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

                                  FORM 10-QSB

(Mark One)
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
    OF 1934

                 For the quarterly period ended March 31, 2007

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

     For the transition period from ___________ to ___________

                       Commission file number: 000-50732

                            South Texas Oil Company
                 --------------------------------------------
                (Name of small business issuer in its charter)

        Nevada                                               74-2949620
-------------------------------                           -------------------
(State or other jurisdiction of                            (IRS Employer
incorporation or organization)                            Identification No.)

       2802 Flintrock Trace, Suite 252, Austin, TX             78738
       -------------------------------------------           ----------
        (Address of principal executive offices)             (Zip Code)


 		(512)371-4152 (Telephone) (512)263-5046 (Fax)
		---------------------------------------------
			  (Issuer's telephone number)




      Check  whether  the  issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange  Act during the past 12 months (or for such
shorter period that the registrant was  required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

								Yes [X] No [ ]

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                    PROCEEDING DURING THE PRECEDING FIVE YEARS

Check whether the Registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court.
                                                              	Yes [ ] No [ ]

                   APPLICABLE ONLY TO CORPORATE ISSUERS

The Registrant has 13,513,841 outstanding, par value $.001 per share as of May
10, 2007.

Transitional Small Business Disclosure Format (check one): 	Yes [ ] No [X]

                                       1
<PAGE>

                               TABLE OF CONTENTS

                                                                      Page No.

PART I.  FINANCIAL INFORMATION

Item 1.   Financial Statements......................................    F-1
          Balance Sheet (unaudited).................................    F-2
          Statements of Operations (unaudited)......................    F-3
	  Statement of Stockholders' Equity (Unaudited)			F-4
          Statements of Cash Flows (unaudited)......................    F-5
          Notes to Financial Statements.............................    F-6

Item 2.  Management's Discussion and Analysis of Plan
           of Operation.............................................     3

Item 3. Controls and Procedures.....................................     7


PART II. OTHER INFORMATION

Item 1.   Legal Proceedings.........................................     7

Item 2.   Unregistered Sales of Equity and Use of Proceeds..........     7

Item 3.   Defaults upon Senior Securities...........................     8

Item 4.   Submission of Matters to a Vote of Security Holders.......     8

Item 5.   Other Information..........................................    8

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

Signatures...........................................................    11



                                       2

<PAGE>

                           PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

      The  condensed  financial  statements of South Texas Oil Company included
herein have been prepared in accordance  with  the  instructions  to  quarterly
reports  on Form 10-QSB pursuant to the rules and regulations of the Securities
and Exchange  Commission.   Certain information and footnote data necessary for
fair presentation of financial position and results of operations in conformity
with accounting  principles  generally accepted in the United States of America
have been condensed or omitted.  It is therefore suggested that these financial
statements be read in conjunction with the  summary  of  significant accounting
policies  and  notes  to  financial  statements  included  in  South  Texas Oil
Company's Annual Report  on  Form 10-KSB  for the year ended December 31, 2006.

      In the opinion of management, all adjustments necessary in order  to make
the financial position, results of operations and changes in financial position
at March 31, 2007, and for all periods presented not misleading have been made.
The  results  of  operations  for  the  period  ended  March  31,  2007 are not
necessarily an indication of operating results to be expected for the full year
ending December 31, 2007.





                                      F-1
<PAGE>

                            SOUTH TEXAS OIL COMPANY
                                BALANCE SHEET
				MARCH 31, 2007
				 (UNAUDITED)
<TABLE>
<CAPTION>

<S>                                       <C>           <C>


							3/31/2007
						       -----------
Current Assets:
Cash and cash equivalents	 		       $   966,964
Accounts receivable	 				    26,200
Prepaid expenses	 				    16,875
						       -----------
Total current assets	 				 1,010,039

Support & equipment, net of depreciation		    93,951
Office equipment, net of depreciation			    29,792
Vehicles, net of depreciation	 			    21,749
Proved reserves, net of depletion	 		 2,153,879
Unproved reserves, net of depletion	 		 1,095,485

Other Assets:
Debt issuance cost	 				 5,384,224
Deposits	 					 2,251,500
						       -----------
Total other assets	 				 7,635,724
						       -----------
Current Assets:
Total Assets	 				       $12,040,619
						       ===========
Current Liabilities:
Accounts payable & accrued expenses	 	       $    77,489
Accrued interest	 				    10,656
Asset retirement obligation	 			    28,283
Related party current portion of long-term debt	 	    22,660
						       -----------
Total current liabilities	 			   139,088
						       -----------
Long term liabilities:
Asset retirement obligation, long term	 		   437,465
Secured revolving credit facility			 2,250,000
Related party L.T. debt, net of current portion	 	    21,104
						       -----------
Total Liabilities	 				 2,847,657
						       -----------
Stockholders' Equity:
Preferred stock, $0.001 par value
    5,000,000 shares authorized, none issued
Common stock, $0.001 par value, 50,000,000
  shares authorized; 13,513,841 shares issued
  and outstanding	 		   		    13,514
Additional paid-in capital	 			19,412,655
Subscribed stock	 				(7,500,000)
Deferred compensation					   (45,125)
Accumulated deficit	 				(2,688,082)
						       -----------
Total stockholders' equity	 			 9,192,962
						       -----------
Total Liabilities and Stockholders' Equity	       $12,040,619
						       ===========

