FORM 10-QSB
                  SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C.  20549

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES
     EXCHANGE ACT OF 1934
     For the quarterly period ended June 30, 1998

                                  OR

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934
     For the transition period of ____________ to ____________

     Commission file number 0-10089
                                   
                                UNIOIL
        (Exact name of registrant as specified in its charter)

          Nevada                                   93-0782780
 (State or other jurisdiction                  (I.R.S. Employer
   of incorporation or organization)            identification number)
 

     3817 Carson Avenue, P.O. Box 310
              Evans, Colorado                       80620
(Address of principal executive offices)           (ZipCode)

Registrant's phone number, including area code  (970) 330-6300

     Check whether the issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act during the
preceding  12 months (or for a shorter period that the registrant  was
required to file such reports),
Yes [X]  No [ ]

     and (2) has been subject to such filing requirements for the past
90 days.
Yes [X]  No [ ]

      State  the number of shares outstanding of each of the  issuer's
classes  of common equity, as of the latest practicable date.

    Class                               Outstanding at June 30, 1998
(Common stock, $.01 par value)                    9,441,657




<PAGE>
                                UNIOIL
                                   
                                 INDEX

                                                  Page No.
Part I       Financial Information

                Condensed balance sheets-                    1
                   June 30, 1998 and December 31, 1997

                Condensed statements of operations-          2
                   six months ended June 30, 1998 and 1997

                Condensed statements of cash flows-          3
                   six months ended June 30, 1998 and 1997

                Notes to condensed financial statements      4

                Management's Discussion and Analysis of Financial 
                   Condition and Results of Operations       5


Part II      Other Information

                Item 1  Legal Proceedings                    6

                Item 2  Changes in Securities                6

                Item 3  Defaults upon Senior Securities      6

                Item 4  Submission of Matters to a Vote of   7
                           Security Holders

                Item 5  Other Information                    7

                Item 6  Exhibits and Reports on Form 8-K     7


<PAGE>

                    PART I - FINANCIAL INFORMATION
                                   
                                UNIOIL
                                   
                       CONDENSED BALANCE SHEETS
                              (Unaudited)
                                   
                                ASSETS
                                            June 30,    December 31,
                                              1998          1997
                                            ----------   ---------
                                           (Unaudited)       *

Current Assets
   Cash                                    $  184,536   $  130,829
   Joint Interest and Trade Acct. Rec.        136,024      160,573
   Prepaid Expenses                             1,100        4,058
   Deferred Loan Costs, net                       -0-          -0-
                                           __________    _________
          Total current assets                321,660      295,460
                                           __________    _________
Property and Equipment                         49,556       49,556
   Less accumulated depreciation               45,797       45,313
                                           __________    _________
           Total property and equipment         3,759        4,243
                                           __________    _________
Investment in Oil and Gas Properties       11,324,476   11,324,476
   Less accumulated depletion, depreciation 6,246,696    6,098,217
      and amortization
                                           __________    _________
                                            5,077,780    5,226,259
                                           __________    _________
Deferred Tax Assets                               -0-          -0-

Other Assets                                    2,152        2,152
                                           __________    _________
          Total Assets                   $  5,405,351  $ 5,528,114
                                           __________    _________

                              LIABILITIES
Current Liabilities
   Accounts Payable & Other Liabilities   $   413,016  $   371,773
   Accrued Interest                         8,964,886    8,675,337
   Notes Payable                            7,211,823    7,442,185
   Deferred Tax Liabilities                       -0-          -0-
                                           __________    _________
          Total Current Liabilities        16,589,725   16,489,295
                                           __________    _________
Stockholders' Deficit
   Common Stock                                94,417       94,417
   Capital in Excess of Par                 4,062,520    4,062,520
   Retained Earnings (Deficit)           (15,341,311) (15,118,118)
                                           __________    _________
      Total Stockholders' Deficit        (11,184,374) (10,961,181)
                                           __________    _________
      Total Liabilities and
          Stockholders' Deficit          $  5,405,351 $  5,528,114
                                           __________    _________

* Condensed from audited financial statements.

