SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-KSB

(Mark  One)
            [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                  For the fiscal year ended December 31, 2001

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

                          Commission file number 0-8157

                          THE RESERVE PETROLEUM COMPANY
                 (Name of small business issuer in its charter)

            Delaware                                           73-0237060
(State or other jurisdiction of                              (IRS  Employer
 incorporation or organization)                           identification number)

        6801 N. Broadway, Suite 300, Oklahoma City, Oklahoma 73116-9092
              (Address of principal executive offices) (Zip Code)

                    Issuer's telephone number: (405)848-7551

           Securities registered under Section 12(b) of the Act: None

              Securities registered under Section 12(g) of the Act:
                          Common stock $.50 Par Value
                                (Title of Class)

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of the Securities 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
   ---    ---

Check  if  disclosure of delinquent filers in response to Item 405 of Regulation
S-B  is not contained  in this form, and no disclosure will be contained, to the
best  of  registrant's  knowledge, in definitive proxy or information statements
incorporated  by  reference  in Part III of this Form 10-KSB or any amendment to
this  Form  10-KSB.  [X]

Issuer's  revenues  for the fiscal year ended December 31, 2001 were $2,444,368.
As  of  March  15,  2002,  there were 166,980.73 common shares outstanding.  The
aggregate market value of the voting stock held by non-affiliates was $3,849,116
as  determined  by  the  last  reported  sale  which  was  February  11,  2002.

                      DOCUMENTS INCORPORATED BY REFERENCE

Items  9,  10,  11  and  12  required  by  Part  III, are incorporated herein by
reference  to  the Company's proxy statement to be mailed to security holders on
or  about April 26, 2002, in connection with its annual stockholders' meeting to
be  held  on  May  28,  2002.
Transitional  Small  Business  Disclosure  Format (check one)  Yes      No X
                                                                  ---     ---

See  Exhibit  Index  on  Page  38.

<PAGE>

                                TABLE OF CONTENTS


                                                                            Page
                                                                            ----

     Forward  Looking  Statements                                              3

PART  I

     Item  1.     Description  of  Business                                    4

     Item  2.     Description  of  Properties                                  9

     Item  3.     Legal  Proceedings                                          10

     Item  4.     Submission  of  Matters  to a Vote of Security Holders      10

PART  II

     Item  5.     Market for Common Equity and Related Stockholder Matters    10

     Item  6.     Management's Discussion and Analysis of Financial
                  Condition and Results  of  Operations                       11

     Item  7.     Financial  Statements                                       17

     Item  8.     Changes in and Disagreements with Accountants on
                  Accounting and Financial  Disclosure                        38

PART  III

     Item  9.     Directors,  Executive  Officers, Promoters and
                  Control Persons Compliance with Section 16(a) of
                  the  Exchange  Act  .                                       38

     Item  10.    Executive  Compensation                                     38

     Item  11.    Security Ownership of Certain Beneficial Owners and
                  Management                                                  38

     Item  12.    Certain  Relationships  and  Related  Transactions          38

     Item  13.    Exhibits  and  Reports  on  Form  8-K                       38




                                        2
<PAGE>
Forward  Looking  Statements.
-----------------------------

In addition to historical information, from time to time the Company may publish
forward-looking  statements  relating  to  such matters as anticipated financial
performance,  business  prospects,  technological  developments,  new  products,
research and development activities, and similar matters. The Private Securities
Litigation  Reform  Act  of  1995  provides  a  safe  harbor for forward-looking
statements. Although management believes that the expectations reflected in such
forward  looking  statements  are  based on reasonable assumptions, a variety of
factors  could  cause  the  Company's  actual  results  and experience to differ
materially  from  the anticipated results or other expectations expressed in the
Company's  forward-looking  statements.  The  risks  and  uncertainties that may
affect  the  operations,  performance,  development and results of the Company's
business  include,  but  are  not  limited  to,  the  following:

     The  Company's  future  operating  results  will  depend  upon management's
     ability  to  employ  and  retain  quality  employees, generate revenues and
     control  expenses.  Any decline in operating revenues without corresponding
     reduction in operating expenses could have a material adverse effect on the
     Company's  business,  results  of  operations  and  financial  condition.

     Estimates  of  future  revenues  from  oil and gas sales are derived from a
     combination  of  factors  which are subject to significant fluctuation over
     any  given period of time. Reserve estimates by their nature are subject to
     revision  in  the  short-term. The evaluating engineers consider production
     performance  data,  reservoir  data  and  geological  data available to the
     Company, as well as make estimates of production costs, sale prices and the
     time  period  the  property can be produced at a profit. A change in any of
     the  above  factors  can  significantly change the timing and amount of net
     revenues  from  a property. The Company's producing properties are composed
     of  many  small  working  interest  and  royalty  interest properties. As a
     non-operating  owner, the Company has limited access to the underlying data
     from which working interest reserve estimates are calculated, and estimates
     of  royalty interest reserves are not made because the information required
     for  the  estimation  is  not  available.

