Form 1O-Q


                  SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C. 20549



                 Quarterly Report Under Section 13 or
                             15(d) of the
                   Securities Exchange Act of 1934


              For the Quarterly Period Ended June 30, 2004


                     Commission File No. 0-1392


                    Central Natural Resources, Inc.
      Incorporated in State of Delaware IRS Number:  44-0195290
                      911 Main Street, Suite 1710
                      Kansas City, Missouri 64105

                         Phone:  816-842-2430


The registrant (l) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding twelve months, and (2) has been subject to such filing
requirements for the past ninety days.


                            Yes [X]     No [ ]

Indicate by checkmark whether the registrant is an accelerated filer
(as defined in rule 12b-2 of the Exchange Act)

                            Yes [ ]     No [X]



               Common stock outstanding as of July 31, 2004
                       $1 par value; 493,637 shares

<PAGE>


CENTRAL NATURAL RESOURCES, INC.

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

        Item 1. Financial Statements:

           Consolidated Balance Sheets - June 30, 2004 and
             December 31, 2003

           Consolidated Statements of Earnings and Retained Earnings
             - Three months ended June 30, 2004 and 2003 and six
               months ended June 30, 2004 and 2003

           Consolidated Statements of Comprehensive Income
             -Three months ended June 30, 2004 and 2003 and
              six months ended June 30, 2004 and 2003

           Consolidated Statements of Cash Flows - Six months
             ended June 30, 2004 and 2003

           Notes to Consolidated Financial Statements

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

        Item 3. Quantitative and Qualitative Disclosures About
          Market Risk

        Item 4. Controls and Procedures

PART II - OTHER INFORMATION

        Item 1. Legal Proceedings

        Item 2. Changes in Securities, and Use of Proceeds

        Item 3. Defaults Upon Senior Securities

        Item 4. Submission of Matters to a Vote of Security Holders

        Item 5. Other Information

        Item 6. Exhibits and Reports on Form 8-K

SIGNATURES

<PAGE>
<TABLE>

PART I - FINANCIAL INFORMATION         ITEM 1.  FINANCIAL STATEMENTS

CENTRAL NATURAL RESOURCES, INC.

Consolidated Balance Sheets

June 30, 2004 and December 31, 2003
(Unaudited)

(amounts in unit dollars)
<CAPTION>

ASSETS                                          2004         2003

                                                __________   __________
<S>                                             <C>          <C>

Current assets:
  Cash and cash equivalents                   $    325,312      629,719
  Accounts receivable                              214,378      127,570
  Securities maturing within one year,
   at amortized cost                             2,999,434    2,999,314
  Notes receivable, current                              -       21,651
  Income tax receivable                            128,555      110,289
  Advance to operators                             168,212        6,997
  Other                                             42,440       16,633
                                                __________   __________

Total current assets                             3,878,331    3,912,173
                                                __________   __________

Equity securities, at fair value (note 2)          544,090      603,481
Other Investments                                  262,720      262,720

Property, plant and equipment
  Oil and gas producing properties
   (successful efforts)                          1,976,773    1,707,419
  Mineral interest properties                    1,668,137    1,668,137
                                                 __________   __________
                                                 3,644,910    3,375,556

  Less accumulated depletion, depreciation
     and amortization                              708,037      630,550
                                                __________   __________


  Net property, plant and equipment              2,936,873    2,745,006
                                                __________   __________

     Total assets                             $  7,622,014    7,523,380


</TABLE>

See accompanying notes to consolidated financial statements.

<TABLE>
<CAPTION>

LIABILITIES AND STOCKHOLDERS' EQUITY

<S>                                             <C>          <C>

Current liabilities:
  Accounts payable and accrued expenses       $     39,203       44,066

                                                __________   __________

   Total current liabilities                        39,203       44,066
                                                __________   __________


  Deferred income taxes                            201,951      137,788


Stockholders' equity
  Preferred stock of $1 par value; 100,000
   Shares authorized; no shares issued                   -            -
  Common stock of $1 par value; 2,500,000
   Shares authorized; 506,924 issued in 2004
   and 503,924 in 2003                             506,924      503,924

  Additional paid in capital                        33,750            -

  Unearned restricted stock                        (28,125)           -

  Treasury stock 12,100 shares in 2004 and 2003   (161,775)    (161,775)

  Retained earnings                              6,925,361    6,856,047

  Accumulated other comprehensive income,
   net of deferred taxes of $56,389 in 2004
   and $77,175 in 2003                             104,725      143,330
                                                __________   __________

  Total stockholders' equity                     7,380,860    7,341,526

                                                __________   __________

  Total liabilities and stockholder's equity  $  7,622,014    7,523,380

<FN>

See accompanying notes to consolidated financial statements.

</TABLE>


<PAGE>
<TABLE>

CENTRAL NATURAL RESOURCES, INC.