</TABLE>

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

                                      F-2
<PAGE>


                             SOUTH TEXAS OIL COMPANY
                             STATEMENTS OF OPERATIONS
		FOR THE THREE MONTHS ENDED MARCH 31, 2007 AND 2006
				    (UNAUDITED)
<TABLE>
<CAPTION>

      <S>                                               <C>           <C>


						       3 months ended	3 months ended
							  3/31/2007	  3/31/2006
							----------- 	 ----------

Revenue
Oil and gas sales		 			$    95,483 	 $  108,250
							----------- 	 ----------
     Total revenues		 			     95,483 	    108,250
							----------- 	 ----------
Expenses

General and administrative		 		    215,739 	     63,409
Production costs		 			     28,209 	     35,563
Depreciation, depletion, and amortization		     63,506 	     31,423
Asset retirement obligation expense		 	      6,689		  -
Plugging of wells		 				  -   	     33,083
Production taxes		 			      2,602 	      3,453
							----------- 	 ----------
     Total expenses		 			    316,745 	    166,931
							----------- 	 ----------
Other income (expense)
Interest income		 				     13,022 	     11,317
Interest expense		 			   (327,375)	    (47,756)
							----------- 	 ----------
     Total other income (expense)			   (314,353)	    (36,439)
							----------- 	 ----------

Net loss				 		   (535,615)	    (95,120)
							===========	 ==========
Basic weighted average number
of common shares outstanding		 		 11,071,453 	  4,893,677
							===========	 ==========
Basic Net Loss Per Share		 		$     (0.05)	 $    (0.02)
							===========	 ==========


</TABLE>


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



					    SOUTH TEXAS OIL COMPANY
					STATEMENT OF STOCKHOLDERS' EQUITY
						   (UNAUDITED)


<TABLE>
<CAPTION>

<S>				<C>				<C>


			 Common	      Common	Additional
			 Stock	      Stock	Paid-in		Subscribed	Deferred 	Income		Total
			 Shares	      Amount	Capital		Stock		Compensation	Deficit		Equity
			 ----------   -------   -----------	-----------	------------	-----------	----------
Balance at
December 31, 2006	 13,444,743   $13,445 	$13,580,620 	$(7,500,000)	$	   -   	$(2,152,467)	$3,941,598

Issued for
royalty payments	     13,098 	   13 	     74,146 	 	  -   	 	   -   	 	  -   	$   74,159

Issues related
to the cashless
conversion of options	     50,000 	   50 	 	(50)	 	  -   		   -   	 	  -   	$	 -

Issued for services	      6,000 	    6 	     56,994 	 	  -   	     (45,125)		  -   	$   11,875

Warrants issued in
accordance with loan
agreement	 		  -   	    -     5,700,945 	 	  -   	 	   -   	 	  -   	$5,700,945

Net Profit (Loss)
for three months
Ended March 31, 2007	 	  -   	    -   	  -   	 	  -   	 	   -   	   (535,615)	$ (535,615)
			 ----------   -------   -----------	-----------	------------	-----------	----------
	 		 13,513,841   $13,514 	$19,412,655 	$(7,500,000)	$    (45,125)	$(2,688,082)	$9,192,962
			 ==========   =======	===========	===========	============	===========	==========

</TABLE>


              The accompanying notes to financial statements are
                an integral part of these financial statements.
                                      F-4
<PAGE>

                            SOUTH TEXAS OIL COMPANY
                            STATEMENT OF CASH FLOWS
				 (UNAUDITED)

<TABLE>
<CAPTION>

<S>                                                   <C>            <C>


						      3 months ended   3 months ended
							   3/31/07	    3/31/06
						       ------------	 -----------
Cash Flows from Operating Activities:
Net loss	 				       $   (535,615)	 $   (95,120)

Stock issued for services and purchases	 		     11,875 	 	   -
Amortization of debt issuance costs related to funding	    316,722 	 	   -
Adjustments to reconcile net loss to net
   cash used in operating activities:
Depreciation, depletion and amortization	 	     63,506 	      31,423
(Increase) decrease in accounts receivable	 	     14,030 	     (20,223)
(Increase) in deposits	 				 (2,250,000)	 	   -
(Increase) decrease in prepaid expenses	 		     (8,627)	       3,150
Increase in accrued interest				     10,656 	      47,690
Increase in asset retirement obligation	 		      6,688		   -
(Decrease) in payroll liabilities				  - 	     (47,510)
Increase in accounts payable				     60,236 	      48,874
						       ------------	 -----------
Net cash used in operating activities	 		 (2,310,529)	     (31,716)
						       ------------	 -----------
Cash Flows from Investing Activities:
Purchase of property and equipment			   (221,440)	    (189,957)
						       ------------	 -----------
Cash Flows from Financing Activities:
(Decrease) in related party notes payable		    (24,217)	      (6,892)
Increase in secured revolving credit facility		  2,250,000 	 	   -
						       ------------	 -----------
Net cash provided by (used in) financing activities	  2,225,783 	      (6,892)
						       ------------	 -----------
Net Decrease in Cash	 				   (306,185)	    (228,565)