     The  Company has no significant long-term sales contracts for either oil or
     gas.  For  the most part, the price the Company receives for its product is
     based  upon  the  spot  market  price  which  in  the  past has experienced
     significant  fluctuations.  Management  anticipates such price fluctuations
     will continue in the future, making any attempt at estimating future prices
     subject  to  significant  error.

     Exploration  and development costs have been the most significant component
     of  the  Company's  capital  expenditures and are expected to remain so, at
     least  in  the near term. Under the successful efforts method of accounting
     for  oil  and  gas  properties  which  the  Company  uses,  these costs are
     capitalized  if  the  prospect is successful, or charged to operating costs
     and  expenses  if  unsuccessful. Estimating the amount of such future costs
     which  may  relate  to  successful  or  unsuccessful prospects is extremely
     imprecise,  at  best.

     The  provisions for depreciation, depletion and amortization of oil and gas
     properties   constitute  a  particularly  sensitive   accounting  estimate.
     Non-producing leaseholds are amortized over the life of the leasehold using
     a straight line method; however, when a leasehold is impaired or condemned,
     an  appropriate  adjustment  to the provision is made at that time. Forward

                                        3
<PAGE>

     looking estimates of such adjustments are very imprecise. The provision for
     impairment  of  long-lived  assets is determined by review of the estimated
     future  cash flows from the individual properties. A significant unforeseen
     downward adjustment in future prices and/or potential reserves could result
     in  a  material change in estimated long-lived assets impairment. Depletion
     and  depreciation  of  oil and gas properties are computed using the units-
     of-production  method.  A  significant  unanticipated  change  in volume of
     production  or  estimated  reserves would result in a material unforecasted
     change  in  the  estimated  depletion  and  depreciation  provisions.

     In  prior  years,  income  from  available  for sale securities and trading
     securities have made substantial contributions to net income. Available for
     sale  securities  and  trading  securities  are  used to invest funds until
     needed  in  the  Company's capital investing and financing activities. When
     those  funds  are  utilized,  net  income  will  be  materially  reduced.

     The  Company's  trading  securities consist primarily of equity securities.
     These securities are carried at fair value with unrealized gains and losses
     included  in  earnings.  The  equity securities are traded on various stock
     exchanges  and/or the NASDAQ and over the counter markets. Therefore, these
     securities  are  market-risk  sensitive  instruments.  The  stock market is
     subject  to  wide  price  swings in short periods of time. Should the stock
     market  experience  a  significant  down-turn,  the  Company  could  have a
     material  loss  from  its  equity  securities.

     The  Company has equity investments in organizations over which the Company
     has  limited  or no control. These equity investments have in the past made
     substantial  contributions  to  the Company's net income. The management of
     these entities could at any time make decisions in their own best interests
     which could materially affect the Company's net income, or the value of the
     Company's  investments.  See  Item  1  "Description  of  Business  -  Other
     Business",  for  information  regarding  these  equity  investments.

The  Reserve  Petroleum  Company  undertakes  no  obligation  to publicly revise
forward-looking  statements  to reflect events or circumstances that arise after
the  date  hereof.  Readers should carefully review the information described in
other  documents  the  Company  files  from time to time with the Securities and
Exchange  Commission, including the Quarterly Reports on Form 10-QSB to be filed
by the Company in 2002 and any Current Reports on Form 8-K filed by the Company.

                                     PART I
                                     ------

Item  1.  Description  of  Business.

The  Reserve  Petroleum  Company  (the  "Company") is engaged principally in the
exploration  for  and  the development of oil and natural gas properties.  Other
business  segments  are not significant factors in the Company's operations. The
Company  is  a  corporation organized under the laws of the State of Delaware in
1931.

Oil  and  Natural  Gas  Properties.

For  a  summary of certain data relating to the Company's oil and gas properties
including  production,  undeveloped acreage, producing and dry wells drilled and
recent  activity, see Item 2, "Description of Properties".  For a discussion and
analysis  of  current  and prior years' revenue and related costs of oil and gas
operations, and a discussion of liquidity and capital resource requirements, see
Item 6, "Management's Discussion and Analysis of Financial Condition and Results
of  Operations".

                                        4
<PAGE>
     Mineral  Property  Management.   The  Company  owns  non-producing  mineral
interests  in  approximately 270,229 gross acres equivalent to 93,444 net acres.
These  mineral interests are located in nine states with 56,754 net acres in the
states  of  Oklahoma and Texas, the area of concentration for the Company in its
present  development  programs.

