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

                                    FORM 10-Q/A


             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2003          Commission File No. 0-6119

                             TRI-VALLEY CORPORATION
             (Exact name of registrant as specified in its charter)

DELAWARE                    84-0617433
(State  or  other  jurisdiction of          (I.R.S. Employer Identification No.)
incorporation  or  organization)

       5555 BUSINESS PARK SOUTH, SUITE 200, BAKERSFIELD, CALIFORNIA 93309
                    (Address of principal executive offices)

                                 (661) 864-0500
              (Registrant's telephone number, including area code)

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  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  [  ]


The  number  of shares of Registrant's common stock outstanding at June 30, 2003
was  19,812,348.

<PAGE>
INTRODUCTORY  STATEMENT

This is to advise that we are revising the statement of operations for the three
months  ended  June  30,  2003  due  to  a typographical error.  The General and
administrative  amount  should  be $360,156 instead of $671,599.  Also in Item 2
Management  discussion and analysis the discussion of general and administrative
costs  should  read  $58,222  higher  instead  of  $369,665.

<PAGE>
                             TRI-VALLEY CORPORATION

                                      INDEX
<TABLE>
<CAPTION>


                                                                              Page
                                                                         --------------
<S>                                                                      <C>
PART I - FINANCIAL INFORMATION. . . . . . . . . . . . . . . . . . . . .               3

    Item 1.  Consolidated Financial Statements. . . . . . . . . . . . .               3


    Item 2.  Management's Discussion and Analysis of Financial
                Condition and Results of Operations . . . . . . . . . .               9

    Item 3.  Quantitative and Qualitative Disclosures About Market Risk              11

    Item 4.  Controls and Procedures. . . . . . . . . . . . . . . . . .              11


PART II - OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . .              12

    Item 1.  Legal Proceedings. . . . . . . . . . . . . . . . . . . . .              12

    Item 2.  Changes in Securities. . . . . . . . . . . . . . . . . . .              12

    Item 6.  Exhibits and Reports on Form 8-K . . . . . . . . . . . . .              12

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              13





<PAGE>
The accompanying notes are an integral part of these
  condensed financial statements.
                                                                                      3


PART I - FINANCIAL INFORMATION

ITEM 1.  UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
-----------------------------------------------------------------------

TRI-VALLEY CORPORATION
CONSOLIDATED BALANCE SHEETS


ASSETS

                              June 30, 2003 .Dec. 31, 2002

                                 (Unaudited)    (Audited)
                                 ------------  -----------
<S>                              <C>           <C>
Current Assets
  Cash. . . . . . . . . . . . .  $  5,425,996  $ 1,936,294
  Accounts receivable, trade. .       142,541      151,618
  Prepaid expenses. . . . . . .        12,029       12,029
                                 ------------  -----------

    Total Current Assets. . . .     5,580,566    2,099,941
                                 ------------  -----------

Property and Equipment, Net . .     2,110,301    1,974,501
                                 ------------  -----------

Other Assets
  Deposits. . . . . . . . . . .       316,705      316,705
  Investments in partnerships .        17,400       17,400
  Other . . . . . . . . . . . .        13,913       13,913
  Goodwill (net of accumulated
    amortization of $221,439
    at December 31, 2002) . . .       212,414      212,414
                                 ------------  -----------

      Total Other Assets. . . .       560,432      560,432
                                 ------------  -----------

      Total Assets. . . . . . .  $  8,251,299  $ 4,634,874
                                 ============  ===========
</TABLE>



<PAGE>

     The  accompanying  notes  are  an  integral  part  of  these
     condensed  financial  statements.
                              4








                      LIABILITIES AND SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>

                                           June 30, 2003 .Dec. 31, 2002

                                             (Unaudited)    (Audited)
                                             ------------  ------------
<S>                                          <C>           <C>
CURRENT LIABILITIES
  Notes and contracts payable . . . . . . .  $     2,234   $    13,792
  Trade accounts payable & accrued expenses      791,216       640,240
  Accounts payable to joint venture
    participants. . . . . . . . . . . . . .       72,563        74,412
  Advances from joint venture
    participants. . . . . . . . . . . . . .    6,572,327     2,617,333
                                             ------------  ------------