Consolidated Statements of Earnings and Retained Earnings

Six months ended June 30, 2004 and 2003 and
three months ended June 30, 2004 and 2003
(Unaudited)

(amounts in unit dollars)
<CAPTION>


                                  Six months ended    Three months ended
                                      June 30,              June 30,
                                   2004      2003       2004      2003
                                _________ _________  _________ _________
<S>                             <C>       <C>        <C>       <C>

Operating revenue:
  Mineral royalties           $   315,057   330,902    187,587   184,838
  Oil and gas production          500,576   191,632    257,328    98,157
                                _________ _________  _________ _________
    Total operating revenue       815,633   522,534    444,915   282,995


Oil and gas operating expenses    102,383    68,723     48,110    19,268
Depreciation, depletion and
  amortization                     76,925    34,334     45,424    18,907
Exploration expenses                  963         -          -         -
General and administrative
  expenses                        420,872   337,415    220,927   186,331
Gain on sales of real estate            -   (16,002)         -         -
                                _________ _________  _________ _________
    Total expenses                601,143   424,470    314,461   224,506
                                _________ _________  _________ _________

    Operating income              214,490    98,064    130,454    58,489
                                _________ _________  _________ _________

Nonoperating income:
  Investment income (loss)         23,690   (44,576)    13,074    12,333
  Other                             2,516       644      2,500        32
                                _________ _________  _________ _________

    Total nonoperating
      income (loss)                26,206   (43,932)    15,574    12,365
                                _________ _________  _________ _________

    Earnings before
        income taxes              240,696    54,132    146,028    70,854

Income taxes                       72,418     3,986     40,641    17,287
                                _________ _________  _________ _________

   Net earnings                   168,278    50,146    105,387    53,567


Retained earnings at
 beginning of period            6,856,047 6,941,699  6,869,457 6,888,386
Deduct cash dividends paid
 of $.20 per share in 2004
 and 2003                         (98,964)  (99,786)   (49,483)  (49,894)
                                _________  _________  _________ _________

Retained earnings at end
 of period                    $ 6,925,361  6,892,059  6,925,361 6,892,059


Earnings per share-
   basic and diluted          $      0.34       0.10      0.21      0.11
                                _________  _________  _________ _________

Weighted average number
 of shares of common stock
 outstanding basic
  and diluted                     494,231    498,924    494,824   498,924


<FN>

See accompanying notes to consolidated financial statements.

</TABLE>

<PAGE>
<TABLE>

CENTRAL NATURAL RESOURCES, INC.

Consolidated Statements of Comprehensive Income
Six months ended June 30, 2004 and 2003 and
three months ended June 30, 2004 and 2003
(Unaudited)

(amounts in unit dollars)
<CAPTION>

                                  Six months ended     Three months ended
                                      June 30,               June 30,
                                   2004      2003        2004      2003
                                _________ _________   _________ _________
<S>                             <C>       <C>         <C>       <C>

Net earnings                $     168,278    50,146     105,387    53,567
                                _________ _________   _________ _________


Other comprehensive income:
 Realized gains and unrealized
  appreciation (depreciation)
  on investments                  (59,041)    6,751     (20,433)    9,421
 Income taxes                      20,664    (2,363)      7,151    (3,297)
                                _________ _________   _________ _________


    Realized gains and
     unrealized appreciation
      (depreciation)
      on investments, net         (38,377)    4,388     (13,282)    6,124
                                _________ _________   _________ _________

Less:
 Realized investment (gains)
  losses included in net
  earnings                           (350)  (12,669)          -       991

 Income taxes                         122     4,435           -      (347)
                                _________ _________   _________ _________

                                     (228)   (8,234)          -       644
                                _________ _________   _________ _________

                                  (38,605)   (3,846)    (13,282)    6,768
                                _________ _________   _________ _________


 Comprehensive income          $  129,673    46,300      92,105    60,335

<FN>

See accompanying notes to consolidated financial statements.

</TABLE>

<PAGE>
<TABLE>

CENTRAL NATURAL RESOURCES, INC.

Consolidated Statements of Cash Flows

Six months ended June 30, 2004 and 2003
(Unaudited)

(amounts in unit dollars)
<CAPTION>


                                                   2004         2003
                                                 _________    _________
<S>                                              <C>          <C>

Cash flows from operating activities:
  Net earnings                                $    168,278       50,146
  Adjustments to reconcile net earnings
    to net cash provided by (used in)
      operating activities:
    Depletion, depreciation
       and amortization                             77,487       34,897
    Amortization of premiums and discounts of
      Securities, net                              (14,515)     (17,355)
    Impairment charge on other investments               -       87,282
    Gain on sales of real estate                         -      (16,002)
    Gain on sales of equity securities                (350)     (12,669)
    Decrease in unearned restricted stock            5,625            -
    Changes in assets and liabilities:
      Accounts receivable and other assets        (112,615)     (75,024)
      Advances to Operator                        (161,215)     (48,870)
      Deferred oil lease bonus                           -      (11,250)
      Accounts payable and accrued expenses         (4,863)       7,613
      Federal and state income taxes                66,683      232,525
                                                 _________    _________
            Total adjustments                     (143,763)     181,147
                                                 _________    _________

   Net cash provided by
        operating activities                        24,515      231,293


Cash flows from investing activities:
  Proceeds from note receivable                     21,651        6,145
  Proceeds from matured/called investment
   debt securities                               9,000,000    9,000,000
  Purchases of investment debt securities       (8,985,605)  (8,984,798)
  Proceeds from sales of land                            -       16,297
  Purchases of equity securities                         -       (1,367)
  Proceeds from sales of equity securities             350       71,034
  Oil and Gas capital expenditures                (269,354)    (139,843)
  Acquisition of oil and gas producing
    properties                                           -   (1,080,000)
  Sale of common stock                               3,000            -
                                                 _________    _________
   Net cash used in
    investing activities                          (229,958)  (1,112,532)
                                                 _________    _________

Cash flows from financing activities
  Dividend paid                                    (98,964)     (99,786)


   Net cash used in financing activities           (98,964)     (99,786)

   Net increase in cash and cash eequivalents     (304,407)    (981,025)


Cash and cash equivalents,
 beginning of year                                 629,719    1,956,795
                                                 _________    _________

Cash and cash equivalents,
 end of period                                $    325,312      975,770

<FN>

See accompanying notes to consolidated financial statements.

