1

                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                                     
                                Form 10-QSB

 x   QUARTERLY REPORT PURSUANT TO SECTION 13 OR  15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
                                     
             For the Quarterly Period Ended December 31, 1996

                                    or
                                     
__   TRANSITION REPORT PURSUANT  TO SECTION 13 OR 15(d)
             OF THE SECURITIES EXCHANGE ACT OF 1934.

          For the transition period from __________to__________

                    Commission file number 0-21591
                          MASON OIL COMPANY, INC.
        (Name of small business issuer as specified in its charter)
                                     
          Utah                          87-1099747
     (State of Incorporation)            (I.R.S. Employer Identification No.)

                           6337 Ravenwood Drive
                         Sarasota, Florida  34243
                 (Address of principal executive offices)
                                     
                              (941) 351-3102
                        (IssuerOs telephone number)

     Check whether the issuer (1) filed all reports required to be filled
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 PROCEEDINGS DURING THE
                           PRECEDING FIVE YEARS
                                     
                              Not applicable
                                     
                   APPLICABLE ONLY TO CORPORATE ISSUERS
                                     
                                     
Indicate  the  number  of shares outstanding of each of  the  Registrant's
classes of common stock, as of the latest practicable date:

                             February 15, 1997

There were 9,225,454 shares of the Issuers common stock at a par value of
$.01 per share, outstanding as of February 15, 1997



                          MASON OIL COMPANY, INC.
                             Balance Sheet

<TABLE>
<CAPTION>                                                               
                                          December 31,      June 30 ,
                                              1996           1996
<S>                                           <C>             <C>
                Assets
Current Assets                                                       
     Cash                                        6,288         12,277
     Accounts Receivable                            47             47
               Total Current Assets              6,335         12,324
                                                                     
Unapproved oil and gas                                               
     Properties - full cost of method          178,891        176,460
                                                                     
Other noncurrent assets                                              
     Organization costs                          1,406          1,406
     Deposits                                   23,700         23,700
                                                25,106         25,106
               Total Other Assets                                    
Total                                          210,332        213,890
                                                                     
    Liabilities and Stockholders'
              (Deficit)
Current Liabilities                                                  
     Accounts Payable                           18,600          6,249
               Total Current                    18,600          6,249
Liabilities
                                                                     
Notes and advances payable to                  242,641        207,988
stockholders
                                                                     
Stockholders' equity                                                 
     Common Stock, $.001 par value,                                     
50,000,000 shares authorized;                                        
9,225,454 shares issued and                      9,225              -
outstanding at December 31, 1996
     Common stock, $1 par value, 50,000                                 
shares authorized; 100 issued and                                    
outstanding at September 30, 1996                    -            100
      Additional paid-in capital                 2,500            900
     Accumulated deficit                      (62,096)        (1,116)
     Foreign currency translation                (538)          (231)
adjustment
               Total Stockholders'            (50,909)          (347)
equity
                                                                     
Total liabilities and stockholders'            210,332        213,890
deficit
</TABLE>

                 See notes to financial statements.
                                  
                                - 2 -


                                  MASON OIL COMPANY, INC.
                            Condensed Statements of Operations
                         For the Three Months and Six Month Periods
                               Ended December 31, 1996
          
<TABLE>
<CAPTION>
                                               Three Months    Six Months
                                                   Ended          Ended
                                              Dec. 31, 1996    Dec. 31, 1996 
<S>                                                 <C>             <C>
Costs and expenses                                             
     Selling, general and                        $  44,679        $  44,735
       administrative
         Total operating costs and                  44,679           44,735
          expenses
                                                               
Other (income) expense                                         
      Interest income                                  (19)             (99)
      Interest expense                               4,159            5,546
                                                               
Net income (loss)                                  (48,819)         (50,182)
                                                               
Weighted average number of shares                9,225,454        9,225,454
 outstanding
</TABLE>

                  See notes to financial statements.                        
                                - 3 -



                      MASON OIL COMPANY, INC.
                      Statement of Cash Flows
       For the Three Month and Six Month Periods Ended December 31, 1996

<TABLE>
<CAPTION>
                                                      Three Months   Six Months
                                                          Ended         Ended
                                                         Dec. 31,      Dec. 31,
                                                           1996           1996
<S>                                                          <C>          <C>
Cash flows used for operating activities                               
     Net loss                                               (48,819)   (50,182)
     Adjustments to reconcile net loss to net cash                        
      used in operating activities
       Accrued interest to related parties                    4,159      5,546
       Accounts payable                                      17,848     12,351
           Net cash used for operating activities           (26,812)   (32,285)
                                                                       
