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                                 Exhibit 31.1

               Certification Pursuant to 15 U.S.C. Section 7241
     As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


I, J. Ben Hathaway, certify that:

1.  I have reviewed this annual report on Form 10-KSB of Pyramid Oil Company;

2.  Based on my knowledge, this 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 report, fairly present in all material respects
the financial condition, results of operations and cash flows of the small
business issuer as of, and for, the periods presented in this report;

4.  The small business issuer's other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business
issuer and have:

     a)  Designed such disclosure controls and procedures, or caused such
     disclosure controls and procedures to be designed under our supervision,
     to ensure that material information relating to the small business
     issuer, including its consolidated subsidiaries, is made known to us by
     others within those entities, particularly during the period in which
     this report is being prepared;

     b)  Evaluated the effectiveness of the small business issuer's disclosure
     controls and procedures and presented in this report our conclusions
     about the effectiveness of the disclosure controls and procedures, as of
     the end of the period covered by this report based on such evaluation;
     and

     c)  Disclosed in this report any change in the small business issuer's
     internal control over financial reporting that occurred during the small
     business issuer's most recent fiscal quarter (the small business issuer's
     fourth fiscal quarter in the case of an annual report) that has
     materially affected, or is reasonably likely to materially affect, the
     small business issuer's internal control over financial reporting; and

5.  The small business issuer's other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the small business issuer's auditors and the audit committee of
the small business issuer's board of directors:



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     a)  All significant deficiencies and material weaknesses in the design or
     operation of internal control over financial reporting which are
     reasonably likely to adversely affect the small business issuer's ability
     to record, process, summarize and report financial information; and

     b)  Any fraud, whether or not material, that involves management or other
     employees who have a significant role in the small business issuer's
     internal controls over financial reporting.


   Dated: March 30, 2004



                                      By:     J. BEN HATHAWAY
                                          -----------------------
                                              J. Ben Hathaway
                                               President and
                                          Chief Executive Officer

































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                                Exhibit 31.2

                Certification Pursuant to 15 U.S.C. Section 7241
     As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002


I, Lee G. Christianson, certify that:

1.  I have reviewed this annual report on Form 10-KSB of Pyramid Oil Company;

2.  Based on my knowledge, this 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 report, fairly present in all material respects
the financial condition, results of operations and cash flows of the small
business issuer as of, and for, the periods presented in this report;

4.  The small business issuer's other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small business
issuer and have:

     a)  Designed such disclosure controls and procedures, or caused such
     disclosure controls and procedures to be designed under our supervision,
     to ensure that material information relating to the small business
     issuer, including its consolidated subsidiaries, is made known to us by
     others within those entities, particularly during the period in which
     this report is being prepared;

     b)  Evaluated the effectiveness of the small business issuer's disclosure
     controls and procedures and presented in this report our conclusions
     about the effectiveness of the disclosure controls and procedures, as of
     the end of the period covered by this report based on such evaluation;
     and

     c)  Disclosed in this report any change in the small business issuer's
     internal control over financial reporting that occurred during the small
     business issuer's most recent fiscal quarter (the small business issuer's
     fourth fiscal quarter in the case of an annual report) that has
     materially affected, or is reasonably likely to materially affect, the
     small business issuer's internal control over financial reporting; and

5.  The small business issuer's other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the small business issuer's auditors and the audit committee of
the small business issuer's board of directors:




PAGE <2>

     a)  All significant deficiencies and material weaknesses in the design or
     operation of internal control over financial reporting which are
     reasonably likely to adversely affect the small business issuer's ability
     to record, process, summarize and report financial information; and

     b)  Any fraud, whether or not material, that involves management or other
     employees who have a significant role in the small business issuer's
     internal controls over financial reporting.


  Dated: March 30, 2004



                                      By:   LEE G. CHRISTIANSON
                                          ------------------------
                                            Lee G. Christianson
                                          Chief Financial Officer