</TABLE>

<PAGE>

CENTRAL NATURAL RESOURCES INC.

Notes to Unaudited Consolidated Financial Statements

June 30, 2004

Basis of Presentation

In  the opinion of Central Natural Resources, Inc. (the Company), the
accompanying unaudited consolidated financial statements contain  all
adjustments (consisting of only normal recurring accruals)  necessary
to present fairly the financial position as of June 30, 2004, and the
results  of operations and cash flows for the periods ended June  30,
2004 and 2003.

The  consolidated  financial statements are presented  in  accordance
with  the requirements of Form 10-Q and, consequently, do not include
all  the  disclosures  required  by accounting  principles  generally
accepted  in  the United States of America. For further  information,
refer  to  the  consolidated financial statements and  notes  thereto
included  in  the Company's Annual Report on Form 10-K for  the  year
ended December 31, 2003.

On  June 30, 2004 the Company announced in an 8-K filing that it  had
filed  Form 15 with the SEC to cease to be an SEC reporting  company,
as it was eligible to do so under applicable SEC regulations.  Unless
this  Form  15  filing is denied by the SEC, the  Company  will  no
longer  be  required to make quarterly and yearly filings of  reports
with the Securities and Exchange Commission.

The  Company  uses  the Successful Efforts method of  accounting  for
revenue  and  expenses  from oil and gas  production  that  has  been
detailed  in  the Company's 10-K and previous reports.   Revenue  and
expenses  associated with oil and gas production is  accrued  in  the
period  the revenue or expenses are generated.  Revenue and  expenses
from  oil  and gas production in the period ended June 30,  2004  was
generated by working interests in oil and gas properties acquired  in
February  2003 and working interests in unproved properties  acquired
in July 2002. Exploration expenses, including geological  and
geophysical costs, rental and exploratory dry  holes, are  charged
against income as incurred.  Costs of successful  wells and  related
production equipment and developmental  dry  holes  are capitalized
and  amortized  by  field using  the  unit-of-production method as the
oil and gas are produced.

Undeveloped acreage costs are capitalized and amortized at rates that
provide  full  amortization on abandonment  of  unproductive  leases.
Costs of abandoned leases are charged to the accumulated amortization
accounts,  and  costs  of productive leases are  transferred  to  the
developed property accounts.

Other - Property, plant and equipment is stated at cost less reserves
for   depreciation,  depletion  and  amortization.   Maintenance  and
repairs  are  expensed as incurred, except that costs of replacements
or  renewals that improve or extend the lives of existing  properties
are capitalized.

Impairment  of Long-Lived Assets - Proved oil and gas properties  are
reviewed  for  impairment on a field-by-field basis  when  facts  and
circumstances  indicate  that  their  carrying  amounts  may  not  be
recoverable.   In  performing  this review,  future  cash  flows  are
estimated  by  applying  estimated  future  oil  and  gas  prices  to
estimated  future production, less estimated future  expenditures  to
develop  and  produce the reserves.  If the sum  of  these  estimated
future cash flows (undiscounted and without interest charges) is less
than  the  carrying  amount of the property, an  impairment  loss  is
recognized  for the excess of the carrying amount over the  estimated
fair value of the property based on estimated future cash flows.

<PAGE>

CENTRAL NATURAL RESOURCES INC.

Notes to Unaudited Consolidated Financial Statement

Results of operations for interim periods are not necessarily indicative
of results to be expected for a full year.

Stock Based Compensation

In  the  first  quarter of 2004 the Company granted 3,000  shares  of
restricted  stock  to an employee of the Company,  vesting  in  equal
amounts   over  three  years.   The  employee  purchased  the   3,000
restricted  shares  at  $1 per share and the difference  between  the
purchase  price  and  the then fair market value  of  the  stock  was
recorded  in  shareholders equity as unearned restricted  stock.  The
unearned  restricted stock is amortized ratably to expense  over  the
three-year vesting period.

Also in the first quarter of 2004, the Company granted 2,000 options,
vesting in equal amounts over four years, to another employee of  the
Company.   In  the second quarter of 2004, the Company granted  stock
options  in the amount of 1,250 shares to each non-employee  Director
under  the  Company's "Director Nonqualified Stock Option Agreement".
The  Company  applies the intrinsic value-based method of  accounting
prescribed  by  Accounting Principles Board  (APB)  Opinion  No.  25,
Accounting for Stock Issued to Employees, and related interpretations
in accounting for its fixed plan stock options. As such, compensation
expense  would  be  recorded on the date of grant only  if  the  then
current  market price of the underlying stock exceeded  the  exercise
price.  Statement of Financial Accounting Standards (SFAS)  No.  123,
Accounting  for Stock-Based Compensation, established accounting  and
disclosure requirements using a fair value-based method of accounting
for  stock-based employee compensation plans. As allowed by SFAS  No.
123, the Company has elected to continue to apply the intrinsic value-
based  method  of  accounting described above, and  has  adopted  the
disclosure  requirements  of  SFAS  No.  123.   The  following  table
illustrates  the effect on net income (loss) if the fair value  based
method  had  been applied to all outstanding and unvested  awards  in
each period:

<TABLE>
<CAPTION>


                                   Six months ended    Three months ended
                                        June 30,             June 30,
                                     2004      2003       2004      2003
                                  ________   _______     _______  _______

                               <c>        <c>         <c>      <c>


Net Earnings:
 As Reported                 $   168,278      50,146    105,387    53,567
Less: Stock Options net
  of taxes                        15,678       4,762     13,530     4,762
 Pro Forma net earnings          152,600      45,384     91,857    48,805


Earnings per share
 (basis and diluted):
 As Reported                 $      0.34        0.10       0.21     0.11
 Pro Forma                          0.31        0.09       0.19     0.10


</TABLE>


<PAGE>

CENTRAL NATURAL RESOURCES INC.

Notes to Unaudited Consolidated Financial Statements

Options  outstanding  at June 30, 2004 and  June  30,  2003  are  not
considered dilutive as the exercise price was greater than the market
price  at the close of each period under consideration.  However,  if
the  market  price were to increase in a future period to be  greater
than the exercise price, these options could become dilutive.

(2) Investment Securities:

The  amortized cost, gross unrealized holding gains, gross unrealized
holding   losses,   and   fair   value   for   held-to-maturity   and
available-for-sale securities by major security type at June 30, 2004
and December 31, 2003 are as follows:


<TABLE>
<CAPTION>

                                    Gross       Gross
                                    unrealized  unrealized
                        Amortized   holding     holding     Fair
June 30, 2004           cost        gains       losses      value
__________________      __________  __________  __________  __________
<S>                     <C>         <C>         <C>         <C>

Held-to-maturity:
 U. S. government
  agency securities   $  2,999,434           -       (184)   2,999,250

Available-for-sale:
  Equity securities   $    382,975     161,115          -      544,090

</TABLE>

<TABLE>
<CAPTION>

December 31, 2003
_________________
<S>                     <C>         <C>         <C>         <C>

Held-to-maturity:
 U. S. government
   agency securities  $  2,994,314           -        (34)   2,994,280

Available-for-sale:
  Equity securities   $    382,975     220,506          -      603,481

</TABLE>

<PAGE>

CENTRAL NATURAL RESOURCES INC.

Notes to Unaudited Consolidated Financial Statements

Investment income (loss) consists of the following for each of the
periods ended June 30:

<TABLE>

<CAPTION>

                                   Six months ended    Three months ended
                                        June 30,             June 30,
                                     2004      2003       2004      2003
                                  ________   _______     _______  _______

                               <c>        <c>         <c>      <c>

Realized gains on sales
 of equity securities            $     350    12,669           -     (991)
Impairment charge                        -   (87,282)          -        -
Interest Income                     20,245    26,101      11,274   11,459
Dividend Income                      3,095     3,936       1,800    1,865
                                   _______   _______     _______  _______

                                 $  23,690   (44,576)     13,074   12,333

</TABLE>

Investments  in  debt securities are classified as held-to-maturity
securities,  which  are carried at amortized cost.  Investments  in
marketable  equity  securities are classified as available-for-sale
securities, which are carried at fair value, with unrealized  gains
and   losses   excluded  from  earnings  and  reported   in   other
comprehensive income.

A  decline  in  the  market  value  of  any  available-for-sale  or
held-to-maturity  security below cost that is deemed  to  be  other
than  temporary results in a reduction in carrying amount  to  fair
value.  The impairment is charged to earnings and a new cost  basis
for the security is established. Other than temporary impairment is
analyzed  quarterly on an individual security basis  based  on  the
length  of time and the extent to which market value has been  less
than  cost;  the financial condition and any specific events  which
effect the issuer; and the Company's intent and ability to hold the
security.  During the six months ended June 30, 2004,  the  Company
recognized no impairment charge for marketable equity securities.

Other  investments  represent an equity interest in  non-marketable
securities  for  which  the Company does  not  possess  significant
influence.   These  investments are  accounted  for  at  cost.   An
impairment  charge  was  recognized in the  amount  of  $87,282  to
reflect  an impairment in these securities in the first quarter  of
2003.

(3)  Oil and Gas Activity

Through the first six months of 2004, a wholly owned subsidiary  of
the Company had committed to participate in the drilling of ten gas
wells  in  south and east Texas.  At June 30, 2004, four wells  had
been  successfully completed, one well was in the process of  being
completed,  two  wells  were in the process of  being  drilled  and
commitments had been made to participate in three additional  wells
on  which drilling activity had not yet begun. Oil and gas property
recorded on the balance sheet is comprised of property that is both
proved  and unproved, although currently all costs carried  on  the
balance sheet relate to proved property.

