SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002

                            Commission File #0-30503

                          PANGEA PETROLEUM CORPORATION
        (Exact name of small business issuer as specified in its charter)

                                    COLORADO
         (State or other jurisdiction of incorporation or organization)

                                   76-0635938
                      (IRS Employer Identification Number)

              5850 Richmond Avenue, Suite 500, Houston, Texas 77057
               (Address of principal executive offices)(Zip Code)

                                 (713) 706-6350
                (Registrant's telephone no., 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 outstanding of the Company's common stock as of June 30,
2002  is  shown  below:

Title  of  Class  Number of Shares Outstanding Common Stock, par value $.001 per
share  57,078,554

Documents  Incorporated  by  Reference:  None


<PAGE>
                          PANGEA PETROLEUM CORPORATION
                                   FORM 10-QSB
                                Table  of  Contents

PART  I  -  FINANCIAL  INFORMATION

Item  1  -  Financial  Statements

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

PART II  -  OTHER  INFORMATION

Item  2  -  Changes  in  Securities  and  Use  of  Proceeds

Item  6  -  Reports  on  Form  8-K

SIGNATURES


<PAGE>
                          PANGEA PETROLEUM CORPORATION
                                   __________





              UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
        FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2002 AND 2001







                                       F-1
<PAGE>
                          PANGEA PETROLEUM CORPORATION
                                TABLE OF CONTENTS
                                   __________




                                                                            PAGE
                                                                            ----
Unaudited Consolidated Condensed Financial Statements:

  Unaudited Consolidated Condensed Balance Sheets as of
    June 30, 2002 and December 31, 2001                                     F-3

  Unaudited Consolidated Condensed Statements of Operations
    for the three months and six months ended June 30, 2002
    and 2001                                                                F-4

  Unaudited Consolidated Condensed Statements of Stockholders'
    Deficit for the six months ended June 30, 2002                          F-5

  Unaudited Consolidated Condensed Statements of Cash Flows
    for the six months ended June 30, 2002 and 2001                         F-6

Notes to Unaudited Consolidated Condensed Financial Statements              F-7


                                       F-2
<PAGE>
<TABLE>
<CAPTION>
                          PANGEA PETROLEUM CORPORATION
                 UNAUDITED CONSOLIDATED CONDENSED BALANCE SHEET
                                   __________

                                                           JUNE 30,      DECEMBER 31,
                                                             2002            2001
     ASSETS                                               (UNAUDITED)       (NOTE)
     ------                                              -------------  --------------
<S>                                                      <C>            <C>
Current assets:
  Cash                                                   $     56,974   $      17,377
  Accounts receivable, net                                      5,025          14,188
  Prepaid expenses                                             40,693           1,693
  Deferred income taxes                                         6,698               -
  Investments available for sale                              192,300         125,000
                                                         -------------  --------------

    Total current assets                                      301,690         158,258
                                                         -------------  --------------

Property held for investment                                        -          46,642

Property and equipment                                        563,834         562,390
  Less accumulated depreciation, depletion and
    amortization                                             (104,098)       (101,482)
                                                         -------------  --------------

  Net property and equipment                                  459,736         460,908
                                                         -------------  --------------

      Total assets                                       $    761,426   $     665,808
                                                         =============  ==============


LIABILITIES AND STOCKHOLDERS' DEFICIT
-------------------------------------

Current liabilities:
  Accounts payable                                       $  1,486,400   $   1,557,590
  Accrued liabilities                                          68,366          52,716
  Notes payable to related parties                            322,837         474,480
                                                         -------------  --------------

    Total current liabilities                               1,877,603       2,084,786

Notes payable to related parties, net of current
  portion                                                      37,847          44,946
                                                         -------------  --------------

      Total liabilities                                     1,915,450       2,129,732
                                                         -------------  --------------

Commitments and contingencies

Stockholders' equity (deficit):
  Common stock: $.001 par value; 100,000,000 shares
    authorized; 57,078,554 and 52,186,900 shares issued
    and 52,186,900 shares outstanding at June 30, 2002
    and December 31, 2001, respectively                        57,079          52,187
  Additional paid-in capital                               15,410,784      14,717,956
  Accumulated deficit                                     (16,570,385)    (16,218,067)
  Unrealized loss on investments available for sale           (13,002)              -
                                                         -------------  --------------

