SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                                      ____
                           --------------------------

                                   FORM 10-QSB


              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                          OF THE SECURITIES ACT OF 1934

                For the quarterly period ended December 31, 2003

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                  ACT OF 1934



                         Commission file number 0-30472

                               PIONEER OIL AND GAS
             Incorporated pursuant to the Laws of the State of Utah



        Internal Revenue Service - Employer Identification No. 87-0365907

                      1206 W. South Jordan Parkway, Unit B
                          South Jordan, Utah 84095-5512



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 total number of shares of the registrant's Common Stock, $.001 par value,
outstanding on December 31, 2003, was 7,961,418.





<PAGE>


                          Part I. FINANCIAL INFORMATION

Item 1.  Financial  Statements  for First  Fiscal  Quarter  2004  Period  Ending
December 31, 2003.

<PAGE>
<TABLE>
<CAPTION>


                               PIONEER OIL AND GAS
                                  Balance Sheet
                                December 31, 2003
                                   (unaudited)

<S>                                                                      <C>
Assets
Current assets:
       Cash                                                                $     481,512
       Accounts receivable                                                        74,797
       Resale leases, at lower of cost or market                                 241,284
                                                                               ---------

                  Total current assets                                           797,593

Property and equipment - net (successful efforts method)                         428,822
Other assets                                                                       2,303
                                                                               ---------

                                                                           $   1,228,718
                                                                               =========

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

       Liabilities and Stockholders' Equity

Current liabilities:
       Accounts payable                                                    $     106,201
       Accrued expenses                                                           25,075
       Line of Credit                                                                -


                  Total current liabilities                                      131,276
                                                                               ---------

Commitments and contingencies                                                          -

Stockholders' equity:
       Common stock, par value $.001 per share, authorized
         50,000,000 shares: 7,961,418 shares issued and
         outstanding                                                               7,961
       Additional paid-in capital                                              2,495,218
       Stock subscription receivable                                           (231,927)
       Accumulated deficit                                                   (1,236,518)
       Year to date income (loss)                                                 62,708
                                                                               ---------

                  Total stockholder's equity                                   1,097,442
                                                                               ---------

                                                                           $   1,228,718
                                                                               =========

</TABLE>

<PAGE>
<TABLE>
<CAPTION>





                               PIONEER OIL AND GAS
                             Statement of Operations

                    First Fiscal Quarter Ending December 31,
                                   (unaudited)



                                                                                    2003             2002
                                                                               ---------        ---------
<S>                                                                         <C>              <C>
Revenue:
       Oil and gas sales                                                      $  201,041       $  196,321
       Royalty Revenue                                                           180,781           20,831
       Operational reimbursements                                                  1,202              500
       Project and lease sales income                                             18,750           33,838
                                                                               ---------        ---------

                                                                                 401,774          251,490
                                                                               ---------        ---------


Costs and expenses:
       Cost of operations                                                        181,906          111,416
       General and administrative expenses                                        79,830           66,402
       Exploration costs                                                          44,876           48,382
       Lease rentals                                                              28,767           31,124
       Depreciation, depletion and amortization                                   17,433           21,900
                                                                               ---------        ---------

                                                                                 352,812          279,224
                                                                               ---------        ---------

                  Income (loss) from operations                                   48,962          (27,734)
                                                                               ---------        ---------

Other income (expense):
       Interest expense                                                                0           (9,159)
       Other (expense) income                                                     13,746            1,554
                                                                               ---------        ---------

                  Net other income (expense)                                      13,746           (7,605)
                                                                               ---------        ---------

                  Income (loss) before provision
                  for income taxes                                                62,708         (35,339)
       Provision for income taxes                                                      0                0
                                                                               ---------        ---------

                  Net Income (loss)                                           $   62,708       $  (35,339)
                                                                               =========        =========


Earnings per share - basic and diluted                                        $      .01       $     (.01)
                                                                               ---------        ---------

       Weighted average common shares - basic and diluted                      7,961,000        7,961,000