<PAGE>

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

Overview

The  six  months  ended  June 30, 2004 exhibit  the  results  of  the
Company's expanded efforts to increase oil and gas production through
aggressive  exploration and development.  Successful well completions
and  workovers since the acquisition of producing properties  in  the
first  quarter of 2003 resulted in the more than doubling of  revenue
from  oil and gas production during this time.  To date in 2004,  the
Company,  through its wholly-owned subsidiary, CNR Production  L.L.C.
(CNR),  has  participated in, or approved the  participation  in,  10
wells to further explore and develop its working interest properties.
In  addition  to  exploration and development, CNR will  continue  to
evaluate  potential  additions to its oil and gas properties  through
acquisitions.  While  no assurance can be given,  assuming  commodity
prices remain strong, and subject to other uncertainties set forth in
the  section captioned "Forward-Looking Statements" below, management
expects  that  earnings  will  continue  to  grow  as  revenue   from
production  increases  during 2004 with the  addition  of  successful
wells.

The cost of maintaining a public, SEC reporting company continues  to
rise  and  is  reflected in the Company's General and  Administrative
expenses  discussed below.  While these costs are borne by  companies
of  all sizes, the burden from both an expense and a management  time
standpoint  is often disproportionate for smaller companies  such  as
the  Company. On June 30, 2004 the Company announced in an 8-K filing
that  it  had  filed  Form 15 with the SEC to  cease  to  be  an  SEC
reporting  company, as it was eligible to do so under applicable  SEC
regulations.  While the Company believes that this filing will not be
denied  by the SEC, there is a 90-day review period during which  the
SEC  may  deny  the  filing.  Management believes that,  due  to  the
cessation of SEC reporting requirements, the Company will be able  to
achieve savings in General and Administrative expenses and will avoid
what was deemed by management as a certain increase in both costs and
time   associated  with  future  requirements.   That  said,  further
government  requirements  that  mandate  additional  disclosures   or
specific  procedures may increase costs in the future, as  would  the
need  to  hire outside experts as well as the need to hire additional
internal  financial  personnel to assist with the  implementation  of
these regulations.

Management  continues to position the Company to  take  advantage  of
extractive   mineral  opportunities  and  expects  further   revenue,
expenses  and capital expenditures to be generated in these endeavors
in  2004,  as they were in the first six months of 2004.   In  recent
periods,  the  Company has benefited from extremely strong  commodity
oil and gas prices.  While prices may remain at an elevated level,  a
reduction  in  commodity oil and gas prices  would  have  a  negative
impact upon the Company's revenues and profitability.


<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Continued

Results of Operations

Total  operating  revenue increased substantially in  the  first  six
months  of 2004 over the first six months of 2003, and in the  second
quarter  of  2004 over the second quarter of 2003, due  to  increased
revenues  from  oil and gas production which was  the  result  of  an
increase  in  the volume of oil and gas produced during  the  current
periods under comparison, coupled with an increase in average  prices
during   the  comparable  periods.  Although  revenue  from   mineral
royalties increased slightly in the three months ended June 30,  2004
over  the  year prior period, revenue from mineral royalties  in  the
first  six months of 2004 decreased slightly from 2003.    The  table
below shows gas production volume and average pricing for the periods
under comparison:

<TABLE>

<CAPTION>

                                   Six months ended    Three months ended
                                        June 30,             June 30,
                                     2004      2003       2004      2003
                                  ________   _______     _______  _______

                               <c>        <c>         <c>      <c>


Volume (MCF equiv.)              $  70,920    30,766      36,012   17,199
Avg Price                        $    7.06      6.23        7.15     5.71
Total Revenue                    $ 500,576   191,632     257,328   98,157


</TABLE>

*Note - Rounding may cause calculated totals to be slightly different
than above.

General  and administrative expenses increased in both the first  six
months  of 2004 over the first six months of 2003, and in the  second
quarter  of  2004  over the second quarter of 2003 due  primarily  to
increases  in  auditing  and  legal  fees.   Oil  and  gas  operating
expenses, which include lease operating costs, increased in the first
six  months  of 2004 over the first six months of 2003,  and  in  the
second  quarter of 2004 over the second quarter of 2003  due  to  the
substantial  amount  of additional developmental  work  completed  in
recent  months.   Although  total  oil  and  gas  operating  expenses
increased  during  this period, the ratio of expenses  to  production
revenue  remained  relatively constant.  Depletion, depreciation  and
amortization increased in both the 2004 periods under comparison from
the  prior  year's  periods due to the increased  production  in  the
corresponding periods.

There  was  positive non-operating income in the first six months  of
2004  compared  to a non-operating loss in the first  six  months  of
2003.   Non-operating income increased slightly in the second quarter
of  2004  compared to the second quarter of 2003. In  the  first  six
months of 2003 the Company recognized an impairment charge of $87,282
on  the  carrying value of an investment in non-marketable securities
held  by the Company.  There were no impairments or write-downs taken
during the first six months of 2004.

The  Company recorded an increase in income tax expense in the  first
six  months of 2004 versus the same period in 2003 due to higher  net
taxable  earnings generated in 2004 versus the same period  of  2003.
The  increase  in income tax expense was also greater in  the  second
quarter  of  2004  than the comparable period  in  2003  due  to  the
increase in earnings generated in 2004 versus the prior period  under
comparison.