                                                           (1,115,524)     (1,447,924)
  Less common stock subscriptions receivable                  (38,500)        (16,000)
  Less treasury stock: 5,991,000 shares, at cost                    -               -
                                                         -------------  --------------

      Total stockholders' deficit                          (1,154,024)     (1,463,924)
                                                         -------------  --------------

        Total liabilities and stockholders' deficit      $    761,426   $     665,808
                                                         =============  ==============

<FN>
Note:  The  balance  sheet  at  December  31,  2001  has been derived from the audited
financial  statements  at  that  date  but does not include all of the information and
footnotes  required by generally accepted accounting principles for complete financial
statements.
</TABLE>


              The accompanying notes are an integral part of these
             unaudited consolidated condensed financial statements.
                                       F-3
<PAGE>
<TABLE>
<CAPTION>
                          PANGEA PETROLEUM CORPORATION
            UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS
        FOR THE THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   __________

                                          THREE  MONTHS  ENDED         SIX  MONTHS  ENDED
                                                JUNE  30,                   JUNE  30,
                                           2002          2001          2002          2001
                                       ------------  ------------  ------------  ------------
<S>                                    <C>           <C>           <C>           <C>
Revenues:
  Sales and operating revenues         $         -   $    18,102   $    31,895   $    18,102
                                       ------------  ------------  ------------  ------------

    Total revenues                               -        18,102        31,895        18,102
                                       ------------  ------------  ------------  ------------

Costs and expenses:
  Production expenses                            -         9,870             -         9,870
  Selling, general and administrative      285,774       326,938       342,648     1,117,710
  Depreciation, depletion and
    amortization                             1,308             -         1,308             -
  Interest expense                          10,297           149        29,813           149
  Loss on sale of securities                10,444             -        10,444             -
                                       ------------  ------------  ------------  ------------

    Total costs and expenses               307,823       336,957       384,213     1,127,729
                                       ------------  ------------  ------------  ------------

      Net loss                         $  (307,823)  $  (318,855)  $  (352,318)  $(1,109,627)
                                       ============  ============  ============  ============


Basic and diluted net loss per
  common share                         $     (0.01)  $     (0.01)  $     (0.01)  $     (0.02)
                                       ============  ============  ============  ============

Weighted average common shares          56,944,708    47,577,776    54,802,443    46,313,076
                                       ============  ============  ============  ============
</TABLE>


              The accompanying notes are an integral part of these
             unaudited consolidated condensed financial statements.
                                       F-4
<PAGE>
<TABLE>
<CAPTION>
                                          PANGEA PETROLEUM CORPORATION
                      UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF STOCKHOLDERS' DEFICIT
                                     FOR THE SIX MONTHS ENDED JUNE 30, 2002
                                                   __________

                                                                                                 UNREALIZED
                                                                                                   LOSS ON          TOTAL
                                                    ADDITIONAL                     STOCK         INVESTMENTS     STOCKHOLDERS'
                                 COMMON  STOCK       PAID-IN      RETAINED     SUBSCRIPTIONS      AVAILABLE        EQUITY
                                SHARES    AMOUNT     CAPITAL      EARNINGS       RECEIVABLE       FOR SALE        (DEFICIT)
                              ----------  -------  -----------  -------------  ---------------  -------------  ---------------
<S>                           <C>         <C>      <C>          <C>            <C>              <C>            <C>
Balance at December 31,
  2001                        52,186,900  $52,187  $14,717,956  $(16,218,067)  $      (16,000)  $          -   $   (1,463,924)

Net loss                               -        -            -      (352,318)               -              -         (352,318)

Other comprehensive loss-
  unrealized loss on invest-
  ments available for sale             -        -            -             -                -        (13,002)         (13,002)
                                                                                                               ---------------

  Comprehensive loss                                                                                                 (365,320)
                                                                                                               ---------------

Issuance of stock for cash     1,205,000    1,205       43,870             -          (22,500)             -           22,575

Issuance of stock for
  services                     3,686,654    3,687      230,848             -                -              -          234,535