A  substantial amount of the Company's oil and gas revenue has resulted from its
mineral  property management.  In 2001 $1,232,461(51%) of oil and gas sales were
from  royalty  interests as compared to $1,238,501 (53%) in 2000. As a result of
its  mineral  ownership,  in  2001  the Company had royalty interests in 4 gross
(.112  net)  wells  which were drilled and completed as producing wells. See the
following  paragraphs for a discussion of mineral interests in which the Company
chooses  to  participate  as  a  working  interest  owner.

Development Program.  The development of a drilling program is usually initiated
in  one  of three ways.  The Company may participate as a working interest owner
with  a  third  party  operator  in  the  development  of  non-producing mineral
interests  which  it  owns;  along  with  the  joint  interest  operator, it may
participate  in drilling additional wells on its producing leaseholds; or if its
exploration program discussed below results in a successful exploratory well, it
may  participate  in  the  development  of  additional  wells on the exploratory
prospect.  In 2001, the Company  participated in the drilling of one development
well (10.1% net) on its non-producing mineral interests.  The well was completed
as  a  marginal  gas  producer.

Exploration Program.  The Company's exploration program is normally conducted by
purchasing  interests  in  prospects  developed  by  independent  third parties,
participating  in  third   party  exploration  of  Company  owned  non-producing
minerals,  developing  its  own  exploratory  prospects  or a combination of the
above.

The Company normally acquires interests in exploratory prospects from someone in
the  industry with whom management has conducted business in the past and/or has
confidence  in  the  quality  of  the  geological  and  geophysical  information
presented  for  evaluation  by  Company  personnel.  If evaluation indicates the
prospect  is  within  the  Company's  risk  limits, the Company may negotiate to
acquire an interest in the prospect and participate in a non-operating capacity.

The Company develops exploratory drilling prospects by identification of an area
of  interest, development of geological and geophysical information and purchase
of  leaseholds  in the area. The Company may then attempt to sell an interest in
the  prospect to one or more companies in the petroleum industry with one of the
purchasing  companies  functioning  as  operator.

     Exploratory  Wells  Drilled in 2001 or Budgeted for 2002.  The remainder of
this  section contains some forward-looking information.  Please refer to page 3
for  a  summary  of  the risks and uncertainties that may affect forward looking
information.

For  the  twelve months ended December 31, 2001, the Company participated in the
drilling  of  19  gross  exploratory  working  interest  wells  with net working
interests  ranging  from  a  high  of  approximately 21% to a low of 1%.  Of the
nineteen  exploratory  wells,  eleven  were  plugged,  abandoned  and charged to
expense;  one  was temporarily abandoned pending evaluation,  six were completed
as  producers  and one was testing at  March 11, 2002.  In management's opinion,
the  exploratory drilling summarized above has not produced development drilling
opportunities  which  could  significantly  increase  the  Company's oil and gas
reserves.   Information  regarding the individual prospects is summarized below.

                                        5
<PAGE>
     The  Company  has  a  10% working interest in an area of interest along the
     Texas/Oklahoma  border  in North Texas covering approximately thirty square
     miles.  A three-dimensional seismic program completed in 2000 indicated ten
     possible  prospects  in  the area. In 2001, the Company participated in the
     drilling  of  eight  exploratory  wells  in the area. Two of the wells were
     completed  as marginal oil producers and six wells were tested, plugged and
     abandoned.  The  area  has  been  put  on  hold pending reprocessing of the
     seismic  data  and  re-evaluation  of  the  prospects.

     Two exploratory wells in which the Company has a 20.25% working interest in
     a  shallow oil prospect in Carter County, Oklahoma were drilled, tested and
     plugged  and  abandoned. No additional drilling is planned on the prospect.

     A  stepout  well  was drilled on a Dewey County, Oklahoma prospect in which
     the  Company  has  a  17.5%  working  interest. The well was completed as a
     marginal producing gas well. The prospect is being evaluated for additional
     exploratory  drilling.

     The  Company  purchased  a 20% working interest in a Woods County, Oklahoma
     exploratory  prospect.  The  initial  test  well  was  the  re-entry  of  a
     previously  drilled well which was washed-down, deepened, and is testing at
     March  11,  2002.  At  best,  the  well  will  be  a  marginal producer. No
     additional  drilling  is  planned  at  present.

     A stepout well was drilled on a Cimarron County, Oklahoma prospect in which
     the Company has a 21% working interest. The well was plugged and abandoned,
     and  the  prospect  was  condemned.

     An  indrill well in Burleson County, Texas in which the Company has a 10.3%
     working  interest  was  tested,  plugged  and  abandoned.

     The  Company  purchased  a  13%  working interest in an indrill prospect in
     McClain County, Oklahoma. A test well was drilled resulting in marginal oil
     production.  The  prospect  is  under  evaluation  for possible development
     drilling.