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

                                  -1-

<PAGE>

                                UNIOIL
                                   
                  CONDENSED STATEMENTS OF OPERATIONS
                              (Unaudited)


                                   Six months ended   Three months ended
                                       June 30             June 30 
                                  _________________   __________________
                                     1998     1997       1998     1997
                                  ________  ________  ________  ________
Revenue
   Oil & Gas Sales                $446,678  $230,508  $217,767  $114,618
   Interest Income                   2,345     1,469     1,323       596
   Income from serving as operator  14,109    16,975     7,640     8,422
   Miscellaneous Income                500     2,307       420     1,231
                                  ________  ________  ________  ________
          Total Revenue            463,632   251,259   227,150   124,867
                                  ________  ________  ________  ________
Costs & Expenses
   Production Costs and
       Related Taxes                81,187   115,918    36,237    52,764
   General and Administrative
       Expenses                    104,617   105,394    57,412    59,227
   Depletion, Depreciation
       & Amortization              148,963    67,235    21,359    35,591
   Interest Expense                352,059   305,269   180,812   153,475
                                  ________  ________  ________  ________
          Total Costs & Expenses   686,826   593,816   295,820   301,057
                                  ________  ________  ________  ________
Loss before income taxes         (223,194) (342,557)  (68,670) (176,190)

Income Taxes                           ---      ---      ---      ---
                                  ________  ________  ________  ________
Net Loss                       $(223,194) $(342,557) $(68,670) $(176,190)
                                  ________  ________  ________  ________
Net Loss per share                $(.024)   $(.036)    $(.007)   $(.02)
                                  ________  ________  ________  ________

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




                                  -2-


<PAGE>



                                UNIOIL
                                   
                  CONDENSED STATEMENTS OF CASH FLOWS
                              (Unaudited)
                                   
                                                      Six months ended
                                                ________________________
                                                  June 30,      June 30,
                                                    1998          1997
                                                __________    __________

Cash Flows From (To) Operating Activities
   Net Loss                                     $ (223,194)   $ (342,557)
                                                __________    __________
Adjustments to reconcile net loss to net cash
   used in operating activities:
   Depreciation, Depletion & Amortization          148,963        67,235
   Changes in Assets and Liabilities
          Joint Interest & Trade Receivables        24,549         6,154
          Other Assets                               2,958         2,463
          Accounts Payable and Taxes Payable        41,243       424,080
          Accrued Interest Payable                 289,548       289,548
                                                __________    __________
                                                   358,298       722,245
                                                __________    __________
          Net Cash Provided (Used) by Operations   284,067       446,923
                                                __________    __________
Cash Flows From (To) Investing Activities
   Disposition of Property & Equipment                -0-        (2,076)
   Acquisition of Oil & Gas Properties                -0-    (1,670,270)
   Deferred Loan Costs                                -0-           -0-
                                                __________    __________
          Net Cash Provided (Used) by
             Investing Activities                  $  -0-  $ (1,672,346)
                                                __________    __________
Cash Flows From (To) Financing Activities
   Proceeds from Notes Payable                  (230,362)     1,151,988
                                                __________    __________
          Net Cash Used by 
             Financing Activities               (230,362)     1,151,988
                                                __________    __________
Net Increase (Decrease) in Cash                    53,707       (73,435)

Cash at Beginning of Period                       130,829       118,886
                                                __________    __________
Cash at End of Period                         $   184,534     $  45,451
                                                __________    __________

Supplemental Schedule of Noncash Investing and Financing Activities:

     None




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



                                  -3-


<PAGE>
                                UNIOIL
                                   
                NOTES TO CONDENSED FINANCIAL STATEMENTS
                              (Unaudited)
                                   
NOTE 1: BASIS OF PRESENTATION

The  financial information included herein is unaudited; however, such
information  reflects  all adjustments (consisting  solely  of  normal
recurring  adjustments)  which  are, in  the  opinion  of  management,
necessary  for a fair presentation of financial position,  results  of
operation and cash flows for the interim periods.