Cash flows used by investing activities                                
        Oil and gas exploration expenses                          -     (2,431)
            Net used for investing activities                     -     (2,431)
                                                                       
Cash flows from financing activities                                   
     Advances from stockholders                              29,107     29,107
             Net cash flows from financing                   29,107     29,107
                                                                       
Net effect of currency fluctuations on cash                    (299)      (380)
                                                                       
Net increase (decrease) in cash                               1,996     (5,589)
                                                                       
Beginning cash balances                                       4,292     12,277
                                                                       
Ending cash balances                                          6,288      6,288
</TABLE>

Supplemental non-cash flow disclosures
     During the quarter ended December 31, 1996, a shareholder of the
     Company forgave a note in the amount of $2,500 which was
     recorded as additional paid-in-capital.

     During the quarter ended December 31, 1996, IAN Holdings Limited
     exchanged all 100 shares issued and outstanding for 6,000,000
     newly issued unregistered shares of Mason Oil Company.

                 See notes to financial statements.
                                  
                                - 4 -



                          MASON OIL COMPANY, INC.
                                  
                      Notes to Financial Statements


Note 1 - Summary of Accounting Policies

The  summary  of the Company's significant accounting  policies  are
incorporated  by reference to the Company's June 30, 1996  financial
statements filed with Form 8-K/A dated October 14, 1996.

The  accompanying  unaudited condensed financial statements  reflect
all  adjustments which, in the opinion of management, are  necessary
for  a  fair  presentation of the results of  operations,  financial
position and cash flows.  The results of the interim period are  not
necessarily indicative of the results for the full year.


Item 2 - Management's Discussion and Analysis or Plan of Operations

The Company: An Introduction

The  Company is a Utah corporation, formed in 1980.  Since 1981  and
until  recently, the Company was dormant with no significant  assets
or liabilities.  Controlling interest was acquired in September 1996
by Paul B. Ingram and John L. Naylor.  The Ingram-Naylor partnership
has  sold its 100% working interest in two South Australian oil  and
gas exploration licenses, known as Petroleum Exploration Licenses 61
and  63  ("PELs 61 and 63"), to the Company, subject to a 3% royalty
interest retained by the Ingram-Naylor partnership, in exchange  for
six million shares of the Company's common stock.  The PELs are held
by  Hemley  Exploration  Pty.  Ltd., an Australian  corporation  and
wholly-owned subsidiary of the Company.

The  area  covered by the PELs is roughly described as a portion  of
the  Eastern  Officer Basin, consisting of 17,188 square  kilometers
(4.2 million acres), situated approximately 200 miles south of Alice
Springs and approximately 700 miles north of Adelaide.  Although the
location is remote from populated areas, a modern railway and a year-
round, sealed highway service the site, and provide access from  the
site to a refinery at Alice Springs to the north, and a refinery and
deep  water  port at Port Augusta and Adelaide to  the  south.   The
terrain  is  relatively  flat, making access  to  rail  and  highway
uncomplicated.  Due to the remoteness of the site, it is anticipated
that there will be minimal disturbance to human population, flora or
fauna.   Climatic conditions typically allow operations 350 days  of
the year.

Business History and Current Business Plan

     Exploration Background

More  than 2000 line kilometers of seismic surveys and 20 core drill
holes  have  been  completed to date within  the  geographical  area
covered by the licenses.  Nineteen of the core holes were drilled by
COMALCO  Aluminum  Co. during exploration for the evaporite  mineral
"trona".   None of this drilling was done is an effort  to  discover
petroleum; however, nine of these holes encountered significant  oil
bleeds and shows at depths within the Cambrian and Proterozoic  aged
carbonate and sandstone formations.

The  most  recent phase of exploration commenced in 1993,  when  the
Australian Geologic Survey undertook the recording of 500 plus  line
kilometers  of  six-fold, dynamite sourced seismic.  This  work  was
followed  in  1994 by a seismic survey, funded and  managed  by  the
Ministry  for Mines and Energy of South Australia, of 378 kilometers
of  120-fold,  vibroseis sourced seismic data.   This  later  survey
demonstrated the extent of overthrusting near the eastern margin  of
the  basin, and confirmed that a number of thrust fronts extend  for
up  to 100 kilometers, striking northeast-southwest.  In addition to
the  seismic  data, an Aeromagnetic Survey was funded by  the  South
Australian government in 1993. The resulting data was made available
and  considered in the Petroconsultants' Report, which is  discussed
below.