    Total Current Liabilities . . . . . . .    7,438,340     3,345,777
                                             ------------  ------------

Long-term Portion of Notes and
  Contracts Payable . . . . . . . . . . . .       20,043        26,791
                                             ------------  ------------


Commitments

Shareholders' Equity
  Common stock, $.001 par value:
    100,000,000 shares authorized;
    19,812,348  and  19,726,348 issued
    and outstanding at June 30, 2003
    and Dec. 31, 2002, respectively . . . .       19,831        19,726
  Less:  Common stock in treasury,
   at cost, 100,025 shares. . . . . . . . .      (13,370)      (13,370)
  Common stock receivable . . . . . . . . .          -0-        (2,250)
  Capital in excess of par value. . . . . .    8,981,569     8,879,724
  Accumulated deficit . . . . . . . . . . .   (8,195,114)   (7,621,524)
                                             ------------  ------------

    Total Shareholders' Equity. . . . . . .      792,916     1,262,306
                                             ------------  ------------

    Total Liabilities and
      Shareholders' Equity. . . . . . . . .  $ 8,251,299   $ 4,634,874
                                             ============  ============
</TABLE>

<PAGE>
     The  accompanying  notes  are  an  integral  part  of  these
     condensed  financial  statements.
                                   5

                             TRI-VALLEY CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                    For the Three Months   For the Six Months
                                      Ended  June  30,       Ended  June  30,
                                      ----------------       ----------------
                                    2003          2002     2003          2002
                                    ----          ----     ----          ----


Revenues
  Sale  of  oil  and gas         $ 203,408  $  189,942   $  470,055  $  355,396
  Other  income                     14,460      24,927       21,073      39,998
  Sale of partnership interests    968,000     637,390      968,000     637,390
  Interest  income                   4,503       4,982        8,023       7,191
                                    ------      ------       ------      ------
    Total  Revenues              1,190,371     857,241    1,467,151   1,039,975
                                ----------   ---------    ---------   ---------

Cost  and  Expenses
  Oil and gas lease expense         33,296      87,965       89,621     137,688
  Mining  exploration expenses      32,580      11,693       62,887      42,817
  Project  geology,  geophysics,
    land  &  administration        431,724     175,035      720,743     266,188
  Cost of sale of partnership
     interests                     476,898     627,687      476,898     627,686
  Depletion, depreciation
     and  amortization               7,233      12,981       14,466      25,963
  Interest                             667         229        1,380         477
  General  administrative          360,156     301,934      674,745     563,555
                                   -------     -------      -------     -------
    Total Cost and Expenses      1,342,554   1,217,524    2,040,741   1,664,374
                                 ---------   ---------    ---------   ---------

Net  Income  (Loss)            $ (152,183)  $(360,283)   $(573,590)  $(624,399)
                                =========    =========    =========   =========
Basic  &  Diluted  Earnings
   per  Share                  $     (.01)  $    (.02)   $    (.03)  $    (.03)
                                     =====       =====        =====       =====
Weighted Average Number
   of Shares                    19,786,014  19,703,748   19,786,014  19,703,748
                                ==========  ==========   ==========  ==========


<PAGE>
     The  accompanying  notes  are  an  integral  part  of  these
     condensed  financial  statements.
                                   6



                             TRI-VALLEY CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                        For  the  Six  Months
                                                        ---------------------
                                                           Ended  June  30,
                                                           ----------------
<S>                                                     <C>           <C>
                                                           2003          2002
                                                           ----          ----