Cash and cash equivalents, Beginning			  1,273,149 	   1,874,861
						       ------------	 -----------
Cash and cash equivalents, Ending	 	       $    966,964 	 $ 1,646,295
						       ============	 ===========
Interest Paid					       $	  - 	 $	  66
						       ============	 ===========
Taxes Paid	 				       $      3,584 	 $	 845
						       ============	 ===========
Summary of Non Cash Items:
Stock issued to pay royalty payments		       $     74,159 	 $	   -
Capitalized debt issuance costs	 		       $  5,700,945 	 $	   -

During 2006, convertible debt of $2,535,578 was converted into common stock.


</TABLE>

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


                                      F-5
<PAGE>
                            SOUTH TEXAS OIL COMPANY

                         NOTES TO FINANCIAL STATEMENTS

NOTE 1 - History and Organization and Significant Accounting Policies


South Texas Oil Company (formerly known as Nutek Oil, Inc.) was incorporated on
December 3, 1998.  The  Company  is in the oil producing business in the United
States  of America. The Company purchased selected equipment  and  assets  from
Clipper Operating  Company  and  began operations as a separate  company during
2001.

RECENTLY ISSUED AND ACCOUNTING PRONOUNCEMENTS

In  July  2006,  the  Financial  Accounting  Standards  Board   (FASB)   issued
Interpretation  No.  48 (FIN 48), "Accounting for Uncertainty in Income Taxes,"
an  interpretation  of  FASB   Statement   No.   109,  "Accounting  for  Income
Taxes."  FIN  48  prescribes  a minimum recognition threshold  and  measurement
attribute for the financial statement  recognition  of  a tax position taken or
expected  to  be  taken  in  a  tax return.  FIN 48 also provides  guidance  on
derecognition, classification, interest  and  penalties,  accounting in interim
periods, disclosure, and transition for tax related positions.  FIN  48  became
effective for the Company on January 1, 2007.  The Company is currently in  the
process  of determining the effect, if any, the adoption of FIN 48 will have on
the financial statements.


NOTE 2 - OIL PROPERTIES

 Oil properties are made up of the following:

                              03/31/07        12/31/06
			     -----------     -----------
 Proved reserves             $ 3,057,504     $ 2,892,358
 Unproved reserves             1,274,952       1,238,950
 Equipment and machinery          94,457               -
 Office equipment                 31,433          31,433
 Vehicles                         22,753          22,753
  Accumulated depreciation    (1,086,243)     (1,022,732)
                             -----------     -----------
                             $ 3,394,856     $ 3,162,762

NOTE 3 - LINES OF CREDIT

The Company  has  a line of credit agreement with a financial institution which
provides maximum borrowing of $75,000. Interest on outstanding balances accrues
at prime plus 2% and is payable monthly. The interest rate at March 31, 2007 is
10.25%. The line must  be  renewed each year.  The balance at March 31, 2007 is
$0.

On  January 31, 2007, the Company  received  a  3  year,  $15  million  secured
revolving  credit  facility.   The  lender  will  receive a warrant to purchase
1,000,000 shares at $10.00 per share for a period of  five  (5)  years of South
Texas  Oil  Company  common stock as part of the funding commitment.   Interest
accrues at prime plus  4%, payable quarterly, in arrears.  The interest rate at
March 31, 2007 is 12.25%.  The balance at March 31, 2007 is $2,250,000.

NOTE 4 - RELATED PARTY TRANSACTIONS

The Company has an outstanding  note  payable to Murray Conradie, the Company's
CEO, related to the purchase of wells during  the  2nd  quarter of 2005, with a
balance as of March 31, 2007 of $24,530.  This note will  be paid monthly for a
period  of  thirty  six  (36) months (from April 2005) with interest  of  seven
percent (7%) accruing on the  outstanding  balance.  The monthly payment amount
is not to exceed the income from the minimum  net  revenue  interest (NRI) from
the  prior  month's production.  Payment will be adjusted accordingly  and  the
remaining balance increased by the monthly shortfall should any occur.


The Company has  an  outstanding  note payable to Jason Griffith, the Company's
former CFO, related to the purchase  of  wells  during the 2nd quarter of 2005,
with a balance as of March 31, 2007 of $17,455.  This note will be paid monthly
for a period of thirty six (36) months (from April 2005) with interest of seven
percent (7%) accruing on the outstanding balance.   The  monthly payment amount
is  not to exceed the income from the minimum net revenue interest  (NRI)  from
the prior  month's  production.   Payment  will be adjusted accordingly and the
remaining balance increased by the monthly shortfall should any occur.