     The  Company  purchased  a  5% interest in the wellbore rights of a stepout
     prospect  in Beckham County, Oklahoma. The test well was completed as a gas
     producer.  Additional  leaseholds have been purchased in the area of mutual
     interest  and  offset  drilling  is  under  consideration.

     A  stepout  well  in  which  the  Company  has a 19.6% working interest was
     drilled  on  a shallow Cimarron County, Oklahoma, exploratory prospect. The
     well  has  been  temporarily  abandoned  pending  further  evaluation.

     The  Company purchased a 10% working interest in an exploratory prospect in
     Seminole  County,  Oklahoma.  The initial test well condemned the prospect.

     The  Company elected under an Oklahoma Corporation Commission pooling order
     to  participate  as  a  working  interest  owner  on a Dewey County mineral
     interest  in  which  is  has an approximate 1% combined royalty and working
     interest.  The  well  was completed as a marginal gas producer. The Company
     participated,  essentially,  to  obtain  geological  information.

     In  addition  to  the  drilling  noted  above,  a  Garvin County, Oklahoma,
     prospect  in  which the Company had 8.9% working interest was tested by the
     drilling  of an exploratory well which was in process at December 31, 2000.


                                        6
<PAGE>
     The well was completed in March, 2001 as a marginal producer. No additional
     drilling  is  planned  on  the  prospect.

As of  March 11, 2002, the Company had the following exploratory drilling either
in  process,  or  planned.

     The  Company purchased a 12.5% working interest in a Payne County, Oklahoma
     Prospect  in  November,  2001. A stepout well was started in January, 2002,
     and  a completion attempt is in process. Casing was set on a second well in
     February,  2002,  and  it  is  waiting  on  a  completion  attempt.

     In  October 2001, the Company purchased an 18% working interest in a Barber
     County, Kansas prospect. Two exploratory wells are in process. Depending on
     the  results  of  these  test  wells,  the  Company  may participate in the
     exercise  of a lease option for additional acreage and a related 3D seismic
     survey.

     In January, 2002, the Company purchased a 5% interest in a Stephens County,
     Oklahoma  prospect  on which an exploratory well was in process. The extent
     of  additional  drilling is dependent upon the results of the well which is
     still  in  process  and  interpretation  of  related  3D  seismic.

     Two  additional  exploratory prospects may be drilled in 2002; however, the
     dates  have  yet  to  be  set.

Management is always looking for exploratory prospects that meet its parameters.
As a result, it is probable the Company will participate in additional prospects
prior  to  year-end,  2002,  and  thereafter.

Customers.   In  2001,  the Company had two customers whose total purchases were
greater  than  10%  of  revenues  from  oil  and  gas sales.  The purchases were
$332,916  or  14% of total oil and gas sales by one purchaser, and  $320,891  or
13%  of  total oil and gas sales by the other. The Company sells most of its oil
and  gas  on  the  spot market or has sales contracts that are based on the spot
market  price.  A  very  minor  amount of oil and gas sales are made under fixed
price  contracts  having  terms  of  more  than  one  year.

Competition.  The  oil  and  gas  industry  is  highly competitive in all of its
phases.  There are numerous circumstances within the industry and related market
place that are out of the Company's control including   cost and availability of
alternative  fuels,  the  level of consumer demand, the extent of other domestic
production  of  oil  and gas, the price and extent of importation of foreign oil
and  gas,  the  cost  of  and  proximity  of  pipelines and other transportation
facilities,  the cost and availability of drilling rigs, regulation by state and
Federal  authorities  and  the  cost  of complying with applicable environmental
regulations.  The  Company  is  a  very  minor  factor  in the industry and must
compete  with other persons and companies having far greater financial and other
resources.  The  Company's  ability  to  participate  in  and/or  develop viable
prospects,  and secure the financial participation of other persons or companies
in  exploratory  drilling  on  these  prospects  is  limited.

Regulation.  The  Company's  operations  are  affected  in  varying  degrees  by
political  developments  and  Federal  and state laws and regulations.  Although
released  from  Federal  price  controls,  interstate  sales  of natural gas are
subject  to  regulation by the Federal Energy Regulatory Commission (FERC).  Oil
and gas operations are affected by environmental laws and other laws relating to
the   petroleum  industry  and   both  are   affected  by   constantly  changing
administrative  regulations.  Rates  of production of  oil and gas have for many
years  been  subject  to a variety of conservation laws and regulations, and the
petroleum  industry  is  frequently affected by changes in the Federal tax laws.

                                        7
<PAGE>
Generally,  the  respective  state  regulatory  agencies  will supervise various
aspects of oil and gas operations within the state and transportation of oil and
gas  sold  intrastate.