Cash  Flows  from  Operating  Activities
  Net  loss                                  $     (573,590)     $     (264,399)
  Adjustments  to  reconcile  net  income
   to net cash used from operating activities:
      Depreciation,  depletion  and amortization      14,466              25,963
      Shares  issued  for  officer  compensation         -0-              11,700
      Changes  in  operating  capital:
      Accounts  receivable-(increase)decrease        (9,077)             (7,274)
      Trade  accounts  payable-increase(decrease)    139,418              42,700
      Accounts  payable  to  joint  venture
       participants and related parties
       -increase(decrease)                           (1,849)               2,633
      Advances  from  joint  venture
        Participants-increase(decrease)            3,954,994           1,656,884
                                                 -----------           ---------

Net  Cash Provided by Operating Activities         3,542,516           1,108,207
                                                   ---------           ---------

Cash  Flows  from  Investing  Activities
  Capital  expenditures                            (138,708)             (1,586)
                                                   ---------              ------
    Cash  Flows  from  Financing  Activities
    Principal  payments  on  long-term  debt        (18,306)               (894)
  Proceeds  from  issuance  of  common stock         104,200               2,000
                                                  ----------              ------
      Net Cash Provided by Financing Activities       85,894               1,106
                                                    --------               -----

Net  Increase  in  Cash  and  Cash  Equivalents    3,489,702           1,107,727
Cash  and  Cash  Equivalents  at  Beginning
  Of  Period                                       1,936,294             911,913
                                                   ---------           ---------

Cash  and  Cash  Equivalents  at
  End  of  Period                            $     5,425,996     $     2,019,640
                                                   =========           =========

Supplemental  Information:

  Cash  paid  for  interest                      $     1,380         $       477
  Cash  paid  for  taxes                         $     5,446         $     5,137

</TABLE>



<PAGE>
                                        8




                             TRI-VALLEY CORPORATION
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                           FOR THE THREE MONTHS ENDED
                             JUNE 30, 2003 AND 2002
                                   (Unaudited)

NOTE  1  -  BASIS  OF  PRESENTATION
            -----------------------

The  financial  information  included  herein  is  unaudited;  however,  such
information  reflects  all  adjustments  (consisting  solely of normal recurring
adjustments),  which  are,  in  the  opinion of management, necessary for a fair
statement  of results for the interim periods. The results of operations for the
six-month  period  ended  June  30,  2003, are not necessarily indicative of the
results  to  be  expected  for  the  full  year.

The  accompanying consolidated financial statements do not include footnotes and
certain  financial  presentations  normally  required  under  generally accepted
accounting  principles;  and,  therefore, should be read in conjunction with the
Company's  Annual  Report  on  Form  10-K  for the year ended December 31, 2002.

NOTE  2  -  PER  SHARE  COMPUTATIONS
            ------------------------

Per  share  computations  are  based  upon the weighted average number of common
shares  outstanding  during each year. Common stock equivalents are not included
in  the  computations  since  their  effect  would  be  anti-dilutive.

NOTE  3  -  RECENT  ACCOUNTING  PRONOUNCEMENTS
            ----------------------------------

On  January  1,  2002,  we  adopted  Financial Accounting Standards Board (FASB)
Statement  of Financial Accounting Standards (SFAS) No. 142, "Goodwill and Other
Intangible  Assets"  (SFAS  142).  Under  SFAS 142, goodwill is a nonamortizable
asset,  and is subject to an annual review for impairment, and an interim review
when  certain events or circumstances occur that indicate the carrying value may
not  be recoverable.  Under SFAS 142, we had a transitional period of six months
from  the  date  of  adoption  to  complete our goodwill impairment testing.  We
evaluated the recoverability of the recorded amount of goodwill based on certain
operating  and  financial  factors.  Such impairment testing included discounted
cash  flow  tests which require broad assumptions and significant judgment to be
exercised  by  management.  As  a  result  of  this  analysis,  no impairment of
goodwill  was  identified.

On  January  1,  2002,  we  adopted  SFAS No. 144, "Accounting for Impairment or
Disposal of Long-Lived Assets" (SFAS 144).  Under SFAS 144, long-lived assets to
be  disposed  of are measured at the lower of carrying amount or fair value less
costs  to  sell,  whether  reported  in continuing operations or in discontinued
operations.  Discontinued  operations  will  no  longer  be  measured  at  net
realizable  value  or  include  amounts  for  operating losses that have not yet
occurred.  A  long-lived  asset must be tested for impairment whenever events or
changes in circumstances indicate that its carrying amount may be impaired.  The
implementation  of  this  standard  had  no  effect  on  results  of operations.