NOTE 5 - STOCKHOLDERS' EQUITY

In January 2007, the Company issued 13,098 shares  valued at $74,159 to royalty
owners  of  a certain lease in order to obtain the assignment  of  all  rights,
title and interest in the production payment in leases.

In January 2007,  the  Company  issued 50,000 shares for options exercised on a
cashless basis at $0.46 per share.

In January 2007, the Company issued  6,000  shares  of  common  stock valued at
$57,000  in  connection  with  a  12 month services agreement entered  into  on
January 15, 2007.  The Company expensed  $11,875  for services rendered through
March 31, 2007 and recorded deferred compensation for $45,125.

In connection with the $15 million secured revolving  credit facility obtained,
the Company granted a warrants to purchase 1,000,000 shares  of  the  Company's
common  stock  at  an exercise price of $10 per share for a period of five  (5)
years.  The Company  capitalized  this  as debt issuance costs in the amount of
$5,700,945, the fair value of the warrants  on  the date of grant.  Since these
warrants  were  issued  in  connection with the line  of  credit,  the  Company
allocated the fair value between  the  line  of  credit  and the warrants.  The
difference  between  the  fair  value  and  the allocated fair value  is  being
amortized over the term of the line of credit.  Fair value was determined using
the  Black Scholes option pricing model based  on  the  following  assumptions:
expected dividends $-0-; volatility: 180%; risk free interest rate: 5.00%.  The
remaining  debt  issuance  costs  of $5,384,224 will be amortized over the next
thirty three (33) months at $158,360 per month.

NOTE 6 - SUBSEQUENT EVENTS

The Company entered into an  Agreement and Plan of Merger effective as of April
1, 2007 with Leexus Properties  Corp.   As  consideration for the merger to the
selling  shareholders  of  Leexus  Properties  Corp,  the  Company  is  issuing
2,000,000 shares of restricted common stock, providing  cash  in  the amount of
three  million  dollars  ($3,000,000),  and  a  note  for  four million dollars
($4,000,000).

On  April  4,  2007, the company purchased a drilling rig and related equipment
for approximately  $1,500,000  which will provide significant cost savings over
the  next  several  months  while  simultaneously   allowing  us  to  undertake
comprehensive drilling and well maintenance programs.   The  drilling  rig will
drill to depths of 7,000 feet.  Acquiring these rigs with experienced crews  to
operate  them  represents  a  very  significant advance for the Company and its
shareholders, particularly during this  prevailing  period  of  widespread  rig
shortages and escalating costs.

                                     F-6
<PAGE>


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

       The following is a discussion of certain factors affecting  South  Texas
Oil Company's  results  of  operations,  liquidity  and  capital resources. You
should  read  the  following  discussion and analysis in conjunction  with  the
Registrant's consolidated financial  statements  and  related  notes  that  are
included herein under Item 1 above.

Overview

    South  Texas  Oil  Company  was  formed  for the purpose of development and
operation of oil properties with proven reserves.  South  Texas  Oil  Company's
strategy is to focus in domestic areas where major oil producing companies have
reduced  their  exploration efforts to move offshore and overseas in search  of
the larger reserves.  Considerable  oil  reserves in proven fields remain to be
exploited by well-managed independent oil companies capable of extracting these
reserves at lower risk and lower cost than  unproved prospects. South Texas Oil
Company's initial development strategy has been  to  acquire such proven fields
and increase production through the application of advanced  technology and the
exploration of other proven formations in the same fields.

    South  Texas  Oil  Company's  primary  operational  strategy  includes  the
operation of its own projects, giving it substantial control over drilling  and
production   costs.   South  Texas  Oil  Company  has  associated  with  highly
experienced exploration  and development engineering and geology personnel that
strive to add production at  lower  costs  through  development drilling, work-
overs, behind pipe re-completions and secondary recovery operations.

South Texas Oil Company has recently purchased a drilling  rig  and  a workover
rig to cost effectively drill and workover its oil and gas wells.

    South  Texas  Oil  derives  its  revenues  from  its  producing oil and gas
properties.  These properties consist of working interests in producing oil and
gas  wells  having  proved  reserves.  South  Texas Oil Company's  capital  for
investment in producing oil properties has been  provided by the sale of common
stock to its shareholders.

South Texas Oil Company's website address is http://www.southtexasoil.com

South  Texas  Oil  Company  plans  its  future  growth  through  a  balance  of
acquisition  of  working  interests  in  existing  wells and leases,  increased
production on current leases and new drilling on leases.

Short Term Goals

    1. To use newly acquired workover rig to work over and maintain production
of existing wells in Kyote and Frio County.
    2. To drill and complete 4 wells in south central Texas by the end of July
2007.






