPTION>
                                       2003   2002
                                       -----  -----
<S>                                    <C>    <C>
               Enserco                   33%    22%
               NCRA                       -     28%
               Oneok Energy              41%    18%
</TABLE>

 (10)  Gain on Settlement of Debt
       --------------------------

          The Company settled certain disputed unsecured accounts payable for
          less than the amounts previously billed to the Company and previously
          recorded by the Company as an expense in a prior year. The amount of
          $30,379 was recorded as other income during fiscal 2003.

(11) Oil and Gas Expenditures
     ------------------------
          The Company's results of operations from oil and gas exploration and
          production activities (all within the United States) for fiscal 2003
          and 2002 were as follows:

<TABLE>
<CAPTION>
                                               2003       2002
                                            ----------  ---------
<S>                                         <C>         <C>
             Revenues from oil and gas
               producing activities         $ 355,552    308,146
             Producing costs                 (140,690)  (226,950)
             Depreciation, depletion and
               impairment provision          ( 64,730)  (192,479)
                                            ----------  ---------
             Results of operations from
               oil and gas producing
               activities (excluding
               general and administrative
               and interest costs)          $ 150,132   (111,283)
                                            ==========  =========
</TABLE>


                                       30
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


          The following table sets forth the costs incurred in oil and gas
          producing activities during 2003 and 2002:

<TABLE>
<CAPTION>
                                                     2003     2002
                                                    -------  ------
<S>                                                 <C>      <C>

             Property acquisition costs:
               Unproved                             $ 8,896  18,019
             Exploration costs                            -  90,813
             Development costs                       14,479  34,294
</TABLE>

          Depreciation and depletion of oil and gas properties per $1.00 of
          gross revenue was $0.16 and $0.37 in 2003 and 2002, respectively. The
          impairment provision of oil and gas properties per $1.00 of gross
          revenue was $0.02 and $0.26 in 2003 and 2002, respectively.

          The capitalized costs related to oil and gas properties were as
          follows at September 30, 2003 and 2002:

<TABLE>
<CAPTION>
                                                      2003       2002
                                                   ----------  ---------
<S>                                                <C>         <C>

          Proved properties                        $ 844,893    820,182
          Unproved properties                         38,467     25,968
                                                   ----------  ---------
            Total capitalized costs                  883,360    846,150
          Less accumulated depreciation
            and depletion                           (669,419)  (601,967)
                                                   ----------  ---------
            Net capitalized costs                  $ 213,941    244,183
                                                   ==========  =========
</TABLE>

(12) Supplemental Schedules of Reserve Information (Unaudited)
     ---------------------------------------------------------
          The following reserve related information for 2003 and 2002 is based
          on estimates prepared by management of the Company for 2002 and by an
          independent petroleum engineer. Reserve estimates are inherently
          imprecise and are continually subject to revisions based on production
          history, results of additional exploration and development, price of
          oil and gas and other factors. All of the Company's oil and gas
          reserves are located in the United States.

<TABLE>
<CAPTION>
                                                 Oil (Bbl)   Gas (MCF)
                                                 ---------  -----------
<S>                                              <C>        <C>
          Proved reserves at September 30, 2001    56,600    1,388,000
            Revisions in previous estimates         4,200   (  533,900)
            Reserves sold                         (45,800)           -
            Production                            ( 6,000)  (   89,900)
                                                 ---------  -----------
          Proved reserves at September 30, 2002     9,000      764,200
            Revisions in previous estimates         2,000      250,000
            Production                            ( 2,000)  (   76,100)
                                                 ---------  -----------
          Proved reserves at September 30, 2003     9,000      938,300
                                                 =========  ===========

          Proved developed reserves:

               September 30, 2002                   9,000      511,500
               September 30, 2003                   9,000      938,300
</TABLE>


                                       31
<PAGE>
                                CLX ENERGY, INC.
                          NOTES TO FINANCIAL STATEMENTS
                     Years Ended September 30, 2003 and 2002


          The following is the standardized measure of discounted future net
          cash flows and changes therein relating to proved oil and gas
          reserves. Future net cash flows were computed using year-end prices
          and costs related to existing proved oil and gas reserves in which the
          Company has mineral interests. No future income tax expense was
          provided due to the Federal income tax carryover. All of the reserves
          are located in the United States.