</TABLE>

<PAGE>
<TABLE>
<CAPTION>



                               PIONEER OIL AND GAS
                             Statement of Cash Flows
                    First Fiscal Quarter Ending December 31,
                                   (unaudited)
                                                                                    2003             2002
                                                                               ---------        ---------
<S>                                                                         <C>              <C>
Cash flows from operating activities:
       Net income                                                             $   62,708       $  (35,339)
       Adjustments to reconcile net income to net cash
         provided by (used in) operating activities:
           Depreciation, depletion and amortization                               17,433           28,192
           (increase) decrease in:
               Accounts receivable                                                74,996           19,009
               Resale leases                                                     (21,607)          57,412
               Other assets                                                          (73)               -
           Increase (decrease) in:
               Accounts payable                                                  (15,892)         (12,275)
               Accrued expenses                                                     (132)          (7,540)
                                                                               ---------        ---------

                  Net cash provided by (used in)
                  operating activities                                           117,433           49,459
                                                                               ---------        ---------

Cash flows from investing activities:
       Proceeds from sale of property                                                  -                -
       Acquisition of property and equipment                                      (7,374)            (844)
                                                                               ---------        ---------

                  Net cash used in investing activities                           (7,374)            (844)
                                                                               ---------        ---------

Cash flow from financing activities:
       Increase in Credit Line                                                         -                -
       Acquisition and retirement of Treasury Stock                                  (74)               -
                                                                               ---------        ---------

         Net cash provided by (used in) financing activities                         (74)               -
                                                                               ---------        ---------

         Net increase (decrease) in cash                                         109,985           48,615

Cash, beginning of quarter                                                       371,527           90,458
                                                                               ---------        ---------
Cash, end of quarter                                                          $  481,512       $  139,073
                                                                               =========        =========

</TABLE>

<PAGE>









                               PIONEER OIL AND GAS
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                  First Fiscal Quarter Ending December 31, 2003
                                   (Unaudited)

NOTE 1 - UNAUDITED INTERIM INFORMATION

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 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 period ended December 31, 2003
are not necessarily  indicative of the results that may be expected for the year
ending  September  30, 2004.  For further  information,  refer to the  financial
statements and footnotes  thereto  included in the Company's Form 10-KSB for the
year ended September 30, 2003.

(1) The unaudited  financial  statements include the accounts of Pioneer Oil and
Gas and include all  adjustments  (consisting of normal  recurring  items) which
are, in the opinion of  management,  necessary to present  fairly the  financial
position as of December  31, 2003 and the results of  operations  and cash flows
for the three month  period  ended  December  31, 2003 and 2002.  The results of
operations  for the three  months ended  December  31, 2003 are not  necessarily
indicative of the result to be expected for the entire year.

(2) Earnings per common share is based on the weighted  average number of shares
outstanding during the period.


<PAGE>




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

                        (Period Ending December 31, 2003)
                            Unaudited Financial Data

The discussion and analysis  contained herein should be read in conjunction with
the  preceding  financial  statements  and  the  information  contained  in  the
Company's 10SB.  Except for the historical  information  contained  herein,  the
matters  discussed in this 10 QSB contain forward looking  statements within the
meaning of Section 27a of the  Securities  Act of 1933, as amended,  and Section
21e of the  Securities  Exchange  Act of 1934,  as  amended,  that are  based on
management's  beliefs and  assumptions,  current  expectations,  estimates,  and
projections.  Statements  that  are  not  historical  facts,  including  without
limitation  statements  which are preceded by,  followed by or include the words
"believes,"  "anticipates,"  "plans,"  "expects,"  "may,"  "should,"  or similar
expressions  are  forward-looking  statements.  Many of the  factors  that  will
determine the company's  future results are beyond the ability of the Company to
control or predict. These statements are subject to risks and uncertainties and,
therefore, actual results may differ materially. All subsequent written and oral
forward-looking statements attributable to the Company, or persons acting on its
behalf,   are  expressed   qualified  in  their  entirety  by  these  cautionary
statements.  The Company disclaims any obligation to update any  forward-looking
statements whether as a result of new information, future events or otherwise.