<PAGE>

In  July  2001,  the  FASB issued SFAS No. 143, "Accounting for Asset Retirement
Obligations"  (SFAS  143).  Under SFAS 143, the fair value of a liability for an
asset  retirement  obligation  should  be  recorded in the period in which it is
incurred.  Upon  settlement  of  the  liability,  an  entity  either settles the
obligation  for  its  recorded  amount  or  incurs a gain or loss if the settled
amount  differs  from  the liability recorded.  SFAS 143 is effective for fiscal
years  beginning after June 15, 2002.  We are currently evaluating this guidance
and  have  not  determined  the  impact  on  our  financial position, results of
operations,  or  net  cash  flows,  however,  such  impact  could  be  material.

In  June  2002,  the  FASB issued SFAS No. 146, "Accounting for Costs Associated
with  Exit or Disposal Activities" (SFAS 146).  SFAS 146 addresses the financial
accounting  and reporting for costs associated with exit or disposal activities.
SFAS  146 states that a liability for a cost associated with an exit or disposal
activity  shall  be  recognized  and measured initially at its fair value in the
period  when  the  liability  is incurred.  A liability is established only when
present  obligations to others are determined.  SFAS 146 does not apply to costs
associated  with  the  retirement  of long-lived assets covered in SFAS 143 (see
above).  It  applies  to  costs  associated  with an exit activity that does not
involve  an  entity  newly acquired in a business combination or with a disposal
activity  covered  by  SFAS 144 (see above).  We will apply SFAS 146 for exit or
disposal  activities  initiated after December 31, 2002.  We are evaluating this
guidance and do not believe that it will have a material impact on our financial
position,  results  of  operations,  or  net  cash  flows.


<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         -----------------------------------------------------------------------
           OF  OPERATIONS
           --------------

BUSINESS  REVIEW

Notice  Regarding  Forward-Looking  Statements
----------------------------------------------

This  report  contains  forward-looking  statements.  The  words,  "anticipate,"
"believe,"  "expect,"  "plan,"  "intend," "estimate," "project," "could," "may,"
"foresee,"  and  similar  expressions  are  intended to identify forward-looking
statements.  These statements include information regarding expected development
of  the Company's business, lending activities, relationship with customers, and
development  in  the oil and gas industry.  Should one or more of these risks or
uncertainties  occur,  or  should underlying assumptions prove incorrect, actual
results  may  vary  materially  and  adversely from those anticipated, believed,
estimated  or  otherwise  indicated.

Petroleum  Activities
---------------------

We  began  drilling  the  Sunrise-Mayel  #2H-R  on May 8, 2003.  We successfully
reached  total depth on May 21, 2003, at which time we suspended operation while
waiting on the equipment to artificially fracture (frac) the targeted formation.
We  did frac the well on July 7, 2003, and are currently waiting on the recovery
of  the  frac fluid to determine the results of this downhole formation.  We are
estimating  this  to take at least 30 days before we will know if this operation
is  successful.

We were notified the day before we frac'd Sunrise-Mayel #2H-R that a well we had
been  working  over  was  blowing  natural  gas into the atmosphere.  A piece of
equipment  failed  and was allowing the natural gas to escape, however there was
no  fire.  We  enlisted  the  aid  of a team from Boots and Coots to come to the
location  and  assist.  These  individuals  are  a  team  who  specialize  in
uncontrolled wells.  We were able to get the blow out under control and the well
is  back  on  production.

We  have  been permitted by the Division of Oil, Gas and Geothermal Resources to
drill  the next prospect on our schedule; the name of the prospect is Oil Creek.
We  expect  to  begin  making  location  in  August  2003.