Financial Condition - Liquidity and Capital Resources

The financial condition of the Company continued to be strong through
the  end of the first six months of 2004 as it was at the end of  the
fiscal  year  in 2003, with substantial liquid assets,  no  debt  and
positive  net  earnings.  The Company continues to utilize  available
liquidity  to  fund  exploration  and  development  of  its   working
interests  in south Texas and east Texas through CNR.  The  liquidity
of  the  Company continues to be high as is evidenced by a continuing
favorable  ratio  of  current assets to current liabilities  of  over
50:1,  and the fact that a significant portion of the Company's stock
holders' equity continues to be represented by liquid assets.

Although, liquidity of the Company continues to be favorable,  it  is
affected by cash flows.  The Consolidated Statement of Cash Flows  in
the  accompanying Consolidated Financial Statements illustrates  that
there  was  a  net decrease in cash and cash equivalents  during  the
first six months of 2004 and in the same period in 2003, although the
decrease  was  much  greater in 2003 than the  current  period  under
comparison.  Summary cash flows for the two periods under  comparison
are shown on the table below:

<TABLE>

<CAPTION>

                                   Six months ended
                                       June 30,
                                   2004       2003
                                  ________   _______

                               <c>        <c>

Cash provided by (used in):
 Operating activities            $  24,515     231,293
 Investing activities             (229,958) (1,112,532)
 Financiang activities-
  dividends paid                   (98,964)    (99,786)

</TABLE>

Contributing  to  the  cash  used in operating  activities  for  both
periods  was  an  increase in the amount of accounts  receivable  and
advances  to  operators.  Accounts receivable is  increasing  as  gas
production  rates continue to increase.  Advances to  operators  have
increased   in   conjunction   with   drilling   obligations.    Also
contributing to the differences in cash from operating activities was
an  adjustment  for a non-cash impairment charge taken  in  2003  and
differences in Federal and State income taxes.  A significant use  of
cash  from  investing activities in the 2003 periods under comparison
was the acquisition of working interests in oil and gas properties as
well as differences in the amount of proceeds from the sale of equity
securities and purchase of equity securities.

Contractual   Obligations,   Commitments   and   Off-Balance    Sheet
Arrangements

The  Company continues to have no bank debt or other lender liability
outstanding and no significant other liabilities.  There are  no  off
balance  sheet arrangements.  In addition, since the Company  carries
no  inventory and has low amounts of accounts receivable and accounts
payable,  its  working capital needs are minimal, and  since  it  has
significant  liquid assets, and there are no current  known  material
demands,  commitments or contractual obligations, Management believes
that  liquidity  should continue to be favorable  and  the  financial
condition of the Company strong.

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS, Continued


Regarding future capital expenditures, as reported in prior  filings,
CNR  is  participating in an oil and gas exploration and  development
venture  in east Texas and continues to expand developmental  efforts
on  its  south Texas properties.  Through the first six months  ended
June  30,  2004, CNR had committed to participate in a total  of  ten
wells  as  mentioned  in  Note 3, and CNR  believes  that  additional
exploratory  and developmental well potential exists in these  areas.
CNR  expects  that  in the near term, these activities  will  require
additional  funds that, although uncertain in amount at  the  present
time,  should  be provided for by the current liquid  assets  of  the
Company.

With  regard  to  CNR's working interests in oil and  gas  properties
described  above, it will be called upon, from time to time,  to  pay
its  pro-rata  share of expenses and capital expenditures  associated
with  the  projects. Management believes that, based upon  the  CNR's
current  liquidity level and the expected future revenue  from  these
ventures,  sufficient financial resources will be available  to  meet
any  and  all  funding requirements required by  these  projects.   A
tabular presentation of Contractual Obligations is presented below:

<TABLE>
<CAPTION>

                              Payments Due by Period
Contractual               < 1 Year   1-3       3-5       > 5
Obligations    Total                 Years     Years     Years
___________    _____       ______    _____     _____     _____
<S>            <C>         <C>       <C>       <C>       <C>
Long-Term        0          0         0         0         0
Debt
Obligations

Capital Lease    0          0         0         0         0
Obligations

Operating        5,014      5,014     0         0         0
Lease
Obligations

Purchase         163,655    163,655   0         0         0
Obligations*

Other Long-      0          0         0         0         0
Term
Liabilties

Total            168,669    168,669   0         0         0

</TABLE>

*The  entire amount shown in Purchase Obligations is for
Authorizations For Expenditures that were approved prior to
June 30, 2004.

Other  than  these projects, the Company has no specific commitment
for  material  expenditures at the present time.  Management  does,
however,  continue to actively pursue other business  opportunities
which may result in a more productive deployment of its assets  and
ultimately increase earnings, and in pursuit of that objective  has
focused   on   the  possible  acquisition  of  additional   mineral
properties or working interests in selected oil and gas operations.
In   addition,   Management  continues   to   aggressively   pursue
development of its currently owned oil and gas and coal  properties
and to attempt to lease more of its mineral properties in order  to
generate  additional rental, bonus and royalty  income.   The  only
continuing commercial commitment is the operating lease for general
office  space  of the Company and commitments with respect  to  the
Texas oil and gas projects referred to above.

Accounting  Policies,  Recent Accounting Pronouncements  and  Other
Matters

A  summary of significant accounting policies was contained in Note
1  to  the  consolidated financial statements of the Company  filed
with  Form 10-K for the year ended December 31, 2003.  One  example
of  a judgment made in applying a critical accounting policy is the
impairment charge made relative to the decline in market  value  of
certain securities that is deemed to be other than temporary as  is
referred  to  above.  The impairment of the value of securities  is
analyzed  quarterly on an individual security basis  based  on  the
length  of  time  (generally six months), and the extent  to  which
market  value has been less than cost; the financial condition  and
any  specific  events which affect the issuers; and  the  Company's
intent  and ability to hold the security. There could be materially
different  reported results if different assumptions or  conditions
were to prevail.