Environmental  Protection.  The operation of the various producing properties in
which  the  Company  has  an  interest  is  subject  to Federal, state and local
provisions  regulating  discharge of materials into the environment, the storage
of  oil  and gas products as well as the contamination of subsurface formations.
The  Company's  lease  operations  and  exploratory  activity have been and will
continue  to  be  affected  by regulation in future periods.  However, the known
effect  to  date  has  not been material as to capital expenditures, earnings or
industry  competitive  position nor are estimated expenditures for environmental
compliance  expected  to  be  material  in  the  coming year.  Such expenditures
produce  no  increase  in  productive  capacity  or  revenue and require more of
management's  time  and  attention,  a  cost  which cannot be estimated with any
assurance  of  certainty.

Other  Business.
----------------

At  December  31, 2001 the Company had net equity of $227,901 in its 33% limited
partner's  interest  in   Broadway  Sixty-Eight,  Ltd.,   an  Oklahoma   limited
partnership  (the Partnership) which was formed in 1978 principally to invest in
Oklahoma City real estate. The partnership has constructed an office building in
Oklahoma  City  at  a total cost of approximately $2,300,000 (unaudited) for the
land  and  building.  The  Company  has its office in the building under a lease
with  the  partnership.  At  December  31  2001,  the  partnership had assets in
excess  of  liabilities  of $690,606 (unaudited) and had net income of  $121,103
(unaudited)  for  the  year  then  ended.

The  Company has net equity of $114,285 at December 31, 2001, in its 9% interest
in  Millennium  Golf  Properties, LLC (Millennium) an Oklahoma limited liability
company  which  owns  and  is  operating  two  golf courses in the Oklahoma City
metropolitan  area.  Millennium  is  participating  in  the  development of real
estate  surrounding  both  golf  courses.  Millennium  had  assets  in excess of
liabilities  of  $1,388,241  (unaudited)  at  December 31, 2001, and net loss of
$119,944  (unaudited)  for  the  year  then  ended.

The Company has a net equity of $60,588 at December 31, 2001 in its 10% interest
in  OKC  Industrial  Properties,  L.L.C.  (OKC),  an  Oklahoma limited liability
company  which was formed in December 1992 to purchase and hold certain Oklahoma
City  metropolitan  area real estate as an investment.  OKC had assets in excess
of  liabilities  of $605,865 (unaudited) at December 31, 2001, and net income of
$4,540  (unaudited)  for  the  year  then  ended.

At  December  31,  2001,  the  Company  had a net equity of $132,112 for its 25%
interest  in  JAR  Investments, LLC (JAR), an Oklahoma limited liability company
which  purchased  Oklahoma City metropolitan area real estate to be improved for
sale  and/or lease.  The property was purchased at a total cost of approximately
$1,050,000.    JAR  had  assets in excess of liabilities of $528,448 (unaudited)
at  December  31,  2001.

Reference  is made to Item 6, subheading, "Equity Earnings (Loss) in Investees",
and  Note  7 of the accompanying financial statements for more information about
the  partnership  and  limited  liability  companies.

Employees.
----------

At  December  31, 2001, the Company had eight employees, including officers. All
the  Company's  employees  devoted  a  portion  of  their  time  to  duties with

                                        8
<PAGE>
affiliated  companies  and  received  compensation directly from those companies
during  2001.  See  Item  6,  "Management's Discussion and Analysis of Financial
Conditions  and  Results  of  Operations  -  Certain  Relationships  and Related
Transactions"  for  additional  information.


Item  2.    Description  of  Properties.

The  Company's  principal  properties  are  oil  and  natural  gas properties as
described  below.

Oil  and  Natural  Gas  Operations.
-----------------------------------

Oil and Gas Reserves.  Reference is made to the unaudited supplemental financial
information  beginning  on   Page  33  for  working  interest  reserve  quantity
information.

Since  January  1,  2001,  the  Company  has  filed  no reports with any Federal
authority  or  agency  which  included  estimates of total proved net oil or gas
reserves,  except  for  its annual 2000 report on Form 10-KSB and Federal income
tax  return  for the year ended December 31, 2000.  Those reserve estimates were
identical.

Production.  The  average  sales  price  of  oil  and  gas produced and, for the
Company's  working  interests,  the  average  production cost (lifting cost) per
equivalent thousand cubic feet (MCF) of gas production is presented in the table
below  for the years ended December 31, 2001, 2000 and 1999.  Equivalent MCF was
developed  using  approximate  relative  energy  content.
<TABLE>
<CAPTION>
                     Royalties                       Working  Interests
                -----------------        ---------------------------------------
                   Sales  Price             Sales  Price      Average Production
                -----------------        -----------------
                  Oil       Gas            Oil       Gas           Cost per
                Per Bbl   Per MCF        Per Bbl   Per MCF       Equivalent MCF
                -------   -------        -------   -------    ------------------
<S>             <C>       <C>             <C>          <C>           <C>
     2001       $ 24.21   $ 4.35          $ 25.14      $ 4.24        $ 1.26

     2000       $ 27.31   $ 3.26          $ 27.59      $ 3.27        $ 1.09

     1999       $ 16.43   $ 1.94          $ 17.12      $ 2.12        $  .86
</TABLE>

At  December  31,  2001, the Company had working interests in 72 gross (8.1 net)
wells  producing  primarily gas and/or gas liquids (condensates) and had working
interests  in 67 gross (3.9 net) wells producing primarily oil.  These interests
were in 24,222 gross (2,746 net) producing acres.  These wells include 44  gross
(.32  net)  wells  associated  with  secondary  recovery  projects.

