U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB

                             Quarterly Report Under
                       the Securities Exchange Act of 1934

                        For Quarter Ended: March 31, 2000

                        Commission File Number: 000-25725



                            BUCKEYE OIL AND GAS, INC.
        (Exact name of small business issuer as specified in its charter)



                                    Colorado

         (State or other jurisdiction of incorporation or organization)

                                   84-1026453
                        (IRS Employer Identification No.)

                      5650 Greenwood Plaza Blvd, Suite 216
                               Englewood, Colorado

                    (Address of principal executive offices)

                                      80111
                                   (Zip Code)

                                 (303) 741-1118
                           (Issuer's Telephone Number)


              (Former name, former address and former fiscal year,
                          if changed since last report)


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
for such shorter  period that the registrant was required to file such reports),
and (2) has been subject to such filing  requirements  for the past 90 days: Yes
__X__ No ____.

The number of shares of the  registrant's  only class of common stock issued and
outstanding, as of March 31, 2000, was 500,000 shares.


<PAGE>



                                     PART I

ITEM 1.           FINANCIAL STATEMENTS.

     The unaudited  financial  statements for the three month period ended March
31, 2000 are attached hereto.

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

     The following  discussion  should be read in conjunction with the Company's
unaudited  financial  statements and notes thereto included herein.  The Company
generated  no revenues  during the three  month  period  ended  March 31,  2000.
Management  of the Company  anticipates  that the Company  will not generate any
significant  revenues until the Company  accomplishes its business  objective of
merging with a nonaffiliated entity or acquiring assets from the same.

     In connection  with, and because it desires to take advantage of, the "safe
harbor" provisions of the Private Securities  Litigation Reform Act of 1995, the
Company cautions  readers  regarding  certain forward looking  statements in the
following  discussion  and  elsewhere in this report and in any other  statement
made by, or on the behalf of the Company,  whether or not in future filings with
the  Securities  and  Exchange   Commission.   Forward  looking  statements  are
statements  not  based on  historical  information  and  which  relate to future
operations, strategies, financial results or other developments. Forward looking
statements  are  necessarily  based  upon  estimates  and  assumptions  that are
inherently   subject  to   significant   business,   economic  and   competitive
uncertainties and contingencies,  many of which are beyond the Company's control
and many of which,  with respect to future  business  decisions,  are subject to
change.  These  uncertainties  and  contingencies  can affect actual results and
could cause  actual  results to differ  materially  from those  expressed in any
forward looking  statements  made by, or on behalf of, the Company.  The Company
disclaims any obligation to update forward looking statements.

Plan of Operation

     The  Company  intends  to seek to  acquire  assets  or  shares of an entity
actively engaged in business, in exchange for its securities.  As of the date of
this report,  management  of the Company has had  preliminary  discussions  with
potential merger or acquisition candidates, but there is no definitive agreement
between  the  Company and any third  party  relevant  thereto.  In the event the
Company  does  enter into an  agreement  with such a third  party,  the Board of
Directors does intend to obtain certain assurances of value of the target entity
assets prior to

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<PAGE>



consummating  such a  transaction,  with  further  assurances  that  an  audited
financial  statement would be provided within sixty days after closing of such a
transaction.  Closing  documents  relative thereto will include  representations
that the value of the assets  conveyed to or otherwise so  transferred  will not
materially differ from the  representations  included in such closing documents,
or the transaction will be voidable.

     The  Company  has no full  time  employees.  The  Company's  President  and
Secretary  have agreed to allocate a portion of their time to the  activities of
the Company,  without compensation.  These officers anticipate that the business
plan of the Company can be implemented by their devoting  approximately 20 hours
per month to the business affairs of the Company and, consequently, conflicts of
interest may arise with respect to the limited time commitment by such officers.

     Because  the Company  presently  has  nominal  overhead  or other  material
financial  obligations,  management  of the Company  believes that the Company's
short term cash requirements can be satisfied by management  injecting  whatever
nominal  amounts of cash into the  Company to cover these  incidental  expenses.
There  are no  assurances  whatsoever  that  any  additional  cash  will be made
available to the Company through any means.

Liquidity and Capital Resources

     The Company  presently  has nominal cash or cash  equivalents.  Because the
Company  is not  required  to pay rent or  salaries  to any of its  officers  or
directors, management believes that the Company has sufficient funds to continue
operations through the foreseeable future.

     The Company's  securities  are  currently  not liquid.  There are no market
makers in the Company's  securities  and it is not  anticipated  that any market
will  develop  in the  Company's  securities  until  such  time  as the  Company
successfully implements its business plan of engaging in a business opportunity,
either by merger or acquisition of assets.  The Company  presently has no liquid
financial  resources to offer such a candidate and must rely upon an exchange of
its stock to complete such a merger or acquisition.