Important  factors  that may  include,  but are not  limited  to:  the risk of a
significant  natural  disaster,  the inability of the Company to insure  against
certain risks, fluctuations in commodity prices, the inherent limitations in the
ability to estimate oil and gas reserves,  changing government  regulations,  as
well as general  market  conditions,  competition  and pricing,  and other risks
detailed  from time to time in the  Company's  SEC reports,  copies of which are
available upon request from the Company.

   Results of Operations -

Total revenue for the first fiscal quarter increased 60 percent from $251,490 in
fiscal  2003 to  $401,774  in fiscal  2004.  The  increase  in  revenue  was due
primarily  to an  increase in royalty  income which  increased  to $180,781  for
fiscal  2004 versus  $20,831 in fiscal  2003.  Project  and lease  sales  income
declined from $33,838 in fiscal 2003 to $18,750 in fiscal 2004.

Total oil and gas sales  (including  royalty  revenue)  increased  from $217,152
(2003) to  $381,822  (2004)  in the  first  quarter.  This  increase  was due to
increased royalty revenue and higher product prices.  Average oil prices for the
quarter  increased  over the first  quarter  of fiscal  2003 from  $23.85 bbl to
$26.25 bbl while gas  prices  increased  from  $2.01 MCF to $4.25  MCF.  For the
quarter oil production dropped thirty percent due to natural declines (and lower
production  rates on The  Climax 7-2 well)  while gas  production  increased  38
percent.  The Climax 7-2 is currently being produced at a lower rate to preserve
equipment integrity and reduce work-over expenses.

<PAGE>


Project  and lease  sales  income  for the  quarter  decreased  from  $33,858 to
$18,750.  Project  sales are a function  of many  factors and in general are not
related to the time of year.

Costs of operations  increased from $111,416  (2003) to $181,906  (2004) for the
quarter  primarily  due to work over  expenses on the Sheldon,  Pilot and Climax
properties.

General and administrative expenses increased from $66,402 to $79,830.

The Company's net income for the first quarter  increased from a loss of $35,339
for fiscal 2003 to net income of $62,708 for fiscal 2004 an increase of $98,047.
Earnings per share for the first quarter of fiscal 2004 were $.01. This compares
to a loss of $.01 for the same period last year.

Liquidity and Capital Resources

During  the  first  quarter  of  fiscal  2004 net  cash  provided  by  operating
activities  was  $117,433  while  investing  activities  used  $7,374  in  cash.
Financing  activities  used  $74 in the  repurchase  of a  small  amount  of the
Company's  stock. One of the larger uses of cash was $21,607 for the purchase of
resale  leases to  increase  the  Company's  inventory  of  acreage  for  future
development and sale. Cash at the end of the quarter  increased from $371,527 to
$481,512.

Item 3. CONTROLS AND PROCEDURE

Within the 90 days prior to this report, we carried out an evaluation, under the
supervision and with the  participation  of management,  including our principal
financial  officer,  of the  effectiveness  of the design and  operation  of our
disclosure controls and procedures  pursuant to Exchange Act Rule 13a-14.  Based
upon that evaluation,  the principal  executive and financial  officer concluded
that our disclosure  controls and  procedures  are effective in timely  alerting
them to material  information relating to the Company required to be included in
our  periodic SEC filings.  There have been no  significant  changes in internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent evaluation.

<PAGE>


                           PART II. OTHER INFORMATION

Item 1 - Legal Proceedings

The  Company  may become or is subject to  investigations,  claims,  or lawsuits
ensuing  out  of the  conduct  of  its  business,  including  those  related  to
environmental  safety and health,  commercial  transactions  etc. The Company is
currently not aware of any such items,  which it believes  could have a material
adverse affect on its financial position.