Forty-one  percent, or 9,288 barrels of the Company's oil production during 2001
was  derived  from  royalty  interests  in  mature  West  Texas  water-floods.

Undeveloped   Acreage.    The   Company's   undeveloped   acreage  consists   of
non-producing mineral interests and undeveloped leaseholds.  The following table
summarizes  the  Company's  gross  and  net  acres  in  each:
<TABLE>
<CAPTION>
                                                           Acreage
                                               ------------------------------
                                                Gross                   Net
                                               -------                 ------
<S>                                            <C>                     <C>
Non-producing  Mineral  Interests              270,229                 93,444

Undeveloped  Leaseholds                         47,305                  6,540
</TABLE>

                                        9
<PAGE>
Net  Productive  and  Dry Wells Drilled.  The following table summarizes the net
wells  drilled  in  which the Company had a working interest for the years ended
December 31, 1999 and thereafter, as to net productive and dry exploratory wells
drilled  and  net  productive  and  dry  development  wells  drilled.


<TABLE>
<CAPTION>
                        Number  of  Net  Working  Interest  Wells  Drilled
                      ----------------------------------------------------
                          Exploratory                    Development
                      ----------------------       ------------------------
                      Productive        Dry        Productive          Dry
                      ----------        ----       ----------          ----
<S>                      <C>            <C>            <C>             <C>
2001                     .65            1.43            .10            ----
2000                     .79             .30           ----            ----
1999                     .30            1.37           ----            ----
</TABLE>


Recent  Activities.   See  Item  1,  under  the  subheading,  "Exploratory Wells
Drilled in 2001 or Budgeted for 2002" for a summary of recent activities related
to  oil  and  natural  gas  operations.


Item  3.     Legal  Proceedings.

     There  are  no  material pending legal proceedings affecting the Company or
any  of  its  properties.

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

          Not  Applicable.

                                     PART II


Item  5.     Market  for  Common  Equity  and  Related  Stockholder  Matters.

The  Company's  stock  is  traded  over  the  counter in the United States.  The
following  high and low bid information is quoted  on the OTC Bulletin Board and
the pink sheets OTC Market Data Service.    Prices do not include retail markup,
markdown  or  commission.
<TABLE>
<CAPTION>
                                                Quarterly  Ranges
                                           ---------------------------
           Quarter  Ending                 High  Bid          Low  Bid
           ---------------                 ---------          --------
<S>                                            <C>              <C>
               03/31/00                        36               36
               06/30/00                        36               32.5625
               09/30/00                        34.5             34
               12/31/00                        34.25            32
               03/31/01                        33               32
               06/30/01                        34               33
               09/30/01                        34.25            33.25
               12/31/01                        33.25            33.25
</TABLE>

                                       10
<PAGE>
There was limited public trading in the Company's common stock in 2001 and 2000.
In  2001,  there  were  17  brokered  trades appearing in the Company's transfer
ledger,  and  in  2000,  there  were  12.

At  March  15,  2002,  the  Company had approximately 1473 record holders of its
common  stock.  The  Company paid dividends on its common stock in the amount of
$1.50  per  share  in  the  second  quarter of 2001 and $1.00 per share in 2000.
Management  intends  to  review  the amount of the annual dividend to be paid in
2002 with the board of directors; however, it intends to recommend a dividend of
at  least  $1.00  per  share.

Item  6.     Management's  Discussion  and  Analysis  of Financial Condition and
Results  of  Operations.

Please  refer  to  the  financial statements and related notes in Item 7 of this
Form  10-KSB  to  supplement  this  discussion  and  analysis.

Certain  Relationships  and  Related  Transactions.
---------------------------------------------------

The Company is affiliated with Mesquite Minerals, Inc., (Mesquite), Mid-American
Oil  Company  (Mid-American),  Lochbuie  Limited Partnership (LLTD) and Lochbuie
Holding  Company (LHC). The Company also owns interests in certain producing and
non-producing  oil  and  gas  properties  as  tenants  in  common with Mesquite,
Mid-American  and  LLTD.