                                       3
<PAGE>(cont)

Long Term Goals

1.  To  drill  and  complete  6-8  additional  wells in  south  central   Texas
       by year end.  Funding for the drilling of these additional wells will be
       provided from operations,  working interest partners and the credit line
       received.
2.  To finalize the evaluation of the proposed Colorado acquisition and drill 3
       additional wells on successful evaluation of the project.

      Concerning   working   capital,  historically  our  revenues  have   been
insufficient to cover operations.  Consequently, the Company has relied in part
on private placements of common stock  securities,  bank  debt,  and loans from
private investors to meet operational needs.  Although there was a  decrease in
revenue  for  the  three  months  ended March 31, 2007 as compared to the  same
period during 2006, we believe that  over  the next twelve months there will be
sufficient working capital generated from sales  to  cover  operational  needs.
This  evaluation  is  based  on the increased price of oil, the additional well
workovers planned for the year,  as well as the drilling of new wells. However,
additional funding will be needed  to  cover the expenses over the next several
months  related  to  the  drilling of oil wells.  We  entered  into  a  funding
agreement recently which provides  South Texas Oil Company a $15 million credit
facility. This should provide the necessary capital for our needs over the next
twelve months.

Results of Operations

      For the three months ended March 31, 2007 compared to the three months
ended March 31, 2006.

      Oil sales.  For the three months  ended March 31, 2007, oil revenues were
$95,483 compared to $108,250 for the same  period  during  2006,  a decrease of
$12,767.   The  decrease  was the result of decreased oil sales as a result  of
inclimental weather conditions.

      Depreciation, depletion  and  amortization.   Our depreciation, depletion
and amortization expenses were $63,506 for the three  months  ended  March  31,
2007  compared  to $31,423 for the same period in 2006, an increase of $32,083.
The increased depreciation, depletion and amortization expenses were the result
of the purchase of  equipment  and  leasehold improvements for the period ended
March 31, 2007.

      General and administrative expenses.  General and administrative expenses
were $215,739 for the three months ended March 31, 2007 compared to $63,409 for
the same period in 2006, an increase of $152,330.  This  increase was primarily
related to the increase in overhead as a result of funding  expenses, increased
payroll costs, investor relations, travel and lease administrations  costs  for
the period ended March 31, 2007.

      Interest expense (net of interest income).  Interest expense was $314,353
for  the  three  months  ended  March 31, 2007 compared to $36,439 for the same
period in 2006, an increase of $277,914.   The  increase  was  due  to interest
expense  and  amortization  of  debt  issuance costs associated with the recent
funding.

       Net income (loss).  Net loss increased  from  $(95,120)  for  the  three
months ended  March  31,  2006  to  $(535,615) for the same period in 2007. The
primary  reasons  for  this increase include  an  increase  in  interest  costs
associated with our recent  funding  of $316,722, an increase in administration
costs of $152,330, and an increase in  depreciation, depletion and amortization
of $32,083.


                                       4
<PAGE>

Capital Resources and Liquidity

Liquidity

Management believes that its working interest  revenues from the existing wells
along with cash on hand will meet its minimum general  and  administrative cost
requirements and provide the basic liquidity South Texas Oil  Company  needs to
operate at current levels over the next twelve months.

For  the  three  month  period  ended  March  31, 2007, South Texas Oil Company
decreased its working capital from a positive $1,254,289  as  at  December  31,
2006  to  a  positive  $870,951 as at March 31, 2007.  This decrease in working
capital was a result of  a decrease of cash on hand of $306,186, an decrease in
accounts receivable of $14,030,  an  increase in prepaid expenses of $8,625, an
increase in accounts payable of $60,237,  a  decrease  in  accrued  interest of
$17,627  and a decrease in related party current portion of long term  debt  of
$855.

Capital Resources

    The Registrant's  capital  resources  are  comprised  primarily  of private
investors, including members of management, who are either existing contacts of
South  Texas  Oil  Company's  management  or  who  come to the attention of the
Registrant  through brokers, financial institutions and  other  intermediaries.
South Texas Oil  Company's  access  to capital is always dependent upon general
financial market conditions, especially  those which pertain to venture capital
situations such as oil and gas exploration companies.

On March 31, 2007, South Texas Oil Company  had  total  assets  of  $12,040,619
compared  to  $4,485,891 on December 31, 2006, an increase of $7,554,728.   The
reason for the  increase  in assets is a result of the increase in property and
equipment of $232,094, an increase  in  prepaid expenses of $8,625, an increase
in deposits of $2,250,000, an increase in  debt issuance costs of $5,384,224, a
decrease in accounts receivable of $14,030 and  decrease  in  cash of $306,186.
South Texas Oil Company had a total stockholders' equity of $9,192,963 on March
31, 2007 compared to $3,941,598 on December 31, 2006, an increase  in equity of
$5,251,364  primarily related to the loss for the period ended March  31,  2007
and the recording  of  a  warrant  for 1,000,000 shares of the Company's common
stock at an exercise price of $10 per  share  for  a  period of five (5) years,
valued at $5,700,945.