Precious  Metals
----------------

We  had  no activity in Alaska on our gold mining claims in the six months ended
June  30,  2003.  However,  in  early July we began mobilization of equipment to
begin  the  drilling  of  108  drill  holes  to further define our mining claims
potential.  We  expect  to  complete  this  activity in mid to late August 2003.

Three  Months  Ended  June 30, 2003 as compared with Three Months ended June 30,
--------------------------------------------------------------------------------
2002
----

In the quarter ended June 30 revenue was $1,190,371 compared to $857,241 for the
same  quarter in 2002.  This increase was from the sale of partnership interests
in  our  drilling  program.
ITEM  2.  (CONTINUED)

Costs  and  expenses  increased  $125,030  for  the period ending June 30, 2003,
compared to the same period in 2002.  Oil & gas lease expenses were $54,669 less
for  the quarter ended June 30, 2003, due to a decreased amount of workovers for
the  same  quarter  in  2002.  Mining expenses were $20,887 more in this quarter
than  in 2002, due to repair work on the Richardson roadhouse.  The roadhouse is
a  facility  we  use as a base for our exploration activities in Alaska.  It was
broken  into and all of the fixtures and appliances were stolen and the building
was damaged.  Project geology, geophysics, land and administration expenses were
$256,689  higher  for  the  quarter  ended  June  30, 2003, compared to the same
quarter  in  2002.  This  increase is due to increased activity to better define
our  projects  and  develop  new  ones.  General  and  administration costs were
$58,222  higher  for  the  quarter  ended  June  30, 2003, compared to the same
quarter  in  2002.  This  was due to increased investor relation costs and state
income  taxes.

For  the  quarter  ended  June 30, 2003, we had a loss of $152,183 compared to a
loss  of $360,283 for the quarter ended June 30, 2002.  The smaller loss was due
to  the increased revenue from the sale of partnership interests in our drilling
program.

Six  Months  Ended  June  30, 2003 as compared to Six Months ended June 30, 2002
--------------------------------------------------------------------------------

Our  revenue  increased $427,206 over the same six-month period last year.  This
increase  was  from  increased  income  from  oil and gas sales due to increased
natural  gas  prices.  Another  area  that improved was the $330,610 increase in
sales  of  partnership  interests  in  our  drilling  program.

Costs and expenses were $367,367 more in the period ended June 30, 2003, than in
the same period last year.  Oil and gas lease expenses were $48,067 less in 2003
due  to a decreased amount of well workovers.  Project geology, geophysics, land
&  administration costs were $454,555 higher in this period compared to 2002 due
to  increased  activity  in  our  OPUS-I  partnership  project.  General  and
administrative  costs  were $111,190 more in the six months ended June 30, 2003,
compared  to  the  same six month period in 2002.  G & A expenses were higher in
2003  because  we  recorded  $69,000  in directors fees/expenses, an increase of
$14,000  in  office  supplies  and  a  $25,000  expense  for a bonus paid to the
president  of  the  Company  pursuant  to  his  employment  contract.

We  had  a  loss of $573,590 for the six months ended June 30, 2003, compared to
$624,399  for  the  same  six months period in 2002.  This $50,809 difference is
because  we  realized  higher  income  from the sale of partnership interests in
2003.

Capital  Resources  and  Liquidity
----------------------------------

We  have  funded  our oil and gas exploration activities primarily with proceeds
raised  through  privately  placed  drilling programs.  We make decisions on the
amount  of  capital expenditures for drilling as funds become available for that
purpose.  We  do  not, as a rule, rely on borrowings to fund drilling operations
or  other  activities.


ITEM  2.  (CONTINUED)

We  began a gold exploration program on its Alaska properties in July 2003.  The
expected cost of the program is $600,000 for the next 12 months, which we expect
to  fund  from  our  internal  resources.

Current  assets  were  $5,580,566 at June 30, 2003, compared to $2,099,941 as of
December 31, 2002.  This is due to an increase of cash related to investments in
our  OPUS-I  drilling  program.