     The Petroconsultants Report

In  April  1996,  Paul Ingram and John Naylor engaged  the  firm  of
Petroconsultants Australasia, Ltd. ("Petroconsultants") to compile a
report  combining all of the known geologic and seismic data on  the
area  within the PELs (the "Report").  A copy of the Report  may  be
obtained from the Company upon request.  The purpose of this  Report
was  to  cross-check and upgrade the data in order to select  highly
prospective  drilling  targets.  Based  on  their  analysis  of  the
existing  data,  Petroconsultants  identified  and  mapped  fourteen
structurally closed prospects within the area of the PELs.  Three of
these  prospects were classified as highly prospective and  each  is
located close to the highway and railroad.  The Report described one
of these prospects, in part, as follows:

Prospect A:

          "IN  CENTRAL  PART OF PEL 63, LOCATED ON  STUART  HIGHWAY,
          LARGE,  RELATIVELY SIMPLE ANTICLINAL STRUCTURE FORMING  AN
          ELONGATED  TRAP  (AT  LEAST  30  SQ  KM  OR  7500  ACRES).
          REJUVENATED   OLDER   STRUCTURE  CAPABLE   OF   ENTRAPPING
          HYDROCARBONS  GENERATED  VERY EARLY  (IN  THE  PROTEROZOIC
          PERIOD)  OR  LATER IN THE PALEAOZOIC: CONTAINS BOTH  EARLY
          PALEOZOIC  AND  LATE PROTEROZOIC SEDIMENTS WITH  POTENTIAL
          SOURCE  ROCKS  AND RESERVOIRS IN BOTH OF THESE  SEQUENCES.
          LARGE  POTENTIAL  `KITCHEN' AREAS IN ADJACENT  TROUGHS  ON
          BOTH   FLANKS   TO  GENERATE  SIGNIFICANT  QUANTITIES   OF
          HYDROCARBONS.   RELATIVELY  EASY  MIGRATION   PATHS   FROM
          `KITCHEN' AREAS TO RESERVOIRS IN THE STRUCTURAL TRAP_."

     Proposed Exploration Program

     Initial Program:

Based  on the existing data, together with Petroconsultants  Report,
management  has determined that, subject to the receipt of  adequate
financing,   the   Company's  initial  exploration  program   should
encompass three stratigraphic wells - on PEL 61 and two on  PEL  63.
The  depth  of  these  wells is projected to be 1600  meters  (5,280
feet),  with  an  8 1/2" wellbore.  Coring will be undertaken  in  the
potential reservoir and source formations.

Management currently plans to drill a surface hole using a 12 1/4" bit
to  a  depth of up to 330 meters (1,000 feet) and to set 9 5/8" K-55
casing.  The remainder of the hole would be drilled using a 8 1/2" bit
and  a  string of 7" casing would be run and cemented to total depth
(T.D), provided that significant petroleum shows are encountered.

Mobilization  of drilling equipment and materials would  occur  from
the  port city of Darwin and Adelaide to the first drilling location
in  PEL 63.  Assuming that adequate financing is obtained, and  that
the  Company  successfully  completes negotiation  of  the  proposed
contract with the Philippines National Oil Company (discussed below)
and  obtains  all  required permits and approvals, drilling  of  the
initial  well  could be completed within 6 weeks of such  financing.
Commencement of the other two wells could follow 90 days thereafter,
provided   no   unanticipated  logistical,  operational   or   other
difficulties are encountered.

It  is  expected that these exploratory wells will yield information
regarding  the  reservoir  and source  potential  of  the  following
formations:

   The shallow Cambrian Aged Observatory Hill;
   The Ouldbarra carbonates;
   The Relief Sandstone;
   The Murnaroo formation; and
   The Alinya formation and Pindyin Sandstone.

Ability of Company to Continue

The  Company  has had no revenues from operations in either  of  the
last  two fiscal years.  The Company will require additional capital
within  the  next  fiscal quarter in order to continue  as  a  going
concern  and  accomplish the objectives set forth  in  its  business
plan.   The  Company  is  exploring the  possibility  of  a  private
placement  of  its common stock in the future which could  yield  an
estimated  minimum funding amount of approximately $2,210,000.   The
Company  is  also  currently considering  other  methods  of  equity
financing.   Of course, there can be no assurance that  the  Company
will be able to obtain sufficient financing.