Capital contribution under
  settlement agreement                 -        -      418,110             -                -              -          418,110
                              ----------  -------  -----------  -------------  ---------------  -------------  ---------------

Balance at June 30, 2002      57,078,554  $57,079  $15,410,784  $(16,570,385)  $      (38,500)  $    (13,002)  $   (1,154,024)
                              ==========  =======  ===========  =============  ===============  =============  ===============
</TABLE>


              The accompanying notes are an integral part of these
             unaudited consolidated condensed financial statements.
                                       F-5
<PAGE>
<TABLE>
<CAPTION>
                          PANGEA PETROLEUM CORPORATION
            UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
                FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   __________


                                                       JUNE 30,     JUNE 30,
                                                         2002         2001
                                                      ----------  ------------
<S>                                                   <C>         <C>
Cash flows from operating activities:
  Net loss                                            $(352,318)  $(1,109,627)
  Adjustments to reconcile net loss to net cash
    provided by (used in) operating activities         (215,128)    1,600,346
                                                      ----------  ------------

        Net cash provided by (used in) operating
          activities                                   (137,590)      490,719
                                                      ----------  ------------

Cash flows from investing activities:
  Purchase of investment real estate                          -    (2,918,834)
  Purchase of equipment                                  (1,444)            -
  Purchase of trading securities                              -       (12,000)
  Proceeds from sale of securities                       54,556             -
  Proceeds from disposal of assets under settlement
    agreement                                            75,000             -
  Increase in notes receivable from related parties           -      (107,267)
                                                      ----------  ------------

        Net cash provided by (used in) investing
          activities                                    128,112    (3,038,101)
                                                      ----------  ------------

Cash flows from financing activities:
  Proceeds from the sale of common stock                 22,575       903,064
  Proceeds from notes payable to related parties         26,500       135,242
  Proceeds from the exercise of stock options                 -       887,500
                                                      ----------  ------------

         Net cash provided by financing activities       49,075     1,925,806
                                                      ----------  ------------

Net increase (decrease) in cash and cash equivalents     39,597      (621,576)

Cash and cash equivalents at beginning of period         17,377       629,186
                                                      ----------  ------------

Cash and cash equivalents at end of period            $  56,974   $     7,610
                                                      ==========  ============
</TABLE>


              The accompanying notes are an integral part of these
             unaudited consolidated condensed financial statements.
                                       F-6
<PAGE>
                          PANGEA PETROLEUM CORPORATION
         NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                   __________


1.   ORGANIZATION  AND  SIGNIFICANT  ACCOUNTING  POLICIES
     ----------------------------------------------------

     ORGANIZATION
     ------------

     Pangea  Petroleum  Corporation  (the  "Company"), is a Colorado corporation
     engaged  in  oil  and  gas  exploration  and  development.  The Company was
     originally incorporated in 1997 as Zip Top, Inc. and subsequently adopted a
     name change to Pangea Petroleum Corporation. On April 26, 2000, the Company
     was recapitalized when the Company acquired the non-operating public shell,
     Segway  II  Corporation. Segway II Corporation had no significant assets or
     liabilities  at  the  date of acquisition and, accordingly, the transaction
     was  accounted  for  as  a  recapitalization.  In  October 2000 the Company
     acquired  its  wholly  owned  subsidiary,  Mass  Energy,  Inc.


2.   ACCOUNTING  ESTIMATES
     ---------------------

     The  preparation  of  financial  statements  in  conformity with accounting
     principles  generally  accepted  in  the  United States of America requires
     management  to  make  estimates  and  assumptions  that affect the reported
     amounts  of  assets and liabilities at the date of the financial statements
     and  the  reported  amounts  of  revenue  and expenses during the reporting
     period.  Actual  results could differ from those estimates. These estimates
     mainly  involve  the useful lives of property and equipment, the impairment
     of  unproved  oil  and gas properties, the valuation of deferred tax assets
     and  the  realizability  of  accounts  receivable.