Current  liabilities  were  $7,438,340  for  the six months ended June 30, 2003,
compared to $3,345,777 for the period ended December 31, 2002.  This increase is
due  to  advances  from joint venture participants in our drilling programs.  We
also  had  an increase in accounts payable of $150,976 for the current six-month
period  over  the  same  period  in  2002.  This increase is related to drilling
activities  in  the  second  quarter  of  2003.

OPERATING  ACTIVITIES.  We  had  a  positive cash flow of $3,542,516 for the six
months  ended  June  30, 2003 compared to a positive cash flow of $1,108,207 for
the  same  period  in  2002.  This change is due to an increase in advances from
joint  venture  partners.  Our  primary  source of funds is comprised of selling
prospects  and  oil  and  gas  sales.

INVESTING  ACTIVITIES.  In  the  first  six  months of 2003 we spent $138,708 on
capital  expenditures  compared  to  $1,586  for the same period in 2002.  These
expenditures  were  the  result  of leasing activities to acquire leases for our
drilling  program.  We  expect to recoup these amounts as the drilling prospects
are  sold  to  the  drilling  program.

FINANCING ACTIVITIES.  Net cash used by financing activities was $85,894 for the
six  months  ended June 30, 2003 compared to $1,106 for the same period in 2002.
This  change  was  due to payments on long-term debt ($18,306) and proceeds from
the  issuance of stock in private transactions and the exercise of stock options
($104,200).

ITEM  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK
          ----------------------------------------------------------------

Tri-Valley  Corporation  does  not engage in hedging activities and does not use
commodity  futures  or  forward  contracts  in  its  cash  management functions.


ITEM  4.  CONTROLS  AND  PROCEDURES
          -------------------------

As  of June 30, 2003, an evaluation was performed under the supervision and with
the  participation  of the Company's management, including the Company's CEO and
CFO,  of  the  effectiveness  of  the  design  and  operation  of  the Company's
disclosure  controls  and  procedures.  Based  on that evaluation, the Company's
management,  including  the CEO and CFO, concluded that the Company's disclosure
controls  and procedures were effective as of June 30, 2003.  There have been no
significant  changes in the Company's internal controls or in other factors that
could  significantly  affect  internal  controls  subsequent  to  June 30, 2003.




PART  II  -  OTHER  INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS
             ------------------

None

ITEM  2.     CHANGES  IN  SECURITIES
             -----------------------

During  the  quarter  ended June 30, 2003, we issued a total of 64,000 shares of
our common stock in a private transaction pursuant to the exemption contained in
Section  4(2)  of  the  Securities  Act  of  1933.  These  shares are restricted
securities,  which  bear  a  legend  restricting  transfer  of the shares unless
registered  or  sold  under  exemption  from registration requirements under the
Securities  Act.  A  summary  of  these  share  issuances  follows:

We  issued  50,000 shares to the outside directors of the Company for service as
directors.  The  price  of  these shares was $1.36 per share on May 1, 2003, the
date  of  the  award.

We  issued 3,000 shares in exchange for services.  The price of these shares was
$1.35  per  share  on  May  1,2003,  the  date  of  the  award.

We  issued  5,000 shares for aggregate consideration of $2,500.00.  These shares
were  issued  on  exercise of options by non-affiliated third party who acquired
the  options  from an ex-employee.  The exercise price for these shares was $.50
each.

We  issued  6,000 shares for aggregate consideration of $3,000.00.  These shares
were  issued  on  exercise  of options by an ex-employee.  The exercise price of
these  shares  was  $.50  each.


ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K
             -------------------------------------

(a)     Exhibits
31.1  Rule  13a-14(a)/15d-14(a)  Certification
31.2  Rule  13a-14(a)/15d-14(a)  Certification
32.1  18  U.S.C.   1350  Certification
32.2  18  U.S.C.   1350  Certification

(b)  Reports  on  form  8-K:
       On  May 29, 2003 we filed an 8-K to announce that we had received the log
interpretation  on  Sunrise-Mayel  No.  2HR  gas  well.

















                                   SIGNATURES




     Pursuant  to  the  requirement  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.