The  results  of operations for the six month period ending  June  30,
1998 are not necessarily indicative of the results to be expected  for
the full year.

NOTE 2: INCOME TAXES

No  provision for income taxes has been recorded due to net  operating
losses.    The  Company  has  net  operating  loss  carryforwards   of
approximately $17,616,189 which may be applied against future  taxable
income expiring in various years beginning in 1999 through 2012.

NOTE 3: RELATED PARTY TRANSACTIONS

During 1985, the Company borrowed approximately $6,000,000 from Joseph
Associates,  Inc.  [JA]  in  order to  fund  the  reorganization  plan
approved  by  the bankruptcy court.  The loan is secured by  basically
all  of the assets of the Company, including interests in oil and  gas
wells.   The  original term of the loan was for  60  months  with  the
principal  and  interest  payments due the first  day  of  each  month
beginning October 1, 1985.  Almost from the beginning, the Company has
been in default with respect to payments due on this loan.  In 1989 JA
exercised its right under the loan agreement to receive directly  from
purchasers  all proceeds derived from the sale of oil and gas  by  the
Company.  Accordingly, all moneys received from oil and gas purchasers
were  then  deposited  into a checking account controlled  by  JA  and
transferred  as  needed  to accounts owned by  the  Company  to  cover
operating  expenditures.  During 1990 the rights of Joseph Associates,
Inc.  were acquired by Joseph Associates of Greeley, Inc. and the same
procedure   is   still  in  effect  during  1998.   It  is   presently
contemplated  that this debt will be restructured, but  the  terms  of
such  restructuring have not been determined or agreed to  as  of  the
date hereof.

At  June  30, 1998, the unpaid note balance was $5,791,000.00 and  the
related Accrued Interest balance was $8,964,886.00.

During the six months ending June 30, 1998, interest in the amount  of
$289,548.00   was  accrued  on  the  note  and  charged  to   expense.
Additionally, the Company has a non-interest bearing payable to Joseph
Associates of Greeley, Inc. in the amount of $156,266.00.

NOTE 4: LITIGATION

On  September  28,  1988,  the United States Securities  and  Exchange
Commission  filed  a  complaint against the  Company  and  its  former
president  for allegedly manipulating its common stock price  and  for
misleading  promotions with regard to the "Soberz" pill.  The  Company
was  also  charged with failure to file required SEC  reports.   Final
judgments and a permanent injunction were entered against the  Company
on  October  19, 1989.  The Company filed a motion to  set  aside  the
judgment which was not granted.  Management believes that the judgment
will ultimately be dismissed as they demonstrate their ability to file
currently required SEC filing (see Legal Proceedings No. 1).

                                   
                                   
                                   
                                   
                                   
                                  -4-


<PAGE>
                                UNIOIL
      MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                       AND RESULTS OF OPERATIONS
                                   
           The  following is management's discussion and  analysis  of
certain   significant  factors  which  have  affected  the   Company's
financial  position and operating results during the periods  included
in the accompanying condensed financial statements.

LIQUIDITY and CAPITAL RESOURCES

           At  June  30,  1998, the issuer was insolvent;  liabilities
greatly  exceed assets and revenues from operations were  insufficient
to  discharge liabilities or even pay interest accruing  thereon.   In
such  a financial condition, the issuer cannot raise additional  funds
to  meet  such  commitments.  The issuer has  been  able  to  continue
operations  only because Joseph Associates of Greeley,  Inc.  (JAGI"),
whose  secured position has priority, has been foregoing its right  to
foreclose upon all the issuer's assets, but is asserting its right  to
take direct payment of the proceeds of production attributable to  the
issuer's interest in oil and gas properties.