Item 2 - Changes in Securities

The Company during the quarter ending December 31, 2003,  repurchased 200 common
shares from a shareholder desiring to sell directly to the Company.

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

         The following Exhibits are filed herewith:

Exhibit No.                                 Description

      31      Certification  of the Chief Executive  Officer and Chief Financial
          Officer  pursuant to Rule 13a-14 of the Securities and Exchange Act of
          1934,  as  amended,   as  adopted  pursuant  to  Section  302  of  the
          Sarbanes-Oxley Act of 2002.

      32      Certification  of the Chief Executive  Officer and Chief Financial
          Officer  pursuant  to 18 U.S.C.  Section  1350 as adopted  pursuant to
          Section 906 of the Sarbanes-Oxley Act of 2002.

                REPORTS ON FORM 8-K

                The Company did not file any reports on Form 8-K during the
fiscal quarter ending December 31, 2003.

                                   SIGNATURES

Pursuant  to the  requirements  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.




                                              Pioneer Oil and Gas




Dated:   February 10, 2004                  /s/ Don J. Colton
                                            --------------------------
                                              President and CEO

<PAGE>

         Exhibit 31

                      CERTIFICATION PURSUANT TO SECTION 302
                        OF THE SARBANES-OXLEY ACT OF 2002

     I, Don J. Colton,certify that:

     1. I have reviewed this quarterly  report on Form 10-QSB of Pioneer Oil and
Gas.

     2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not misleading with respect to the period covered by this report.

     3. Based on my knowledge,  the financial  statements,  and other  financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report.

     4. I am responsible for  establishing and maintaining  disclosure  controls
and  procedures  (as  defined in Exchange  Act Rules  13a-14 and 15d-14) for the
registrant and have:

          a) designed  such  disclosure  controls and  procedures to ensure that
     material information relating to the registrant, including its consolidated
     subsidiaries,  is  made  known  to  us by  others  within  those  entities,
     particularly  during  the period in which  this  quarterly  report is being
     prepared;

          b) evaluated the effectiveness of the registrant's disclosure controls
     and procedures as of a date within 90 days prior to the filing date of this
     quarterly report (the Evaluation Date); and

          c)  presented  in  this  annual  report  our  conclusions   about  the
     effectiveness  of the  disclosure  controls  and  procedures  based  on our
     evaluation as of the Evaluation Date;

     5.  I  have  disclosed,  based  on  the  most  recent  evaluation,  to  the
registrant's auditors and the audit committee of registrant's board of directors
(or  persons   performing  the  equivalent   functions):   a)  all   significant
deficiencies  in the  design or  operation  of  internal  controls  which  could
adversely  affect the  registrant's  ability to record,  process,  summarize and
report  financial  data and have  identified for the  registrant's  auditors any
material weaknesses in internal controls; and

          b) any fraud,  whether or not material,  that  involves  management or
     other employees who have a significant  role in the  registrant's  internal
     controls.

     6. I have  indicated  in this  quarterly  report  whether or not there were
significant  changes  in  internal  controls  or in  other  factors  that  could
significantly affect internal controls subsequent to the date of the most recent
evaluation,   including  any  corrective  actions  with  regard  to  significant
deficiencies and material weaknesses.

DATE: February 10, 2004.


                                /s/ Don J. Colton
                             -------------------------------------
                             Don J. Colton, President, CEO and CFO

<PAGE>





Exhibit 32

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

     In connection  with the filing of the  Quarterly  Report of Pioneer Oil and
Gas (the  "Company") on Form 10-QSB for the period ended  December 31, 2003 (the
"Report"),  I, Don J. Colton,  Chief Executive Officer of the Company,  certify,
pursuant  to 18  U.S.C.  ss.  1350,  as  adopted  pursuant  to  ss.  906  of the
Sarbanes-Oxley Act of 2002, that:

     (i) The Report fully complies with the requirements of section 13(a) of the
Securities Exchange Act of 1934; and

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

/s/ Don J. Colton
-------------------------
Don J. Colton
CEO and CFO
February 10, 2004