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 March 31, 2004

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 March 31, 2004, was 7,914,219.





<PAGE>



















                          Part I. FINANCIAL INFORMATION

           Item 1. Financial Statements for Second Fiscal Quarter 2004
                          Period Ending March 31, 2004


























<PAGE>
<TABLE>
<CAPTION>



               Financial Statements for Second Fiscal Quarter 2004
                          Period Ending March 31, 2004

                               PIONEER OIL AND GAS
                                  Balance Sheet


                              As of March 31, 2004
                                   (Unaudited)
<S>                                                                       <C>
       Assets

Current assets:
       Cash                                                                 $    282,059
       Accounts receivable                                                       156,796
       Resale leases, at lower of cost or market                                 350,245
                                                                            ------------

                  Total current assets                                           789,100

Property and equipment - net (successful efforts method)                         409,438
Other assets                                                                       2,000
                                                                            ------------

                                                                            $  1,200,538
------------------------------------------------------------------------------------------------------------------------------------

       Liabilities and Stockholders' Equity (Deficit)

Current liabilities:
       Accounts payable                                                     $     38,139
       Accrued expenses                                                           27,380
                                                                            ------------


                  Total current liabilities                                       65,519
                                                                            ------------

Commitments and contingencies

Stockholders' equity (deficit):
       Common stock, par value $.001 per share, authorized
         50,000,000 shares: 7,914,219  shares outstanding                          7,914
       Additional paid-in capital                                              2,474,025
       Stock subscription receivable                                           (218,187)
       Accumulated deficit                                                   (1,128,733)
                                                                            ------------


                  Total stockholder's equity (deficit)                         1,135,019
                                                                            ------------

                                                                           $   1,200,538


   The accompanying notes are an integral part of these financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>



                               PIONEER OIL AND GAS
                             Statement of Operations

                    Six Months Ended March 31, 2004 and 2003
                                   (unaudited)


                                                                                    2004             2003
                                                                                    ----             ----
<S>                                                                       <C>              <C>
Revenue:
       Oil and gas sales                                                    $    409,530     $    455,480
       Royalty revenue                                                           338,262          113,302
       Operational reimbursements                                                  3,000            3,500
       Project and lease sales income                                             18,750           33,838
                                                                            ------------     ------------


                                                                                 769,542          606,120
                                                                            ------------     ------------

Costs and expenses:
       Cost of operations                                                        322,247          256,523
       General and administrative expenses                                       180,911          158,102
       Exploration costs                                                          91,279          141,165
       Lease rentals                                                              33,960           38,564
       Depreciation, depletion and amortization                                   54,866           43,731
                                                                            ------------     ------------

                                                                                 683,263          638,085
                                                                            ------------     ------------

                  Income (loss) from operations                                   86,279          (31,965)

Other income (expense):
       Interest expense                                                                -          (17,384)
       Other (expense) income                                                     21,506            8,217
                                                                            ------------     ------------

                  Income (loss) before provision
                  for income taxes                                               107,785          (41,132)

       Provision for income taxes                                                      -                -
                                                                            ------------     ------------


                  Net income (loss)                                         $    107,785     $    (41,132)
                                                                            ------------     ------------

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

Weighted average common shares - basic and diluted                             7,950,000        7,962,000
                                                                            ------------     ------------

</TABLE>

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

<PAGE>
<TABLE>
<CAPTION>



                               PIONEER OIL AND GAS
                             Statement of Operations

                 For Three Months Ended March 31, 2004 and 2003
                                   (unaudited)


                                                                                    2004             2003
                                                                                    ----             ----
<S>                                                                       <C>              <C>
Revenue:
       Oil and gas sales                                                    $    205,977     $    254,114
       Royalty revenue                                                           159,993           97,516
       Operational reimbursements                                                  1,500            1,500
       Project and lease sales income                                                  -                -
                                                                            ------------     ------------

                                                                                 367,470          353,130
                                                                            ------------     ------------

Costs and expenses:
       Cost of operations                                                        140,341          145,107
       General and administrative expenses                                       101,448           91,674
       Exploration costs                                                          46,036           92,809
       Lease rentals                                                               5,193            7,440
       Depreciation, depletion and amortization                                   37,433           21,831
                                                                            ------------     ------------

                                                                                 330,451          358,861
                                                                            ------------     ------------

                  Income (loss) from operations                                   37,019          (5,731)
                                                                            ------------     ------------

Other income (expense):
       Interest expense                                                                -          (8,225)
       Other (expense) income                                                      8,058            8,163
                                                                            ------------     ------------
                                                                                   8,058             (62)
                                                                            ------------     ------------
                  Income (loss) before provision
                  for income taxes                                                45,077          (5,793)
                  Provision for income taxes                                           -                -
                                                                            ------------     ------------

                  Net income (loss)                                            $  45,077         $(5,793)
                                                                            ------------     ------------


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

Weighted average common shares - basic and diluted                             7,938,000        7,962,000
                                                                            ------------     ------------
</TABLE>