3.   INTERIM  FINANCIAL  STATEMENTS
     ------------------------------

     The  accompanying  unaudited  consolidated  financial  statements have been
     prepared  in  accordance  with generally accepted accounting principles for
     interim  financial information and with the instructions to Form 10-QSB and
     Article  10  of Regulation S-B. Accordingly, they do not include all of the
     information  and  footnotes  required  by  generally  accepted  accounting
     principles for complete financial statements. In the opinion of management,
     all  adjustments  (consisting  of  normal  recurring  accruals)  considered
     necessary for a fair presentation have been included. Operating results for
     the  three  month periods ended March 31, 2002 and 2001 are not necessarily
     indicative  of  the  results  that  may be expected for the respective full
     years.

     A  summary  of  the  Company's  significant  accounting  policies and other
     information  necessary  to  understand these consolidated interim financial
     statements  is  presented  in  the  Company's  audited financial statements
     included  in  Form  10-K  for  the  years ended December 31, 2001 and 2000.
     Accordingly,  the  Company's audited financial statements should be read in
     connection  with  these  financial  statements.


4.   GOING  CONCERN  CONSIDERATIONS
     ------------------------------

     Since  its  inception,  the  Company  has  suffered  recurring  losses from
     operations  and  has  been  dependent  on  existing  stockholders  and  new
     investors  to  provide the cash resources to sustain its operations. During
     the years ended December 31, 2001 and 2000, the Company reported net losses
     and  negative  cash  flows  from  operations  as  follows:


                                       F-7
<PAGE>
                          PANGEA PETROLEUM CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED
                                   __________


4.   GOING  CONCERN  CONSIDERATIONS,  CONTINUED
     ------------------------------------------


                                              2001          2000
                                          ------------  ------------

     Net loss                             $(9,000,347)  $(6,502,646)
     Negative cash flows from operations  $  (396,624)  $(1,573,624)


     The  Company's  continuing  negative  operating  results produced a working
     capital  deficit  of $(2,051,528) at December 31, 2001. These factors raise
     substantial  doubt  about  the  Company's  ability  to  continue as a going
     concern.  Additionally, the Company's wholly owned subsidiary, Mass Energy,
     Inc.  has  become  severely delinquent on various accounts payable. Vendors
     have  initiated legal actions against Mass Energy, Inc. to force payment of
     past  due  accounts,  but  Mass  Energy, Inc. and the Company lack the cash
     resources  to  make  such  payments. Accordingly, the results of such legal
     actions  cannot  be  predicted.

     The  Company's  strategic  plan  for dealing with its cash flow problems is
     currently being developed, but may include additional private placements of
     the  Company's  common  stock, the abandonment of unprofitable projects and
     the  exchange of common stock for settlement of vendor accounts. During the
     quarter  ended  June  30,  2002,  the  Company  entered  into  a settlement
     agreement  that significantly reduced its current liabilities (See Note 8).
     There  can  be  no assurance that any of the plans developed by the Company
     will  produce cash flows sufficient to overcome current liquidity problems.

     The  Company's  long-term  viability  as  a  going  concern is dependent on
     certain  key  factors,  as  follows:

          -    The  Company's  ability  to  obtain  adequate  sources of outside
               financing  to  convince vendors to drop legal actions against the
               Company and to allow the Company to continue forward with current
               exploration  efforts.

          -    The  Company's  ability  to  locate,  prove  and  produce  from
               economically  viable  oil  and  gas  reserves.

          -    The  Company's  ability  to  ultimately  achieve  adequate
               profitability  and  cash  flows to sustain continuing operations.


5.   INCOME  TAXES
     -------------

     The Company has incurred losses since its inception and, therefore, has not
     been  subject to federal income taxes. As of June 30, 2002, the Company had
     net  operating  loss  ("NOL")  carryforwards  for  income  tax  purposes of
     approximately  $19,700,000  which expire in various tax years through 2022.
     Under  the  provisions of Section 382 of the Internal Revenue Code, the net
     operating loss carryforwards resulting from the acquisition of Mass Energy,
     Inc.  and the ownership change in the Company when it recapitalized in 2000
     could  severely limit the Company's ability to utilize its NOL carryforward
     to  reduce future taxable income and related tax liabilities. Additionally,
     because  United  States  tax  laws  limit  the  time  during  which  NOL
     carryforwards may be applied against future taxable income, the Company may
     be unable to take full advantage of its NOL for federal income tax purposes
     should  the  Company  generate  taxable  income.