Significant Subsequent Events occurring after March 31, 2007:

      The Company entered into an Agreement and Plan of  Merger effective as of
April 1, 2007 with Leexus Properties Corp.  As consideration  for the merger to
the  selling  shareholders  of Leexus Properties Corp, the Company  is  issuing
2,000,000 shares of restricted  common  stock,  providing cash in the amount of
three  million  dollars  ($3,000,000),  and  a note for  four  million  dollars
($4,000,000).

On April 4, 2007, the company purchased a drilling  rig  and  related equipment
for approximately $1,500,000 which will provide significant cost  savings  over
the   next  several  months  while  simultaneously  allowing  us  to  undertake
comprehensive  drilling  and  well maintenance programs.  The drilling rig will
drill to depths of 7,000 feet.   Acquiring these rigs with experienced crews to
operate them represents a very significant  advance  for  the  Company  and its
shareholders,  particularly  during  this  prevailing  period of widespread rig
shortages and escalating costs.
Disclosures about Market Risks

       Like  other  natural resource producers, South Texas Oil  Company  faces
certain unique market  risks.   The  most salient risk factors are the volatile
prices of oil and gas and certain environmental concerns and obligations.




                                       5
<PAGE>

Oil and Gas Prices

      Current competitive factors in the  domestic  oil  and  gas  industry are
unique.   The actual price range of crude oil is largely established  by  major
international  producers. Because domestic demand for oil exceeds supply, there
is little risk that all current production will not be sold at relatively fixed
prices. To this  extent South Texas Oil Company does not see itself as directly
competitive with other  producers, nor is there any significant risk that South
Texas Oil Company could not  sell  all  production  at  current  prices  with a
reasonable  profit  margin.   The  risk  of  domestic overproduction at current
prices is not deemed significant. The primary competitive risks would come from
falling   international   prices   which   could  render   current   production
uneconomical.

Environmental and Government Compliance and Costs.

   All oil and gas operations are subject to extensive environmental permitting
and governmental regulation. All drilling and  rework operations are subject to
inspection  by  local,  state  and  federal  regulators.   Violation  of  these
requirements  or  environmentally  damaging  spills or accidents  due  to  non-
compliance in these areas can result in fines and, depending on the severity of
the negligence, criminal prosecution. South Texas  Oil Company is not currently
a   party  to  any  judicial  or  administrative  proceedings   which   involve
environmental regulations or requirements and management believes that it is in
substantial compliance with all applicable environmental regulations.

   In  many  cases  there  is  a  bond  required  of operators to ensure that a
prospective well is properly plugged and abandoned  when  its  useful  life  is
determined to be concluded.

       South  Texas Oil Company has posted such a bond in the amount of $50,000
with the Texas  Rail  Road  Commission  to  cover  its projects. Such bonds are
additions to the cost of South Texas Oil Company's projects.   The current bond
of  $50,000 covers the  wells operated by South Texas Oil Company  as  required
by  the   Rail   Road  Commission   of  Texas  under  the  Texas Administrative
Code,  Title 16 Economic Regulation, Chapter  3  Oil  and  Gas  Division,  Rule
section3.78   Fees, Performance Bonds and Alternate Forms of Financial Security
Required  To  Be Filed.

Off-Balance Sheet Arrangements.

      South Texas  Oil  Company  currently  does not have any off-balance sheet
arrangements.

Forward-Looking Information

       Certain statements in this Section and  elsewhere  in  this  report  are
forward-looking in nature and relate to trends and events that may affect South
Texas Oil  Company's  future  financial  position  and operating results.  Such
statements  are  made  pursuant  to the safe harbor provision  of  the  Private
Securities Litigation Reform Act of  1995.  The  terms  "expect," "anticipate,"
"intend,"  and  "project"  and  similar words or expressions  are  intended  to
identify forward-looking statements. These statements speak only as of the date
of  this  report.   The  statements are  based  on  current  expectations,  are
inherently uncertain, are  subject to risks, and should be viewed with caution.
Actual results and experience  may  differ  materially from the forward-looking
statements

                                       6
<PAGE>(cont)

as a result of many factors, including changes  in  economic  conditions in the
markets served by South Texas Oil Company, increasing competition, fluctuations
in lease operating costs and energy prices, and other unanticipated  events and
conditions.  It is not possible to foresee or identify all such factors.  South
Texas Oil Company  makes  no commitment to update any forward-looking statement
or to disclose any facts, events,  or  circumstances after the date hereof that
may affect the accuracy of any forward-looking statement.

Item 3. Controls and Procedures.