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

<PAGE>
<TABLE>
<CAPTION>



                               PIONEER OIL AND GAS
                             Statement of Cash Flows
                For The Six Months Ended March 31, 2004 and 2003
                                   (unaudited)
                                                                                    2004             2003
                                                                                    ----             ----
<S>                                                                       <C>              <C>
Cash flows from operating activities:
       Net income                                                           $    107,785     $    (41,132)
       Adjustments to reconcile net income to net cash
         (used in) provided by operating activities:
           Depreciation, depletion and amortization                               54,866           90,295
           Employee benefit plan expense                                          20,698           20,698
           Interest income                                                        (6,958)          (7,746)
           (Increase) decrease in:
               Accounts receivable                                                (7,003)         (18,955)
               Resale leases                                                    (130,568)          40,513
               Other assets                                                          230                -
           Increase (decrease) in:
               Accounts payable                                                  (83,954)         (30,884)
               Accrued expenses                                                    2,173           (7,310)
                                                                            ------------     ------------

                  Net cash (used in) provided by
                  operating activities                                          (42,731)           45,479
                                                                            ------------     ------------

Cash flows from investing activities:

       Acquisition of property and equipment                                     (25,423)         (30,891)
                                                                            ------------     ------------

                  Net cash used in investing activities                           (25,423)        (30,891)
                                                                            ------------     ------------

Cash flow from financing activities:

                  Purchase and retirement of common stock                        (21,314)               -

                  Net cash provided by (used in)
                  financing activities                                           (21,314)               -
                                                                            ------------     ------------

                  Net increase (decrease) in cash                                (89,468)          14,588

Cash, beginning of period                                                   $    371,527        $  90,458
                                                                            ------------     ------------
Cash, end of period                                                         $    282,059        $ 105,046
                                                                            ------------     ------------



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

</TABLE>

<PAGE>



                               PIONEER OIL AND GAS
                         NOTES TO CONSOLIDATED FINANCIAL
                         STATEMENTS Third Fiscal Quarter
                              Ending March 31, 2004
                                   (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  and six-month  periods ending
March  31,  2004  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 March 31, 2004 and the results of  operations  and cash flows for
the three-month and six-month periods ended March 31, 2004 and 2003. The results
of operations for the three-month and six-month periods ended March 31, 2004 are
not necessarily indicative of the result to be expected for the entire year.

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

NOTE 2 - SUPPLEMENTAL CASH FLOW INFORMATION

During the six months ended March 31, 2004, the company recorded interest income
(on the stock subscription receivable) of $6,958, reduced the stock subscription
receivable  by $13,740 and  recorded an employee  benefit plan  contribution  of
$20,698.


<PAGE>







Item 2 MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL  CONDITION AND RESULTS
OF OPERATIONS
                         (Period Ending March 31, 2004)
                            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 10KSB.  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 second fiscal quarter increased four percent from $353,130
in fiscal 2003 to $367,470 in fiscal 2004.  For the  six-month  period  revenues
increased 27 percent from $606,120 to $769,542.  The increase in revenue for the
six-month period was due to an increase in oil and gas sales and royalty revenue
of 31 percent.  Project and lease sales  income  dropped from $33,838 for fiscal
2003 to $18,750 for 2004. The Company is currently  marketing  overpressured gas
prospects  in the Uinta  Basin of Utah and hopes to realize  additional  revenue
from the sale of these projects during fiscal 2004.

Total oil and gas sales (including  royalty revenue)  increased from $351,630 to
$365,970 in the second  quarter and from  $568,782 to $747,792 for the six-month
period.  These  increases  were due  primarily to increased  oil and gas prices.
Average oil prices for the quarter increased from $27.76 bbl to $30.47 bbl while
gas prices  increased  from $3.58 MCF to $5.06 MCF.  For the  six-month  period,
average  oil  prices  increased  from  $25.63 bbl to $28.48 bbl while gas prices
increased from $2.97 to $4.58.

<PAGE>


Costs of operations decreased slightly from $145,107 to $140,341 for the quarter
and increased from $256,523 to $322,247 for the six-month  period  primarily due
to higher payments to working interest partners due to higher product prices.

General and  administrative  expenses increased from $91,674 to $101,448 for the
quarter and increased from $158,102 to $180,911 for the six-month period.

The  Company's  net income  for the second  quarter  (fiscal  2004) was  $45,077
compared to a net loss of $5,793 for the second  fiscal  quarter  2003.  For the
six-month  period  (fiscal  2004) the  Company  posted  net  income of  $107,785
compared to a net loss of $41,132 for fiscal 2003.
Liquidity and Capital Resources

During the first six-months of fiscal 2004 cash used in operating activities was
$42,731  and cash  used in  investing  activities  required  $25,423.  Financing
activities used $21,314 in cash.

Cash used in operating  activities  was  primarily  for the  purchases of resale
leases  ($130,568).  Cash used in investing  activities  decreased  from $30,981
(fiscal 2003) to $25,423 (fiscal 2004).

         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 principal  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

None.

Item 3 - Defaults Upon Senior Securities

None.

Item 4 - Submission of Matters to a Vote of Security Holders

None.

Item 5 - Other Information

None.

Item 6 - Exhibits and Reports on Form 8-K

              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

(b) The  registrant  filed an 8K on  February  13, 2004  regarding  its offer to
purchase  the shares of its  shareholders  owning  less than 1000  shares in the
Company. No other 8K filings were made during the quarter ending March 31, 2004.

                                   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:   May 9, 2004                        /s/ Don J. Colton
                                            -----------------------------
                                         President and Chief Executive Officer

<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
     annual 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 annual 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: May 9, 2004


                                /s/ Don J. Colton
                               -----------------------
                               Don J. Colton, President


<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  March  31,  2004 (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
Chief Executive Officer
May 9, 2004