<TABLE>
<CAPTION>
                                                            September 30
                                                       ---------------------
                                                          2003       2002
                                                       ----------  ---------
<S>                                                    <C>         <C>

          Future cash inflows                          $3,991,300  1,517,400
          Future production costs                       1,425,200    669,500
                                                       ----------  ---------
          Future cash flows                             2,566,100    847,900
          10% annual discount for estimated
            timing of cash flows                        1,305,600    302,300
                                                       ----------  ---------
          Standardized measure of
            discounted cash flows                      $1,260,500    545,600
                                                       ==========  =========
</TABLE>


          The following are the principal sources of change in the standardized
          measure of discounted future net cash flows:

<TABLE>
<CAPTION>
                                                     September 30
                                               -------------------------
                                                  2003         2002
                                               ------------  -----------
<S>                                            <C>           <C>
          Standardized measure,
            beginning of year                  $   545,600    1,539,400
          Sales of oil and gas,
            net of production costs             (  214,900)  (   81,200)
          Reserves sold                                  -   (  210,300)
          Net changes in prices and
            future production costs                663,100   (  250,000)
          Revisions of previous
            quantity estimates                     218,700   (  486,600)
          Accretion of discount                     48,000       34,300
                                               ------------  -----------
          Standardized measure,
            end of year                        $ 1,260,500      545,600
                                               ============  ===========
</TABLE>

          Future net cash flows were computed using year-end prices for oil of
          $25.52 in 2003 and $23.25 in 2002 and for gas of $4.11 in 2003 and
          $1.74 in 2002.


                                       32
<PAGE>
                                     ITEM 8.

           CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
                            AND FINANCIAL DISCLOSURE

     There have not been any disagreements between the Company and its auditors
on accounting and financial disclosure.


                                    PART III


                                     ITEM 9.

          DIRECTORS, EXECUTIVE OFFICERS, PROMOTORS AND CONTROL PERSONS;
                COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

     Information concerning the Company's Directors and Executive Officers is
set forth below:

                                                        PERIOD OF
NAME & AGE                     POSITION                  SERVICE
-----------------       ----------------------       ----------------
James L. Burkhart       Chairman of the Board,       February 2, 1999
     69                 Director                     to Present


Robert E. Gee           Director                     February 2, 1999
     72                                              to Present


E. J. Henderson         President, CEO,              March 26, 1993
     69                 Treasurer & Director         to Present


S. W. Houghton          Director                     March 26, 1993
     63                                              to Present


                                       33
<PAGE>
James L. Burkhart
-----------------

Mr. Burkhart graduated from Texas A&M University in 1957 with a B.S. Degree in
Petroleum Engineering and attended the graduate school of business of the
University of Tulsa in 1968-1969 and Stanford University's advanced management
program in 1974.  He joined a predecessor to Amoco Production Company in 1957
and held various staff and engineering management positions with them until
1969.  At that time, he joined Cotton Petroleum Corporation, Denver, Colorado,
as Vice President, Production.  He became a Director of Cotton in 1971,
Executive Vice president in 1973 and was made President and Chief Operating
Officer in 1976.  He joined Santa Fe Industries as president of Santa Fe Natural
Resources, Inc. and Chief Executive Officer of Santa Fe Energy Company in 1979.
In mid-1980, Mr. Burkhart formed Burkhart Petroleum Corporation in Tulsa,
Oklahoma, and was its Chairman, President and Chief Executive Officer until
leaving at the end of 1986 to form BRG Petroleum, Inc. in June 1987.  After the
sale of BRG Petroleum, Inc. in June 1998, he co-founded BRG Petroleum
Corporation.  Cotton Petroleum Corporation, Burkhart Petroleum Corporation and
BRG Petroleum, Inc. each operated investor funded joint ventures and limited
partnerships.  BRG Petroleum Corporation currently manages and operates an
investor funded drilling program and income fund limited partnership.