                                       F-8
<PAGE>
                          PANGEA PETROLEUM CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED
                                   __________


5.   INCOME  TAXES,  CONTINUED
     -------------------------

     The difference between the income tax benefit in the accompanying statement
     of  operations  and  the  amount  that  would  result  if  the U.S. federal
     statutory  rate  of  34%  were applied to pre-tax loss for the three months
     ended  March  31,  2002  and  2001  relates  primarily  to increases in the
     valuation  allowances  for  deferred  tax  assets  related to net operating
     losses.


6.   RELATED  PARTY  TRANSACTIONS
     ----------------------------

     During  the  six  months ended June 30, 2002, the Company obtained proceeds
     under  notes payable to a related party totaling $26,000. The notes are due
     upon  demand,  bear  interest  at  a  stated  rate  of 10% per year and are
     uncollateralized.  The  Company  has also agreed to issue the related party
     100,000 shares of the Company's common stock with a fair value of $5,000 as
     an  origination  fee.


7.   COMMON  STOCK
     -------------

     During  the  six  months  ended June 30, 2002, the Company issued 3,686,854
     shares  of  its  common  stock  in exchange for services. These shares were
     issued  to  various  employees and consultants and resulted in compensation
     expense  of  $195,535 during the six months ended June 30, 2002 and prepaid
     compensation  of  $39,000  at  June  30,  2002. The compensation expense is
     presented  in  selling,  general  and  administrative  expenses  in  the
     accompanying  statement  of  operations.

8.   SETTLEMENT  AGREEMENT
     ---------------------

     During  the  quarter  ended  June  30,  2002,  the  Company  entered into a
     settlement  agreement  with  various  related  parties  to  settle  debt
     obligations  and  position  the  Company  in  a  more  favorable  cash flow
     position.  Under  the  Settlement Agreement, the Company ultimately gave up
     100%  of  the outstanding common stock of a wholly owned subsidiary, Pangea
     Services,  Inc. in exchange for: (i) the settlement of certain accounts and
     notes payable totaling approximately $500,000; (ii) the return of 5,991,000
     shares of its common stock to treasury; (iii) the receipt of 900,000 shares
     of  Consolidated  Medical Management, Inc.; and (iv) the receipt of $75,000
     in  cash. The primary assets of Pangea Services, Inc. that were given up in
     the settlement were: (i) 475,000 Class A membership units of Worldlink USA,
     LLC,  (an  investment  previously written off by the Company); (ii) 200,000
     warrants  to  purchase  shares of Paradigm Advanced Technologies, Inc. at a
     price of $1.00 per share; and (iii) certain real estate held for investment
     of  $46,642.  The Company recognized no gain or loss on the transaction but
     recognized  a  capital  contribution  of  $418,110.


9.   NON-CASH  INVESTING  AND  FINANCING  ACTIVITIES
     -----------------------------------------------

     During  the six months ended June 30, 2002 and 2001, the Company engaged in
     various  non-cash  financing  and  investing  activities  as  follows:

                                               2002     2001
                                              -------  -------
     Subscription receivable for issuance of
       common stock                           $22,500  $     -

     Acquisition of oil and gas properties
       through the issuance of common stock         -   60,000


                                       F-9
<PAGE>
ITEM  2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF  OPERATIONS.

FORWARD-LOOKING  INFORMATION-GENERAL

This  report  contains a number of forward-looking statements, which reflect the
Company's  current views with respect to future events and financial performance
including  statements regarding the Company's projections. These forward-looking
statements  are  subject  to  certain  risks  and uncertainties that could cause
actual  results  to  differ  materially  from  historical  results  or  those
anticipated.  In  this  report,  the words "anticipates", "believes", "expects",
"intends",  "future",  "plans",  "targets"  and  similar  expressions  identify
forward-looking statements. Readers are cautioned to not place undue reliance on
the forward-looking statements contained herein, which speak only as of the date
hereof  the  Company  undertakes  no  obligation  to  publicly  revise  these
forward-looking  statements,  to  reflect events or circumstances that may arise
after  the  date  hereof.  Additionally,  these  statements are based on certain
assumptions  that  may  prove  to  be erroneous and are subject to certain risks
including,  but  not  limited  to,  the  Company's  dependence  on  limited cash
resources,  and  its  dependence  on  certain  key personnel within the Company.
Accordingly,  actual  results  may  differ,  possibly  materially,  from  the
predictions  contained  herein.