YEAR 2000 DISCLOSURE

     Many existing  computer  programs use only two digits to identify a year in
the date field.  These programs were designed and developed without  considering
the  impact  of the  upcoming  change in the  century.  If not  corrected,  many
computer  applications  could fail or create erroneous results by or at the Year
2000. As a result,  many companies will be required to undertake  major projects
to address the Year 2000 issue. The Year 2000 issue is the result

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<PAGE>



of computer  programs  written  using two digits  rather than four to define the
applicable year. As a result,  date-sensitive software may recognize dates using
"00" as the year 1900  rather  than the year 2000.  This could  result in system
failures or miscalculations causing disruptions of operations,  including, among
others, a temporary inability to process transactions,  send invoices, or engage
in similar normal  business  activities.  The Company did not incur any negative
impact  as a  result  of  this  problem  and no  problems  in  this  regard  are
anticipated in the future.

                           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

                  None.

ITEM 5.           OTHER INFORMATION - NONE.

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

                  (a)      Exhibits

                           EX-27            Financial Data Schedule

                  (b)      Reports on Form 8-K

                           None.



                                        4


<PAGE>

<TABLE>


Buckeye Oil & Gas, Inc.
(A Development Stage Company)
Unaudited Balance Sheet
----------------------------------------------------------------------
<CAPTION>
                                                Unaudited   Audited
                                                  March     December
                                                31, 2000    31, 1999
                                                ---------  ---------
<S>                                             <C>        <C>
ASSETS

Current Assets - Cash                           $   1,131  $   1,163
                                                ---------  ---------
TOTAL ASSETS                                    $   1,131  $   1,163
                                                =========  =========
LIABILITIES AND SHAREHOLDERS' EQUITY

LIABILITIES

Accounts Payable                                $   8,952  $   5,959
                                                ---------  ---------

Total Current Liabilities                           8,952      5,959
                                                ---------  ---------
SHAREHOLDERS' EQUITY

Preferred Stock, $.01 Par Value
 Authorized 25,000,000 Shares;
 Issued And Outstanding 0 Shares                        0          0

Common Stock, $.001 Par Value
 Authorized 100,000,000 Shares;
 Issued And Outstanding 500,000 Shares                500        500

Capital Paid In Excess of

 Par Value of Common Stock                        257,500    257,500

Retained Earnings (Deficit)                      (245,000)  (245,000)

Deficit Accumulated During The

  Development Stage                               (20,821)   (17,796)
                                                ---------  ---------
TOTAL SHAREHOLDERS' EQUITY                         (7,821)    (4,796)
                                                ---------  ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY      $   1,131  $   1,163
                                                =========  =========





              The Accompanying Notes Are An Integral Part Of These
                         Unaudited Financial Statements.

</TABLE>


                                        5


<PAGE>

<TABLE>


Buckeye Oil & Gas, Inc.
(A Development Stage Company)
Unaudited Statement Of Operations
----------------------------------------------------------------------

<CAPTION>
                                 Unaudited     Unaudited    Unaudited
                               Three Month   Three Month   Jan. 1, 1997
                              Interim Period Interim Period (Inception)
                                   Ended         Ended        Through
                                   March         March         March
                                  31, 2000      31, 1999     31, 2000
                                ------------  ------------  ----------
<S>                             <C>           <C>           <C>
Revenue                         $          0  $          0  $        0
                                ------------  ------------  ----------
Expenses:

 Administrative Services                 900           900       4,500
 Bank Charges                             32             0         118
 Professional Fees                     1,793         6,500      14,703
 Rent                                    300           300       1,500
                                ------------  ------------  ----------
Total Expenses                         3,025         7,700      20,821
                                ------------  ------------  ----------

Net (Loss) Before Other Income  $     (3,025) $     (7,700) $  (20,821)

Other Income - Interest                    0             0           0
                                ------------  ------------  ----------
Net Income (Loss)               $     (3,025) $     (7,700) $  (20,821)
                                ============  ============  ==========

Basic Earnings (Loss)
 Per Share                      $      (0.00) $      (0.00)
                                ============  ============
Weighted Average Common Shares

 Outstanding                         500,000       500,000
                                ============  ============













              The Accompanying Notes Are An Integral Part Of These
                         Unaudited Financial Statements.