Mason  McLain, Robert T. McLain and Jerry L. Crow, Directors and officers of the
Company,  are  Directors and officers of Mesquite and Mid-American.  Kyle McLain
and  Cameron  R.  McLain are sons of Mason McLain who is a more than 5% owner of
the  Company  and  are  advisory  directors  and employees of the Company.  Kyle
McLain  is  a  director  and  employee  of Mesquite and an advisory director and
employee  of  Mid-American.  Cameron  R.  McLain  is  a director and employee of
Mid-American  and  an  advisory director and employee of Mesquite.  Mason McLain
and  Robert  T.  McLain,  who  are brothers, each own an approximate 32% limited
partner  interest  in  LLTD,  and  Mason McLain is president of LHC, the general
partner  of  LLTD.  Robert  T.  McLain  is  not  an employee of any of the above
entities,  and  devotes  only  a small amount of time conducting their business.

The  above  named  officers, directors and employees as a group beneficially own
approximately  34%  of  the   common  stock  of  The  Reserve Petroleum Company,
approximately  30% of the common stock of Mesquite, and approximately 16% of the
common  stock  of  Mid-American.   These  three  corporations each have only one
class  of  stock  outstanding.

Mesquite, Mid-American and LLTD share facilities and employees with the Company.
The  Company  has  been  reimbursed  for  services, facilities and miscellaneous
business  expenses  incurred during 2001 by payment to the Company in the amount
of $150,676 by Mesquite, $106,360 by Mid-American and $70,907 by LLTD.  Mesquite
paid  $104,412,  Mid-American  $73,703  and  LLTD  $49,135  in  salaries  to the
employees  of  the  Company  in  2001,  including  amounts to officers, advisory
directors  and  directors  of $82,386 for Mesquite, $58,155 for Mid-American and
$38,770  for  LLTD.

Liquidity  and  Capital  Resources.
-----------------------------------

The  Company  had  cash,  cash  equivalents and available for sale securities at
December  31,  2001,  totaling $5,503,110, an increase of $221,655 (4%) from the
2000  total  of  $5,281,455.

As shown in the Statements of Cash Flows, in 2001 net cash provided by operating
activities  was  $1,127,454.  In  addition  to  the cash provided by operations,

                                       11
<PAGE>
$67,170  was  received  from property dispositions and $8,250 from distributions
from  equity  investments   for  a  total  of  $1,202,874.   Property  additions
capitalized  totaled  $733,106, dividends paid to shareholders were $238,322 and
treasury  stock  purchases  amounted  to  $9,792 for total cash disbursements of
$981,219.  The  balance remaining of $221,655 was used to increase cash and cash
equivalents  by  $100,967  and  available  for  sale  securities  by  $120,688.

Available  for  sale  securities  are  primarily  US  Treasury  Bills  and  bank
certificates  of  deposit  which  are used as short-term investments of cash not
needed  immediately.  For  the most part, cash flows with which these securities
are  purchased   are  generated  by  operating  activities.  When  current  cash
requirements  are  greater  than  the  balance of cash and cash equivalents, the
additional  required  cash  is  drawn  from  available  for  sale  securities.

Operating  Activities. Net cash flows provided by operating activities decreased
$41,608  (3.6%)  to  $1,127,454  in  2001  from  $1,169,062  in  2000.  The most
significant  items  which caused the $41,608 net decrease will be summarized and
discussed  in the following paragraphs.  Also see "Results of Operations," below
in  this  Item  6  for  further  discussion  of  operating  activities.

     Cash  Provided.  Cash flows from oil and gas sales increased $392,594 (18%)
to  $2,550,728.  To  a great extent the increase resulted because unusually high
prices  received for production in the last quarter of 2000 caused a significant
cash flow increase in the first quarter of 2001. Normally, cash payments for oil
and  gas  sales  are  received  within  one  to  three  months  after  the sale.

Interest  received  increased  $46,146 (17%) to $313,785 as substantial treasury
bill  maturities  in  the  first  six months of 2001 caused an inflow of cash in
2001;  however,  the  interest  was  accrued  to  earnings  in  2000.

In  2001,  the  Company  received  a  $85,504  cash settlement from class action
lawsuits.  To  a  great  extent,  the settlement related to disputed natural gas
transporting  charges.

Cash  provided  by  lease bonuses and rentals decreased $21,336 (70%) to $9,154.
Most  of  the  decrease was the result of a decline of lease bonus income in the
states  of  Texas  and  Oklahoma.

     Cash Applied.  Cash applied to production costs increased $57,630 (16%)  to
$427,512.  Of  the  increase, approximately $21,000 was production taxes related
to  the  increased cash received from oil and gas sales discussed above.  Of the
remainder, about $30,000 was applied to lease operating expenses which increased
because  of  the costs of new wells which first produced in 2001 and older wells
which  required more maintenance.  Most of the remaining $6,000 increase was for
hauling  and  transportation  costs.