GENERAL
Pangea  Petroleum  Corporation  ("Pangea" or "Company"), a Colorado corporation,
was  organized  on  March  11,  1997, as Zip Top, Inc. On December 11, 1998, the
Company  changed  its  name  to  Pangea  Petroleum  Corporation.  Pangea has two
subsidiaries;  Mass  Energy,  Inc.  and  Enatomy.  Pangea  is  located  at  5850
Richmond,  Suite  500,  Houston,  Texas  77057.


<PAGE>
Since  its  inception, the Company has suffered recurring losses from operations
and has been dependent on existing stockholders, loans from Company officers and
new  investors  to  provide  the  cash  resources to sustain its operations. The
Company's  continuing negative operating results have produced a working capital
deficit  of  approximately  $(1,576,000)  at June 30, 2002.  These factors raise
substantial  doubts  about the Company's ability to continue as a going concern.

In  addition,  the  Company's  subsidiary,  Mass Energy has no operations and no
revenue.  Additionally,  cost  overruns  on  a  project  and other expenses have
caused  Mass  Energy  to become severely delinquent on various accounts payable.
Vendors  have  initiated  legal  actions against Mass Energy to force payment of
past  due  accounts,  but  Mass  Energy  lacks  the  cash resources to make such
payments.  Accordingly,  the  results of such legal actions cannot be predicted.

The  Company's  strategic  plan  for  dealing  with  its  cash  flow problems is
currently  being developed, but may include additional private placements of the
Company's  common  stock and the abandonment of unprofitable projects. There can
be no assurance that any of the plans developed by the Company will produce cash
flows  sufficient  to  overcome  current  liquidity  problems.

The Company's long-term viability as a going concern is dependent on certain key
factors,  as  follows:

     -    The  Company's ability to obtain adequate sources of outside financing
          to  allow  the  Company  to  continue forward with current exploration
          efforts.
     -    The  Company's  ability to locate, prove and produce from economically
          viable  oil  and  gas  reserves.
     -    The Company's ability to ultimately achieve adequate profitability and
          cash  flows  to  sustain  continuing  operations.

RESULTS  OF  OPERATIONS

In  the  second  quarter  of  2002,  the Company had no revenue.  Pangea's Duval
County  well  has produced since the third quarter of 2001, however revenue from
that  activity  is  currently  tied up in a legal dispute between Pangea and the
operator  of  the  well.  The  Company  expects to prevail in this case.  Pangea
resolved  a dispute arising out of their sale of a subsidiary, WorldLink, USA in
2000.  As  part  of  this  settlement,  Pangea  received  cash,  securities  and
eliminated  all  debt,  other  than  to  insiders.  This settlement reflects the
increased  asset  position  reflected  on  the  balance  sheet.

Pangea  enhanced  their  management  team  with the addition of Mark Weller as a
board  member  and President.  Mr. Weller has over thirty years of experience in
the  energy  industry.  The company also created an advisory board to review all
projects  and  has  outsourced  all  other  administrative functions in order to
minimize  overhead.

Mass Energy has ceased all operations and does not currently have any employees.
Mass  Energy incurred significant cost overruns within their Jackson County well
and  the production from this well was significantly less than what was expected
when  investments were made in it.  Consequently, since the well has been judged
to  be non-economic to produce, the company does not have the assets to continue
operations.


<PAGE>
COMPARISON OF QUARTER ENDED JUNE 30, 2001 TO QUARTER ENDED JUNE 30, 2002.

The  reduction in the net loss of $(307,823) for the quarter ended June 30, 2002
compared  to  $(318,855)  for the quarter ended June 30, 2001 is due to Pangea's
settlement  related  to  the  sale  of  the  Company's WorldLink, USA subsidiary
combined  with  no  operational activity.  The company incurred some expenses as
part  of  this  transaction and as part of the evaluation of energy prospects in
which  they  anticipate  investing.  Additionally the Company's subsidiary, Mass
Energy  has  ceased  all operations and currently has no employees.  The lack of
activity  in  Mass  Energy  is also reflected in the lack of sales and operating
revenue  for  the  three  months  ended June 30, 2002 compared to June 30, 2001.