                        TRI-VALLEY  CORPORATION




      August  11,  2003      /s/  F.  Lynn  Blystone
                            ------------------------
                            F.  Lynn  Blystone
                            President  and  Chief  Executive  Officer


      August  11,  2003     /s/  Thomas  J.  Cunningham
                            ---------------------------
                            Thomas  J.  Cunningham
                            Secretary,  Treasurer,  Chief  Financial  Officer


<PAGE>
                                  EXHIBIT 31.1
I,  F.  Lynn  Blystone,  President  and  Chief  Executive  Officer of Tri-Valley
Corporation,  certify  that:
1. I have reviewed this quarterly report on Form 10-Q of Tri-Valley Corporation;
2. Based on my knowledge, this report does not contain any untrue statement of a
material  fact or omit to state a material fact necessary to make the statements
made,  in  light of the circumstances under which such statements were made, not
misleading  with  respect  to  the  period covered by this report;3. Based on my
knowledge, the financial statements, and other financial information included in
this  report,  fairly  present in all material respects the financial condition,
results  of  operations  and  cash  flows  of the registrant as of, and for, the
periods  presented  in  this  report;
4.  The  registrant's  other  certifying  officer(s)  and  I are responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-15(e)  and  15d-15)  for  the  registrant  and  have:
 a)  designed such disclosure controls and procedures, or caused such disclosure
controls  and  procedures  to  be designed under our supervision, to ensure that
material  information  relating  to  the  registrant, including its consolidated
subsidiaries,  is made known to us by others within those entities, particularly
during  the  period  in  which  this  report  is  being  prepared;
 b)  designed  such  internal  control  over financial reporting, or caused such
internal  control over financial reporting to be designed under our supervision,
to provide reasonable assurance regarding the reliability of financial reporting
and  the preparation of financial statements for external purposes in accordance
with  generally  accepted  accounting  principles;
 c)  evaluated  the  effectiveness  of  the registrant's disclosure controls and
procedures  and presented in this report our conclusions about the effectiveness
of  the  disclosure controls and procedures, as of the end of the period covered
by  this  report  based  on  such  evaluation;  and
 d)  disclosed  in  this  report any change in the registrant's internal control
over  financial  reporting  that  occurred  during  the registrant's most recent
fiscal  quarter (the registrant's fourth fiscal in the case of an annual report)
that  has materially affected, or is reasonably likely to materially affect, the
registrant's  internal  control  over  financial  reporting;  and
5. The registrant's other certifying officers and I have disclosed, based on our
most  recent  evaluation  of  internal  control over financial reporting, to the
registrant's auditors and the audit committee of registrant's board of directors
(or  persons  performing  the  equivalent  functions):
 a)  all  significant  deficiencies  and  material  weaknesses  in the design or
operation  of  internal  control  over  financial reporting which are reasonably
likely  to  adversely  affect  the  registrant's  ability  to  record,  process,
summarize  and  report  financial  information;  and
 b)  any  fraud,  whether  or  not  material,  that involves management or other
employees  who have a significant role in the registrant's internal control over
financial  reporting.
Date:  August  11,  2003          /s/F.  Lynn  Blystone
                                  F.  Lynn  Blystone,
                                  President  and  Chief  Executive  Officer
                                  ------------------------------------------
                                  EXHIBIT 31.1
I,  Thomas  J.  Cunningham,  Chief  Financial Officer of Tri-Valley Corporation,
certify  that:
1. I have reviewed this quarterly report on Form 10-Q of Tri-Valley Corporation;
2. Based on my knowledge, this report does not contain any untrue statement of a
material  fact or omit to state a material fact necessary to make the statements
made,  in  light of the circumstances under which such statements were made, not
misleading  with  respect  to  the  period  covered  by  this  report;
3.  Based  on  my  knowledge,  the  financial  statements,  and  other financial
information included in this report, fairly present in all material respects the
financial  condition,  results of operations and cash flows of the registrant as
of,  and  for,  the  periods  presented  in  this  report;
4.  The  registrant's  other  certifying  officer(s)  and  I are responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-15(e)  and  15d-15)  for  the  registrant  and  have:
 a)  designed such disclosure controls and procedures, or caused such disclosure
controls  and  procedures  to  be designed under our supervision, to ensure that
material  information  relating  to  the  registrant, including its consolidated
subsidiaries,  is made known to us by others within those entities, particularly
during  the  period  in  which  this  report  is  being  prepared;
 b)  designed  such  internal  control  over financial reporting, or caused such
internal  control over financial reporting to be designed under our supervision,
to provide reasonable assurance regarding the reliability of financial reporting
and  the preparation of financial statements for external purposes in accordance
with  generally  accepted  accounting  principles;
 c)  evaluated  the  effectiveness  of  the registrant's disclosure controls and
procedures  and presented in this report our conclusions about the effectiveness
of  the  disclosure controls and procedures, as of the end of the period covered
by  this  report  based  on  such  evaluation;  and
 d)  disclosed  in  this  report any change in the registrant's internal control
over  financial  reporting  that  occurred  during  the registrant's most recent
fiscal  quarter (the registrant's fourth fiscal in the case of an annual report)
that  has materially affected, or is reasonably likely to materially affect, the
registrant's  internal  control  over  financial  reporting;  and
5. The registrant's other certifying officers and I have disclosed, based on our
most  recent  evaluation  of  internal  control over financial reporting, to the
registrant's auditors and the audit committee of registrant's board of directors
(or  persons  performing  the  equivalent  functions):
 a)  all  significant  deficiencies  and  material  weaknesses  in the design or
operation  of  internal  control  over  financial reporting which are reasonably
likely  to  adversely  affect  the  registrant's  ability  to  record,  process,
summarize  and  report  financial  information;  and
 b)  any  fraud,  whether  or  not  material,  that involves management or other
employees  who have a significant role in the registrant's internal control over
financial  reporting.
Date:  August  11,  2003          /s/Thomas  J.  Cunningham
                                  Thomas  J.  Cunningham,
                                  Chief  Financial  Officer
                                  -------------------------
                                  EXHIBIT 32.2