FASB's Emerging Issues Task Force has issued new guidance on "Other-
Than-Temporary Impairment" that is effective for reporting  periods
beginning  after June 15, 2004 and requires disclosure  for  annual
reporting  periods ending after June 15, 2004.   The  new  guidance
creates  a  model  for  many  judgements  and  additional  evidence
gathering and applies to investments in debt and equity securities.
Management  has  a  system  in  place to  periodically  review  its
investments in debt and equity securities for such impairments  and
does  not foresee that the new requirements will materially  impact
the  Company in the near future although fluctuations in the market
values of securities may prove otherwise.

Another   example  of  a  judgment  made  in  applying  a  critical
accounting  policy is the periodic review of long-lived assets  for
impairment  whenever  events or changes in  circumstances  indicate
that  the carrying amount of an asset may not be recoverable.  This
accounting  policy has been applied in the past,  for  example,  in
downward  adjustments to the carrying value of the  Company's  coal
properties.   However, this accounting policy does  not  permit  an
upward adjustment in such carrying values, when Management believes
the  current  fair  market value of an asset is  greater  than  the
carrying value on the balance sheet and in fact Management believes
that  this  may be the case with respect to the carrying  value  of
certain  assets  on the balance sheet carried at  their  historical
cost.

Yet  another example of judgment exercised in applying  a  critical
accounting  policy  is  the  election, approved  by  the  Board  of
Directors  of  the  Company, to utilize  the  "Successful  Efforts"
method  of accounting with respect to the operation of the oil  and
gas   working  interests  described  above.   "Successful  Efforts"
typically results in more of the costs of operations being deducted
as  incurred rather than those expenditures being capitalized.  The
Company uses the units-of-production method to amortize oil and gas
properties.  This  method  requires the  Company  to  amortize  the
capitalized  costs incurred in developing a property in  proportion
to the amount of oil and gas produced as a percentage of the amount
of  proved  reserves  contained in the property.  Accordingly,  any
changes  in  reserve  estimates  as  described  above  will   cause
corresponding  changes in depletion expense recognized  in  periods
subsequent  to  the  reserve  estimate  revision.   Although  every
reasonable effort is made to ensure that reserve estimates reported
represent  the  most accurate assessments possible, the  subjective
decisions  and variances in available data for various fields  make
these   estimates  generally  less  precise  than  other  estimates
included  in the financial statement disclosures.  Data  for  given
fields  may change substantially over time as a result of  numerous
factors  including,  but  not  limited to,  additional  development
activity, evolving production history and continual reassessment of
the viability of production under varying economic conditions. As a
result, material revisions to existing reserve estimates may  occur
from time to time.

A  cash  dividend of $0.10 per share was paid in each of the  first
and second quarters of 2004, and a cash dividend of the same amount
was paid in each quarter of 2003.

Forward-Looking Statements

This  report contains forward-looking statements that are based  on
current  expectations, estimates, forecasts, and projections  about
the  business  segment in which the Company operates,  Management's
beliefs,  and  assumptions  made by Management.   These  and  other
written   or   oral   statements  that  constitute  forward-looking
statements  may  be  made by or on behalf of  the  Company.   These
statements  are  not guarantees of future performance  and  involve
assumptions and certain risks and uncertainties that are  difficult
to  predict,  such  as future changes in energy  prices,  including
fluctuations  in prevailing prices for oil and gas,  the  Company's
ability  to participate in or co-venture successful exploration  or
production of natural resources (such as oil, gas, coal  and  other
minerals),   results   of  drilling  and  other   exploration   and
development  activities, uncertainties regarding future  political,
economic,  regulatory, fiscal, and tax policies  and  practices  as
well   as  assumptions  concerning  a  relatively  stable  national
economy,  and the absence of a major disruption such as a  domestic
act  of  terrorism and the uncertainties of even routine litigation
in  which the Company is involved from time-to-time in the ordinary
course of its business operations.  In addition, the Company relies
on  professional and management services provided by third  parties
in certain of its operating activities.  Therefore, actual outcomes
and  results may differ materially from what is expressed, implied,
or  forecast in such forward-looking statements.  The Company  does
not,  by including this statement, assume any obligation to  review
or  revise  any  particular  forward-looking  statement  referenced
herein in light of future events.

<PAGE>

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK

The  primary market risk exposures of the Company relate to changes
in  interest rates, changes in equity security prices, and  changes
in certain commodity prices.

The Company's exposure to market risk for changes in interest rates
relates solely to its fixed income portfolio which consists  of  U.
S.   government   agency  securities.  All  such   securities   are
held-to-maturity  and have original maturities  of  less  than  one
year. The Company does not use derivative financial instruments  to
hedge interest rates on its fixed income investment securities.

The  Company's  exposure  to  market risk  for  changes  in  equity
security  prices relates solely to its marketable equity investment
portfolio  which consists primarily of common stocks  of  domestic,
publicly held enterprises.