Robert E. Gee
-------------

Mr. Gee graduated from Virginia Military Institute in 1954 with a B.S. Degree in
Civil Engineering and from Stanford University in 1961 with a MBA in Business
Administration.  He joined IBM Corporation in 1961 and held various marketing
and financial position until 1969.  After a marketing career with Microform Data
Systems and Memorex, Mr. Gee entered the investment field on a full time basis
in 1973 with Capital Analysis, Inc.  In 1976, he was a co-founder of Capital
Concepts Investment Corp.  Subsequently, in January, 1982, after resigning from
Capital Concepts, he co-founded Stanford Investment Group, Inc. and has been
chairman of that organization since inception.  Stanford Investment Group, Inc.
is a broker/dealer and registered investment advisor.

E. J. Henderson
---------------

Mr. Henderson is a graduate of Texas A & M University with a B.S. in Petroleum
Engineering.  Mr. Henderson served in Engineering/Operations positions with Pan
American Petroleum and Hunt Oil Company and in Engineering/Management positions
with Consolidated Oil & Gas, Inc., and K.R.M. Petroleum Corporation.  Mr.
Henderson founded Henderson Petroleum Corporation in September 1978.  Henderson
Petroleum Corporation, a public corporation, was acquired by Burkhart Petroleum
Corporation in December 1985.  Mr. Henderson has served as President of E & S
Investments, Inc., since its formation in April 1981 until the merger with CLX
Energy, Inc. in March 1993.


                                       34
<PAGE>
S. W. Houghton
--------------

Mr. Houghton is a graduate of the Wharton School of Finance and Commerce with a
B.S. in Economics.  Mr. Houghton has an extensive background in investment
banking in the financial and natural resources industries serving in corporate
management, an investor in, and a Director in several public and private oil,
gas and mining companies.  Some of the companies with which Mr. Houghton has
been associated are Cotton Petroleum Corporation, Henderson Petroleum
Corporation, Siskon Mining Corporation and Hadson Corporation.  Since resigning
as President and Chief Executive Officer of Hadson Corporation in February 1990,
Mr. Houghton has been active as a private investor and in the management of
Houghton & Company, Inc.

     The Board of Directors of the Company does not have a standing nominating
committee, compensation committee, audit committee, or other committee
performing similar functions.

Compliance with Section 16(a) of the Exchange Act
-------------------------------------------------

     Under the U.S. securities laws, directors, certain executive officers and
persons holding more than ten percent of the Company's common stock must report
their initial ownership of the common stock and any changes in the ownership to
the SEC.  The SEC has designated specific due dates for those reports and the
Company must identify in this report those persons who did not file those
reports when due.  Based solely on the Company's review of copies of the reports
filed with the SEC and written representations of its directors and executive
officers, the Company believes that all persons subject to reporting filed
required reports on time in the fiscal year ended September 30, 2003.


                                       35
<PAGE>
                                    ITEM 10.

                             EXECUTIVE COMPENSATION


     The following table sets information regarding compensation of certain
Executive Officers of the Company.

<TABLE>
<CAPTION>
          Name           Principal Position          Year      Annual
          ----           ------------------          ----   Compensation
                                                            ------------
<S>                  <C>                         <C>         <C>

E. J. Henderson      President, Chief Executive        2003  $  48,000
                     Officer and Chief Financial       2002  $  50,000
                     Officer
</TABLE>

     The officers receive no benefits other than cash compensation.

     The Company does not have any plans for its Executive Officers involving
stock appreciation rights, long term incentive, employment contracts,
termination of employment and change in control agreements.  An officer of the
Company has stock options totaling 250,000 shares which were granted in 1999 and
2001.  These options are detailed in Item 7, Note 6 to the financial statements.

     Directors are not compensated for their services; however, directors are
currently reimbursed travel expenses and the cost of overnight accommodations
incurred in connection with attendance of Directors meetings.


                                    ITEM 11.

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The following table sets forth the beneficial ownership of the Company's
equity securities by the directors and executive officers of the Company, and
certain individuals who own 5% or more of the Company's outstanding common
stock.