   (a) Our Chief Executive Officer (CEO) and Chief Financial Officer (CFO) have
evaluated  the  effectiveness of our disclosure  controls  and  procedures  (as
defined in Rules  13a-15(e)  and  15d-15(e)  of  the Securities Exchange Act of
1934, as amended) as of the end of the period covered  by  this  report.  Based
upon  this  evaluation,  both  the  CEO  and  CFO concluded that the disclosure
controls  and  procedures are effective in ensuring  all  required  information
relating to South Texas Oil Company is included in this quarterly report.

    We also maintain  a system of internal control over financial reporting (as
defined  in Rules 13a-15(f)  and  15d-15(f))  designed  to  provide  reasonable
assurance  regarding the reliability of financial reporting and the preparation
of financial  statements  for  external  purposes in accordance with accounting
principles generally accepted in the United  States of America.

   (b)  Changes in internal  controls.  During  our most recent fiscal quarter,
there  have been no changes in our internal control  over  financial  reporting
that occurred  that  have  materially  affected  or  are  reasonably  likely to
materially affect our internal control over financial reporting.

                            PART II. OTHER INFORMATION
Item 1. Legal Proceedings.

       South  Texas  Oil  Company  is not a party to any pending material legal
proceeding.   To  the  knowledge of management,  no  federal,  state  or  local
governmental agency is presently  contemplating  any  proceeding  against South
Texas Oil Company.

      To  the  knowledge  of  management,  no  director,  executive officer  or
affiliate  of  South Texas Oil Company is a party adverse to  South  Texas  Oil
Company or has a  material  interest  adverse to South Texas Oil Company in any
proceeding.

Item 2. Unregistered Sales of Equity Security and Use of Proceeds.

       During  the  three  months  ended   March  31,  2007,  South  Texas  Oil
Company   issued   securities   using  the  exceptions  available   under   the
Securities Act of 1933  including   unregistered   sales   made   pursuant   to
Section 4(2)  of  the Securities Act of 1933 as follows:

       In  January  2007, the Company issued 13,098 shares valued at $74,160 to
royalty owners of a certain  lease  in  order  to  obtain the assignment of all
rights, title and interest in the production payment in leases.


                                       7
<PAGE>

      In January 2007, the Company issued 50,000 shares  for  options exercised
on a cashless basis at $0.46 per share.

      In January 2007, the Company issued 6,000 shares of common  stock  valued
at  $57,000  in  connection  with a 12 month services agreement entered into on
January 15, 2007.  The Company  expensed  $11,875 for services rendered through
March 31, 2007 and recorded a stock subscription for $45,125.

In connection with the $15 million secured  revolving credit facility obtained,
the Company granted a warrants to purchase 1,000,000  shares  of  the Company's
common  stock  at an exercise price of $10 per share for a period of  five  (5)
years.  The Company  capitalized  this  as debt issuance costs in the amount of
$5,700,945, the fair value of the warrants  on  the date of grant.  Since these
warrants  were  issued  in  connection with the line  of  credit,  the  Company
allocated the fair value between  the  line  of  credit  and the warrants.  The
difference  between  the  fair  value  and  the allocated fair value  is  being
amortized over the term of the line of credit.  Fair value was determined using
the  Black Scholes option pricing model based  on  the  following  assumptions:
expected dividends $-0-; volatility: 180%; risk free interest rate: 5.00%.  The
remaining  debt  issuance  costs  of $5,384,224 will be amortized over the next
thirty three (33) months at $158,360 per month.

      These transactions were exempt  from the registration requirements of the
Securities Act of 1933, as amended, by  virtue of the exemptions provided under
section 4(2) was available because:

     - The transfer  or  issuance  did  not  involve underwriters, underwriting
       discounts or commissions;
     - A restriction on transfer legend was placed on all certificates  issued;
     - The distributions did not involve general  solicitation  or advertising;
       and,
     - The distributions were made only  to insiders, accredited  investors  or
       investors  who  were sophisticated enough to evaluate the risks  of  the
       investment.  Each  shareholder  was  given  access  to  all  information
       about  our business and the opportunity  to  ask questions  and  receive
       answers  about  our  business  from our management prior to  making  any
       investment decision.

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

Exhibits

      (a)  Exhibit 31. Certifications required by Rule 13a-14(a) or Rule 15d-
14(a)

      31.1   Certification  of  Chief  Executive   Officer   pursuant   to   18
U.S.C.ss.1850  as  adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.



					8
<PAGE>

      31.2  Certification   of  Principal  Financial  Officer  pursuant  to  18
U.S.C.ss.1850 as adopted pursuant  to  Section 302 of the Sarbanes-Oxley Act of
2002.

      (b)  Exhibit 32. Certifications required  by  Rule 13a-14(b) or Rule 15d-
14(b) and section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350

    32.1 Certification of Chief Executive Officer pursuant  to 18 U.S.C.ss.1850
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

     32.2  Certification  of  Principal  Financial  Officer  pursuant   to   18
U.S.C.ss.1850  as  adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.

Reports on Form 8-K

(a)   Report on Form 8-K filed.