The  Company's  exposure to market risk for  changes  in  commodity
prices  relates to changes in the prices of coal, oil, and  natural
gas,  and the effect thereof on its mineral royalties and  oil  and
gas  production,  as  is discussed in more detail  in  Management's
Discussion  and  Analysis  of Financial Condition  and  Results  of
Operations, set forth in Part 1, Item 2 of this report. The Company
does  not  use  derivative  commodity  instruments  to  hedge   its
commodity risk exposures.

<PAGE>

ITEM 4.  CONTROLS AND PROCEDURES


As  of June 30, 2004, the Company's management, including the Chief
Executive  Officer and the Chief Financial Officer,  evaluated  the
effectiveness  of  the  design  and operation  of  Central  Natural
Resources, Inc.'s disclosure controls and procedures as defined  in
Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act  of
1934. Based on that evaluation, the Company's management, including
its  Chief  Executive  Officer  and its  Chief  Financial  Officer,
concluded   that  its  disclosure  controls  and  procedures   were
effective  in  timely  alerting  management,  including  the  Chief
Executive  Officer  and the Chief Financial  Officer,  of  material
information  about the Company required to be included in  periodic
Securities  and Exchange Commission filings. However, in evaluating
the  disclosure controls and procedures, management recognized that
any  controls  and  procedures, no matter  how  well  designed  and
operated  can  provide only reasonable assurance of  achieving  the
desired control objectives, and management necessarily was required
to  apply  its judgment in evaluating the cost-benefit relationship
of  possible controls and procedures. There have been no changes in
the  Company's internal control over financial reporting  or  other
factors  that occurred during the quarter ended June 30, 2004  that
have  materially affected, or are reasonably likely  to  materially
affect, its internal control over financial reporting.

<PAGE>

PART II - OTHER INFORMATION

Item 1.    Legal Proceedings - None

Item 2.    Changes in Securities - None

Item 3.    Defaults Upon Senior Securities - None

Item 4.    Submission of Matters to a Vote of Security Holders - Attached

Item 5.    Other Information - None

Item 6(a). Exhibits - Attached

           31.1 Certification required by Rule 13a-14(a) or Rule
              15d-14(a) for Chief Executive Officer

           31.2 Certification required by Rule 13a-14(a) or Rule
             15d-14(a) for Chief Financial Officer

           32.1 Section 1350 Certification for Chief Executive Officer

           32.2 Section 1350 Certification for Chief Financial Officer

Item 6(b). Reports on Form 8-K - Attached

<PAGE>

PART II, ITEM 4. - SUBMISSION OF MATTERS TO A
VOTE OF SECURITY HOLDERS

(a)	The Annual Meeting of Stockholders was held April 30, 2004.
in Pasadena, CA.

(b)	The meeting involved the election of Directors, and the
following are the Directors elected at that meeting:

                       Bruce L. Franke
                       Ray A. Infantino
                       Patrick J. Moran
                       James R. Ukropina
                       Phelps C. Wood
                       Phelps M. Wood

There were no other Directors whose term of office as a Director
continued after the meeting.

    (c)(i) For the election of Directors, the votes received by all
nominees were as follows:

                      Bruce L. Franke        400,426
                      Ray A. Infantino       400,426
                      Patrick J. Moran       400,426
                      James R. Ukropina      400,426
                      Phelps C. Wood         400,426
                      Phelps M. Wood         400,426

Cumulative voting is not permitted.

    (ii)   At the same meeting, the Stockholders ratified the
appointment by the Audit Committee of the accounting firm KPMG LLP as
independent public accountants to examine the financial statements of the
Company for the year ending December 31, 2004 and to perform other appropriate
accounting services.  The holders of 397,634 shares cast their votes
in favor of that appointment, the votes of 266 shares were cast against
it, and the holders of 3,384 shares abstained.

    (d)   There were no settlements between the Company and any
other participants terminating any solicitation subject to Rule 14a-11.

<PAGE>

PART II, ITEM 6. - Exhibits and Reports on Form 8-K

(a)  Exhibits required by Item 601 of Regulation S-K are as follows:

Exhibit 31.1 - Certification required by Rule 13a-14(a) or Rule 15d-14(a)
for Chief Executive Officer (Attached as Exhibit 31.1 hereto).

Exhibit 31.2 - Certification required by Rule 13a-14(a) or Rule
15d-14(a) for Chief Financial Officer (Attached as Exhibit 31.2 hereto).

Exhibit 32.1 - Section 1350 Certification for Chief Executive Officer
(Attached as Exhibit 32.1 hereto).

Exhibit 32.2 - Section 1350 Certification for Chief Financial Officer
(Attached as Exhibit 32.2 hereto).

<PAGE>

PART II, ITEM 6(b). REPORTS ON FORM 8-K

On June 30, 2004, the Company filed an 8-K announcing the filing of
a Form 15 with the SEC to terminate registration of its common
stock under the Securities Exchange Act of 1934.


<PAGE>

SIGNATURES

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



      CENTRAL NATURAL RESOURCES INC.
               (Registrant)


Date:   August 12, 2004
        ____________________________

By:     /s/ Leonard L. Noah
        ____________________________
            Leonard L. Noah,
            Chief Financial Officer


Date:   August 12, 2004
        ____________________________

By:     /s/   Phelps C. Wood
        ____________________________
              Phelps C. Wood
              President, and
              Chief Executive Officer