           There are three major areas of indebtedness of the Company.
The principal one is the secured debt owed to JAGI.  With the interest
that  has been accrued each year, this debt is in excess of 17 million
dollars.   Management of the Company and JAGI intend to work out  some
restructuring of this debt; however, at June 30, 1998 and  as  of  the
date  hereof,  the debt has not been restructured and remains  on  the
books.   The second secured debt is a $350,000 loan from a local  bank
and  is  collateralized by a first lien on the Company's Colorado  oil
and  gas properties.  The Company used approximately $287,500 of these
proceeds  to  settle  outstanding  judgment  liabilities.   The  third
secured debt is to Duke Energy Financial Services, Inc. which was used
to finance the drilling and completion of eight new wells in 1997.

RESULTS OF OPERATIONS

           Due  to its bankruptcy and adverse financial condition  the
Issuer  did  not  engage in drilling any new wells  or  acquiring  any
additional  properties  from 1985 through  1996.   Operations  of  the
Issuer were limited to continued operation of wells previously drilled
on properties already acquired.

           However,  during  1996  the  Company  did  enter  into  two
agreements  to  resume drilling activity in 1997 with respect  to  the
leasehold  interests  of the Company and provide  financing  for  such
drilling.   One  of  these agreements has thus  far  resulted  in  the
drilling  of 21 new wells and the recompletion of 4 wells.  The  other
program  began in May, 1997, and has now been completed.  This program
resulted in the drilling and completion of 8 new oil and gas wells.

           The  Issuer has continued to incur net losses due primarily
to  interest  expenses.  After netting interest  income  and  expense,
which  includes an annual accrual of $579,096 of interest  expense  on
the  secured debt owed to JAGI, the Company's net loss was  $(223,194)
for the six months ended June 30, 1998 compared to $(342,557) for the
six months ended June 30, 1997.

           However, the Company's actual results from operations 
(before interest income, interest expense and income taxes) improved
significantly during the last current year  compared to the preceding
year.  The Company had operating income of  $126,520 during the 
six months ended June 30, 1998,  compared to an operating loss of
$(38,757) during the six months ended June 30, 1997. This
resulted  from  an increase in total revenues to $461,287 during the 
six months ended June 30, 1998, which  almost doubled compared to 
total revenues of $249,790 for the same period in  1997.
The  increase  is primarily the result of the resumption  of  drilling
activity  in  1997.  With the Company having been able to  enter  into
agreements  providing for drilling activity to resume with respect  to
the Company's leasehold interests, management is hopeful the Company's
results  of  operations will continue to improve;  however,  there  is
absolutely no assurance of this.

           The Company's oil revenues for the second quarter 1998  are
less than expected for two reasons:  1) Crude oil prices have been the
lowest in the past  12  years and 2) because of extremely low oil 
prices during  May and June the Company elected to ship/sell only that
crude oil that was necessary  due to tank capacity running low.  This 
will  also  be  the case  during  the month of July.  As oil prices 
increase  the  company will sell more crude oil taking advantage of 
higher prices.

                                  -5-


<PAGE>
                      PART II - OTHER INFORMATION

Item 1.   Legal Proceedings

           The issuer had been involved in numerous legal proceedings.
Those  legal  proceedings have been resolved by the  registrant.   The
following  discussion  outlines  the  current  status,  to  the   best
knowledge of present management.

           1.   On September 28, 1988 the United States Securities and
Exchange  Commission  ("SEC")  filed  a  complaint  in  United  States
District Court for the District of Columbia (Civil Action No. 88-2803)
naming  the  issuer  and  its  former President  as  defendants.   The
complaint  charged securities laws violations arising from an  alleged
attempt  to  manipulate the price of the Company's stock by conducting
an allegedly false and misleading publicity campaign during 1986 about
a  purported  company product known as the "Soberz"  pill.   The  pill
allegedly  lowered  a person's blood-alcohol level rendering  a  drunk
person  sober.   The  complaint  also  charged  the  defendants   with
violating  securities  laws by failing to  file  timely  and  accurate
periodic reports as required.  On October 19, 1989 the SEC obtained by
default   final  judgments  of  permanent  injunction  enjoining   the
defendants from violating the securities laws by failing to file  such
reports,  or  violating the anti-fraud provisions  of  the  securities
laws.