<TABLE>
<CAPTION>
                                 COMMON STOCK
  NAME                             POSITION        PAR VALUE $0.001    % OF CLASS
----------------------------  -------------------  ----------------  ----------------
<S>                           <C>                  <C>               <C>
Officers & Directors:
---------------------

James L. Burkhart             Chairman of the            642,387(1)             24.41
4904 Lakeridge Dr.            Board, Director &
Lubbock, TX  79424            Member of the
                              Executive Committee

E. J. Henderson               CEO, President              71,250(2)              2.71
518 17th St., Suite 745       Treasurer, Director
Denver, CO  80202             Member of the
                              Executive Committee


                                       36
<PAGE>
Robert E. Gee                 Director                   236,208(3)              8.97
69 DeBell Drive
Atherton, CA  94027

S. W. Houghton                Director                   103,097                 3.92
420 Madison Ave., Suite 901
New York, NY  10017


Officers and Directors
as a group (4 Persons)                                 1,052,942               40.01
<FN>

(1)  Held in the name of James L. Burkhart Living Trust dtd 9-17-97.

(2)  Does not include an option to acquire 125,000 shares of the Company's common
     stock granted April 26, 1999 under the terms of the Company's Qualified Employees
     Stock Option Plan of March 1, 1994 and a non-qualified stock option to acquire
     125,000 shares of the Company's common stock granted on March 20, 2001.

(3)  Held in the name of Gee Family Trust dtd 12-23-92 - 26,245 shares and BKM Family
     Limited Partnership - 209,963 shares.
</TABLE>




                                    ITEM 12.

                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


For information on these matters refer to Notes 4 and 6 of "Notes to Financial
Statements".




                                       37
<PAGE>
                                    ITEM 13.

                     EXHIBITS, LISTS AND REPORTS ON FORM 8-K


(a)  The following documents are filed as a part of this report.

     (i)  Financial Statements. See "Index to Financial Statements" in Part II,
          Item 7.

     (ii) Exhibits:
               Exhibit 11.    Computation of Net Income (Loss) Per Share

               Exhibit 14.    Code of Ethics

               Exhibit 31.    Certification pursuant to Section 302 of the
                              Sarbanes-Oxley Act

               Exhibit 32.    Certification pursuant to Section 906 of the
                              Sarbanes-Oxley Act

(b)  No reports on Forms 8-K were filed during the Company's quarter ended
September 30, 2003.


                                    ITEM 14.

                             CONTROLS AND PROCEDURES

     Within 90 days prior to the date of this Form 10-KSB, the Company carried
out an evaluation, under the supervision and with the participation of the
Company's President and Chief Financial Officer, of the effectives of the design
and operation of the Company's disclosure controls and procedures (as such term
is defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of
1934 as amended (the "Exchange Act").  Based upon such evaluation, such officer
has concluded that the Company's disclosure controls and procedures are
affective in alerting them, on a timely basis, to material information relating
the Company required to be included in this Form 10-KSB.

     There have been no significant changes in the Company's internal controls
or in other factors, which could significantly affect such controls.


                                       38
<PAGE>
                                   SIGNATURES

     Pursuant to the requirements of Section 13 and 15(d) of the Securities
Exchange Act of 1934, the Company has duly caused this Report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                 CLX ENERGY, INC.


Date:   December 23, 2003        By  /s/ E. J. Henderson
                                   --------------------
                                   E. J. Henderson, President and
                                     Treasurer

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the Company
and in the capacities and on dates indicated:


Date:   December 23, 2003        By /s/ James L. Burkhart
                                   ----------------------
                                   James L. Burkhart, Chairman of the
                                   Board and Director

Date:   December 23, 2003        By /s/ Robert E. Gee
                                   ------------------
                                   Robert E. Gee, Director

Date:   December 23, 2003        By /s/ E. J. Henderson
                                   --------------------
                                   E. J. Henderson, CEO, President,
                                     Treasurer and Director

Date:   December 23, 2003        By /s/ S. W. Houghton
                                   -------------------
                                   S. W. Houghton, Director


                                       39
<PAGE>