                   CERTIFICATION PURSUANT TO 18 U.S.C.   1350

The  undersigned,  Thomas  J.  Cunningham, Chief Financial Officer of Tri-Valley
Corporation, a Delaware corporation (the "Company"), pursuant to 18 U.S.C. 1350,
as  adopted  pursuant  to  Section 906 of the Sarbanes Oxley Act of 2002, hereby
certifies  that:

(1)  the  Company's Quarterly Report on Form 10-Q for the quarter ended June 30,
2003 (the "Report") fully complies with the requirements of Section 13(a) of the
Securities  Exchange  Act  of  1934;  and

(2)  the  information  contained  in the Report fairly presents, in all material
respects,  the  financial  condition  and  results of operations of the Company.

Date:  August  11,  2003          /s/Thomas  J.  Cunningham
                                   ------------------------
                                  Thomas  J.  Cunningham,
                                  Chief  Financial  Officer
                                  -------------------------






                                  EXHIBIT 32.2

                   CERTIFICATION PURSUANT TO 18 U.S.C.   1350


The  undersigned,  F.  Lynn  Blystone,  President and Chief Executive Officer of
Tri-Valley  Corporation,  a Delaware corporation (the "Company"), pursuant to 18
U.S.C.  1350,  as  adopted  pursuant to Section 906 of the Sarbanes Oxley Act of
2002,  hereby  certifies  that:

(1)  the  Company's Quarterly Report on Form 10-Q for the quarter ended June 30,
2003 (the "Report") fully complies with the requirements of Section 13(a) of the
Securities  Exchange  Act  of  1934;  and

(2)  the  information  contained  in the Report fairly presents, in all material
respects,  the  financial  condition  and  results of operations of the Company.

Date:  August  11,  2003          /s/F.  Lynn  Blystone
                                  ------------------------
                                  F.  Lynn  Blystone,
                                  President  and  Chief  Executive  Officer
                                  -----------------------------------------