          In October, 1990, after filing the Annual Report on Form 10-
K  for  the fiscal year ended December 31, 1989 (which report included
financial and other information covering the intervening period  since
reports  had  last been filed), the issuer made a motion to  have  the
injunction against itself set aside.  By order dated January  8,  1991
the  U.S.  District  Court  of the District  of  Columbia  denied  the
issuer's  motion without prejudice "pending demonstration of  Unioil's
ability  and  willingness to comply with filing  requirements  in  the
future over a reasonable period of time."  The issuer intends to renew
its  motion to set aside the judgment sometime in the future after  it
has complied with the filing requirements over a reasonable period  of
time.  Current management believes that such motion will be granted at
that time.

          The legal proceedings regarding the "Soberz" pill were filed
against the issuer and its former President by the SEC in response  to
certain  meetings held with stockbrokers and others  to  promote  such
pill, two press releases which made certain claims regarding the pill,
and a statement concerning the pill which was included in the issuer's
Annual Report on Form 10-K for the year ended December 31, 1985, which
was  filed  on  or about August 6, 1986.  In addition  to  making  the
claims about such pill which resulted in the SEC action, the statement
in  the  Form 10-K report indicated that the issuer agreed to  acquire
Guardian  Laboratories, Inc., the company which supposedly had  rights
to  the  pill in the form of a patent pending.  The statement  further
indicated that the issuer agreed to issue 500,000 shares of its  stock
in  consideration  thereof.  Successor management of  the  issuer  has
determined  from  the transfer records that such  stock  was  in  fact
issued,  but  can  find  no  evidence that the  issuer  ever  received
anything  in  consideration of such issuance.  The Board of  Directors
has  therefore decided to treat such stock as cancelable for  lack  of
consideration  and has placed stop transfer orders with  the  transfer
agent  to  prevent any attempted transfer of such stock.   The  issuer
also notified the recipient of the action taken and instructed him  to
return  the  certificate  for cancellation.   The  issuer  received  a
response  which disputed the issuer's position, but no further  action
has been taken by either party in regard to the matter.

Item 2.   Changes in Securities

           No changes in securities occurred in the second quarter  of
1998 covered by this report.
                                   
Item 3.   Defaults upon Senior Securities

           All  of  the issuer's liabilities are classified as current
because they mature currently or are already past due.  The issuer  is
in  default with respect to its principal outstanding liability.  This
liability is the secured indebtedness to Joseph Associates of Greeley,
Inc.   This  item, including accrued interest, comprise  approximately
95%  of  the  issuer's  total liabilities.  In its  present  financial
condition,  the issuer is not able to pay off this liability  or  even
pay   interest   which  accrues  thereon.   Management  is   therefore
attempting to negotiate some restructuring of the secured indebtedness
as  a  means of curing such default.  There is no assurance management
will be able to do this.
                                  -6-


<PAGE>

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

           No  matter  was  submitted to a vote  of  security  holders
through  the  solicitation of proxies or otherwise during  the  second
quarter  of  1998  covered  by  this  report.   The  last  meeting  of
stockholders of Unioil was held in July, 1983.

Item 5.        Other Information

          None

Item 6.        Exhibits and Reports on Form 8-K

          (a)  Exhibits.  None

           (b)  Reports on Form 8-K.  No reports on Form 8-K have been
filed during the second quarter of the year 1998.





                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                   
                                 
                                   
                                   
                                   
                                  -7-


<PAGE>

                              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.


        July 27, 1998           /s/ Charles E. Ayers, Jr.
Date ____________________     ____________________________________
                              Charles E. Ayers, Jr., Chairman,
                              Chief Executive Officer and Director


        July 24, 1998           /s/ Fred C. Jones
Date ____________________     ____________________________________
                              Fred C. Jones
                              Vice President, Secretary and Director