COMPARISON  OF SIX MONTHS ENDED JUNE 30, 2001 TO SIX MONTHS ENDED JUNE 30, 2002.

The  net loss of $(352,318) for the six months ended June 30, 2002 compared to a
net  loss of $(1,109,627) for the six months ended June 30, 2001 is attributable
to  the  lack  of  drilling  activity  for  the  six months ended June 30, 2002.
Additionally,  the  net increase in cash and cash equivalents is attributable to
the  settlement  related  to  the  sale of the WorldLink, USA transaction.  This
transaction  eliminated approximately $200,000 in notes payables.  Additionally,
the  Company obtained $75,000 in cash and other marketable securities as part of
this  transaction.

LIQUIDITY  AND  CAPITAL  RESOURCES

Pangea  Petroleum  Corporation
------------------------------

Pangea  received  assets  as  part  of  a  settlement  from  the  sale  of their
subsidiary,  WorldLink  USA  in  2000.  These  assets are sufficient to continue
operations  through  the  end  of  2002  and for strategic investments in energy
projects.  The  Company  created an advisory board to evaluate and assess energy
prospects  and  anticipated  an  investment  in  the  third  quarter  of  2002.

Mass  Energy
------------

Mass  Energy has accounts payable of more approximately 1.3 million, Mass Energy
also  has  notes receivables of more than $.2 million and property and equipment
valued  at approximately $.4 million. The receivables may not be collectable and
the  liquidity  of  Mass  is  in  doubt.

2002  OUTLOOK

The  Company is liquid and intends to invest in additional oil and gas projects.
The  Company  intends  to convert current assets into cash in order to invest in
projects.  The investment level will be dependent on securing additional capital
from  investors  or  debt.  There is no assurance that additional equity or debt
financing  will  be available on terms acceptable to Management. Management also
believes  that the Company will prevail in the previously mentioned legal action
against  the  operator  of  the  Duval  County  well.

The  market  price  of  the  Company's common stock has fluctuated significantly
since  it  began  to  be  publicly  traded in 1997 and may continue to be highly
volatile.  Factors  such  as  the  ability of the Company to achieve development
goals,  ability  of  the  Company  to  profitably  complete energy projects, the
ability  of the Company to raise additional funds, general market conditions and
other  factors  affecting  the  Company's business that are beyond the Company's
control  may cause significant fluctuations in the market price of the Company's
common  stock.  The  market  prices  of  the stock of many energy companies have
fluctuated  substantially,  often  unrelated  to  the  operating or research and
development  performance  of  the  specific  companies. Such market fluctuations
could  adversely  affect  the  market  price  for  the  Company's  common stock.


<PAGE>
                                     PART II

Pursuant  to  the  Instructions on Part II of the Form 10-QSB, Items 1, 3, and 5
are  omitted.

ITEM  2.  CHANGES  IN  SECURITIES

The  following information sets forth certain information for all securities the
Company issued from April 1, 2002 through June 30, 2002, in transactions without
registration  under  the  Act.  There  were  no  underwriters  in  any  of these
transactions,  nor  were any sales commissions paid thereon. The securities were
issued  pursuant  to  Section  4(2)  of  the  Act.

A  total  of  2,899,654  shares  were  issued  as  compensation  to officers and
directors,  60,000  shares  to members of the Advisory Council Board and 500,000
shares  for  consulting  services.


ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS.

None


ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)  Exhibits - 99.1  Certification  of  Officer
(b)  Reports  on  Form  8-K -- None



                                   SIGNATURES

Pursuant  to  the requirements of section 13 or 15(d) of the Securities Exchange
Act  of  1934,  the undersigned has duly caused this Form 10-QSB to be signed on
its  behalf  by  the  undersigned,  there  unto  duly authorized, in the City of
Houston,  Texas,  on  August  19,  2002.

PANGEA  PETROLEUM  CORPORATION

By:  /s/  Charles  B.  Pollock                            Date:  August 19, 2002
     -------------------------------------
     Charles  B.  Pollock,
     Chairman of the Board, and Chief Executive Officer,
     Acting  Chief  Accounting  Officer


<PAGE>