South Texas Oil Company's report on Form 8-K dated February 8, 2007 items 1.01,
8.01 and 9.01

      On February 8,  2007,  South  Texas Oil Company filed a Current Report on
Form 8-K, stating that the company had received a 3 year, $15 million revolving
credit facility. The credit facility  will  be  used  to  further the company's
business  strategy.   The  credit facility of prime plus 4% will  be  used  for
acquisitions, additional well  workovers  and  expanded drilling programs.  The
lender will receive 1,000,000 warrants at $10.00  per  share of South Texas Oil
Company common stock as part of the funding commitment.

South Texas Oil Company's report on Form 8-K dated March  6,  2007  items 4.01,
5.02 and 9.01.

      On March 6, 2007, South Texas Oil Company filed a Current Report  on Form
8-K,   relating  to  the  dismissal  of  Larry  O'Donnell,  CPA,  P.C.  as  the
Registrant's independent auditor, the engagement of Causey Demgen & Moore Inc.
as its independent  auditors  to  provide  the requisite audit services for the
Company and the appointment of Marlene Hutcheson as Chief Financial Officer.

South Texas Oil Company's report on Form 8-K  dated  March 14, 2007 items 2.01,
8.01 and 9.01.

      On March 14, 2007, South Texas Oil Company filed a Current Report on Form
8-K, stating that South Texas Oil Company has agreed to acquire all the oil and
gas  interests  and  certain related assets of Leexus Properties  Corp.   South
Texas Oil Company intends to issue 2,000,000 shares of restricted common stock,
provide $3 million in  cash  and a note for $4 million as consideration for the
purchase.

South Texas Oil Company's report  on Form 8-K/A dated April 24, 2007 items 2.01
and 9.01.

      On March 14, 2007, South Texas Oil Company filed a Current Report on Form
8-K, stating that South Texas Oil Company had agreed to acquire all the oil and
gas interests and certain related assets  of  Leexus  Properties Corp. On April
24, 2007, South Texas Oil Company filed an amended Current  Report  on  Form 8-
K/A,  stating  that  on  April  20, 2007, South Texas Oil Company merged Leexus
Properties

                                       9
<PAGE>(cont)

Corp into Leexus Operating Company,  a  newly  formed subsidiary of South Texas
Oil Company. South Texas Oil Company is issuing  2,000,000 shares of restricted
common  stock,  providing  $3  million in cash and a note  for  $4  million  as
consideration for the merger to  the  selling shareholders of Leexus Properties
Corp.

South Texas Oil Company's report on Form 8-K dated May 3, 2007 items 4.02.

       On May 3, 2007, South Texas Oil  Company  filed a Current Report on Form
8-K,  stating  that  as   of  April  17,  2007,  authorized   officers  of  the
Company,   after   further  research   and   discussion  with  its  independent
accountants,  concluded  that the Company's  Annual   Report on Form 10-KSB for
the years ended December 31,  2005 and 2004 should no longer   be  relied  upon
because  the  financial  statements  need  to  be  restated with respect to the
accounting treatment of the following items:

  1. For 2004, the only adjustment was an increase in property and equipment of
$480,492, with a corresponding increase in liabilities  of  $480,492  to record
the asset retirement obligation (ARO) for the current wells.

   2. In  2005,  the  Company recorded an expense  of  $27,354  for  the   2005
accretion of the ARO,  along  with  a decrease in the ARO of $29,095 related to
wells plugged during the year.

  3.  In  2005, the Company expensed $43,206 of previously capitalized workover
costs.

  4. In 2005,  the  Company  had  previously  been  depreciating  its leasehold
improvements using the straight line method and has since corrected this to the
depletion method.  The total depletion adjustment was $67,647.

The 2004 adjustments did not affect the income statement, nor did it affect the
per share earnings amounts.

The  2005  adjustments  increased  the  loss  by  $109,110,  from  $911,458  to
$1,020,568.  The basic loss per share increased from $0.20 to a loss  of  $0.22
per share.

Such financial statements have since been amended and may be relied upon.





                                      10
<PAGE>


SIGNATURES

            In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
hereunto duly authorized.
                                  South Texas Oil Company

                                  /s/ Murray N. Conradie
                                  ----------------------
                                  Murray N. Conradie,
                                  President, Chairman and Director
                                  (Principal Executive Officer)

                                  /s/ Marlene Hutcheson, CPA
                                  --------------------------
                                  Marlene Hutcheson, CPA
                                  Chief Financial Officer
                                  (Principal Financial Officer)


                                  Date: May 15, 2007

      Pursuant to the requirements of Section 12 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.

                                  South Texas Oil Company

                                  /s/ Murray N. Conradie
                                  ----------------------
                                  Murray N. Conradie,
                                  President, Chairman and Director
                                  (Principal Executive Officer)

                                  /s/ Marlene Hutcheson, CPA
                                  --------------------------
                                  Marlene Hutcheson, CPA
                                  Chief Financial Officer
                                  (Principal Financial Officer)


                                  Date: May 15, 2007










                                      11