Expected Significant Contracts

The   Company  is  presently  negotiating  an  agreement  with   the
Philippine National Oil Company (the "PNOC") pursuant to  which  the
PNOC  would  be  engaged  to  perform  all  necessary  drilling  and
completion  operations as an independent contractor based  on  fixed
rates    covering   materials,   labor,   equipment,    subsistence,
transportation  and on-site supervision.  It is  intended  that  the
PNOC  would  be  responsible  for all labor,  equipment,  materials,
supplies  and  services  necessary  to  the  proper  operation   and
maintenance  of  the  drilling rig furnished  by  the  PNOC.   Other
materials, equipment, special tools, supplies and services would  be
the  responsibility of the Company.  The Company would bear the risk
of  any  damage  to in-hole equipment or underground damage,  except
where such damage is caused by the gross negligence of the PNOC, and
would  be  responsible  for  other unanticipated  costs  arising  in
connection  with  the  drilling  program.   The  proposed   drilling
services  are projected to commence in late February to early  March
1997,  subject  to  availability of necessary funding,  permits  and
approvals.

Forward-Looking Statements

The  foregoing  and subsequent discussion contains certain  forward-
looking  statements  within  the  meaning  of  Section  27A  of  the
Securities  Act  of 1933 and Section 21E of the Securities  Exchange
Act  of  1934, which are intended to be covered by the safe  harbors
created thereby.  These forward-looking statements include the plans
and  objectives  of  management  for  future  and  possible  further
capitalization  of  the  Company.   The  forward-looking  statements
contained  herein  are  based on current expectations  that  involve
numerous  risks  and uncertainties.  Assumptions  relating  to  such
current expectations involve judgments with respect to, among  other
things,  future  economic,  competitive and  market  conditions  and
future  business decisions, all of which are difficult or impossible
to  predict  accurately and many of which are beyond and control  of
the  Company.   Although the Company believes that  the  assumptions
could be inaccurate and therefore there can be no assurance that the
forward-looking statements included in this Form 10-QSB  will  prove
to  be accurate.  In light of the significant uncertainties inherent
in  the forward-looking statements included herein, the inclusion of
such  information should not be regarded as a representation of  the
Company  or  any other person that the objectives and plans  of  the
Company will be achieved.

Results of Operations

The  Company  is  currently in the exploration  stage.   During  the
quarterly  period  ended  December 31, 1996,  the  Company  received
interest income of $19.  Expenses during this period totaled $48,835
and the Company sustained a net loss during this period of $48,816.
PART II - OTHER INFORMATION

Item 1.        Legal Proceedings.

None; not applicable.

Item 2.        Changes in Securities.

None; not applicable.

Item 3.        Defaults upon Senior Securities.

None; not applicable.

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

     (a)  Approval of IAN Holdings Limited and Mason Oil Company, Inc.
       Stock purchase and sale agreement
     (b)  Approval of legal merger between IAN Holdings Limited and Mason
       Oil Company Inc. and
(c)  Approal of change in fiscal year end to June 30.

Item 5.        Other information.

None; not applicable.

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

     (a)  Exhibits.

               *Exhibit   2.1:   Stock  Purchase  Agreement,   dated
               September  10, 1996, by and between Craig  Carpenter,
               Mason  Oil Company, Inc., Paul B. Ingram and John  L.
               Naylor.

               *Exhibit  2.2:   Stock Purchase and  Sale  Agreement,
               dated  October 14, 1996, between Mason  Oil  Company,
               Inc., Paul B. Ingram and John L. Naylor.

               0Exhibit 2.3:   Petroleum Exploration License (PEL) No. 61  and
               PEL agreement.

               0Exhibit  2.4:   Petroleum Exploration License No. 63  and  PEL
               agreement.

               0Exhibit   2.5:    Access  Agreement  between   Anangu
               Pitjantjatjara and John Leonard Naylor and Paul Bryan
               Ingram.

               0Exhibit 27:    Financial Data Schedule

* Previously filed.
0    Filed herewith.

     (b)  Forms 8-Ka filed during the last quarter.

On  February  14, 1997 the Company filed Form 8-Ka incorporating  by
reference  the  June 30, 1996 audited financial  statements  of  IAN
Holdings Limited and the related pro forma financial statements.

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


                              MASON OIL COMPANY



Date: 2/20/97                      /s/ Paul B. Ingram
                              Director and President/Treasurer