</TABLE>


                                        6


<PAGE>

<TABLE>


Buckeye Oil & Gas, Inc.
(A Development Stage Company)
Unaudited Statement Of Cash Flows
----------------------------------------------------------------------

<CAPTION>
                                  Unaudited     Unaudited     Unaudited
                                Three Month    Three Month  Jan. 1, 1997
                               Interim Period Interim Period (Inception)
                                    Ended         Ended        Through
                                    March         March         March
                                  31, 2000      31, 1999      31, 2000
                                 ------------  ------------  ----------
<S>                              <C>           <C>           <C>
Net (Loss)                       $     (3,025) $     (7,700) $  (20,821)

Adjustments to Reconcile Net
 Loss to Net Cash Used in
 Operating Activities:

  Increase in Account Payable           2,993         2,700       8,952

                                 ------------  ------------  ----------
 Net Flows From Operations                (32)       (5,000)    (11,869)
                                 ------------  ------------  ----------
Cash Flows From
 Investing Activities:
                                            0             0           0
                                 ------------  ------------  ----------
Net Cash Flows From Investing               0             0           0
                                 ------------  ------------  ----------
Cash Flows From
 Financing Activities:
  Additional Paid In Capital                0         8,000      13,000
                                 ------------  ------------  ----------
Cash Flows From Financing                   0         8,000      13,000
                                 ------------  ------------  ----------
Net Increase In Cash                      (32)        3,000       1,131
Cash At Beginning Of Period             1,163             0           0
                                 ------------  ------------  ----------
Cash At End Of Period            $      1,131  $      3,000  $    1,131
                                 ============  ============  ==========












              The Accompanying Notes Are An Integral Part Of These
                         Unaudited Financial Statements.

</TABLE>


                                        7


<PAGE>

<TABLE>


Buckeye Oil & Gas, Inc.
(A Development Stage Company)
Unaudited Statement Of Shareholders' Equity

--------------------------------------------------------------------------------

<CAPTION>
                                                             Deficit
                                                           Accumulated
                          Number Of          Capital Paid   During The
                           Common    Common  In Excess of  Development   Retained
                           Shares     Stock    Par Value      Stage       Deficit     Total
                          --------   -------   ---------   -----------   ---------   --------
<S>                       <C>        <C>       <C>         <C>           <C>         <C>
Balance At
  December 31, 1996,
  1997, 1998               500,000   $   500   $ 244,500   $         0   $(245,000)  $      0

Additoinal Paid In Capital       -         -      13,000                               13,000

Net (Loss) At

  December 31, 1999              -        -            -       (17,796)          -    (17,796)
                          --------   -------   ---------   -----------   ---------   --------
Balance At

  December 31, 1999        500,000   $   500   $ 257,500   $   (17,796)  $(245,000)  $ (4,796)

Net (Loss) at March

  31, 2000                       -         -           -        (3,025)          -     (3,025)
                          --------   -------   ---------   -----------   ---------   --------

Balance at March 31, 2000  500,000   $   500   $ 257,500   $   (20,821)  $(245,000)  $ (7,821)
                          ========   =======   =========   ===========   =========   ========




























              The Accompanying Notes Are An Integral Part Of These
                         Unaudited Financial Statements.

</TABLE>


                                        8


<PAGE>



Buckeye Oil & Gas, Inc.
(A Development Stage Company)
Notes To Unaudited Financial Statements
For The Three Month Period Ended March 31, 2000
-----------------------------------------------

Note 1 - Unaudited Financial Information
----------------------------------------

The unaudited financial  information included for the three month interim period
ended  March 31,  2000 were  taken  from the books and  records  without  audit.
However,  such information  reflects all adjustments  (consisting only of normal
recurring  adjustments,  which are of the opinion of  management,  necessary  to
reflect  properly  the  results of interim  periods  presented).  The results of
operations for the three month period ended March 31, 2000, are not  necessarily
indicative of the results to be expected for the fiscal year ended  December 31,
2000.

Note 2 - Financial Statements
-----------------------------

Management  has  elected to omit  substantially  all  footnotes  relating to the
condensed  financial  statements  of the Company  included in the report.  For a
complete set of foot notes,  reference is made to the  Company's  Report on Form
10-KSB for the year ended  December  31, 1999 as filed with the  Securities  and
Exchange Commission and the audited financial statements included therein.

                                        9


<PAGE>



                                   SIGNATURES

     Pursuant to the  requirements  of Section 12 of the Securities and Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                        BUCKEYE OIL AND GAS, INC.
                                        (Registrant)

                                        Dated:  May 15, 2000



                                        By:  s/Gregory W. Skufca
                                            ------------------------
                                            Gregory W. Skufca, President

                                       10


<PAGE>


                            BUCKEYE OIL AND GAS, INC.

                EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-QSB
                      FOR THE QUARTER ENDED MARCH 31, 2000

EXHIBITS                                                                Page No.

  EX-27  Financial Data Schedule..............................................12



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