Cash  applied to exploration costs in 2001 increased $133,485 (53%) to $383,704.
This  item consists of unsuccessful exploratory drilling expenditures as well as
geological  and geophysical costs that are directly related to the Company's oil
and gas exploration drilling activity.  That activity includes substantially all
of  the  Company's  property  additions  discussed  below  under  the subheading
"Investing  Activities".  In  addition  to  the $383,704 classified as operating
activities,  $733,106  was  classified  as  investing  activities for a total of
$1,116,810.  This  compares  to  2000  cash  applied to property additions which
included  $250,219 classified as operating activities and $580,211 classified as
investing  activities  for  a  total  of  $830,430.

Cash  applied  to  general  suppliers,  employees  and  taxes  other than income
increased $48,760 (7%) to $718,253 in 2001.  Most of the increase was the result
of  a  $33,000 increase in employees salaries and directors' fees and additional
real  estate  taxes  on  Texas  producing  properties  of  $15,000.

                                       12
<PAGE>
Cash  applied to income taxes increased $304,046 because of estimated additional
income  tax  owed for 2000 and paid in 2001 and estimated tax deposits for 2001.

Investing  Activities.  Net  cash  applied  to  investing  activities  decreased
$258,151  (25%)  to  $778,374  in  2001.  The decrease resulted because net cash
applied to available for sale securities declined $458,016 (79%) to $120,688 and
net  cash  applied to equity investments declined $88,250.  The declines in cash
applied  were  partially  offset  by  an  increase  in  cash applied to property
additions  of  $152,895  (26%)  to  $733,106  and a decrease in cash provided by
property  dispositions  of  $135,220  (67%)  to  $67,170.

See  the  first  paragraph  under  this Item 6 subheading "Liquidity and Capital
Resources", for a discussion relating to purchase and sale of available for sale
securities.

The  Company  received  a  cash  distribution from equity investments in 2001 of
$8,250  as  compared to a net contribution of $80,000 in 2000 for a net decrease
in  cash  applied of $88,250.  In 2000 an equity investment of $150,000 was made
for  a  25% interest in an Oklahoma limited liability company formed to purchase
and  hold  certain  Oklahoma  City  area real estate as an investment.  Also, in
2000,  $70,000 was distributed from equity investees, mostly as a result of real
estate  sales.

See  a  discussion  of property additions under the above subheading, "Operating
Activities  -  Cash  Applied".  The  most significant factor in cash provided by
property  dispositions  declining  by  $135,220  to  $67,170  was    the sale of
Oklahoma  farm  land  in  2000  for  a  net  gain  of  $177,364.

Financing  Activities.  Cash  applied  to financing activities increased $77,791
(46%) to $248,133.    Cash flows applied to financing activities consist of cash
dividends  on common stock and cash used for the purchase of treasury stock.  In
2001,  cash  dividends  paid on common stock amounted to $238,322 as compared to
$166,582  in  2000.   For  the  most  part,  the  increase  was the result of an
increase  in cash dividends per share to $1.50 in 2001 from $1.00 in 2000.  Cash
applied  to  the  purchase  of  treasury stock was $9,792 in 2001 as compared to
$3,740  in  2000.

Forward-looking  Summary.  Refer  to  page  3  for  a  summary  of the risks and
uncertainties  that  may  affect this forward-looking summary.   The Company has
experienced  declining  volumes of production in recent years as new discoveries
of  oil  and  gas  reserves  have not offset the decrease in production of older
properties.      Also,  the  prices  received  for  production through February,
2002, have declined significantly from the average prices received for 2001.  If
the  above  trends  continue,  cash  flows  from  operations  in  2002  will  be
significantly  reduced  from the 2001 amount.   Management's latest estimates of
business  to  be done in 2002 and beyond indicates the projected activity can be
funded  from  net  working  capital plus estimated cash flow from operations and
other  internal  sources.  As noted above, the Company is engaged in exploratory
drilling.  If  this drilling is successful, substantial development drilling may
result.  Also,  should  other  exploration projects which fit the Company's risk
parameters  become  available,  or  other investment opportunities become known,
capital  requirements  may  be  more  than  the  Company  has available.  If so,
external  sources  of  financing  could  be  required.

Results  of  Operations.
------------------------

Net  income  for 2001 was $268,038, a $508,324 (65%) decrease from net income of
$776,362 in 2000.  Net income per share, basic and diluted, was $1.60 in 2001 as
compared  to  $4.63  in  2000, a decline of $3.03 per share.  Material line item
changes  in  the statements of operations included in Item 7 of this 10-KSB will
be  discussed  in  the  following  paragraphs.

                                       13
<PAGE>
Operating  Revenues.  Operating revenues increased  $59,299 (2.5%) to $2,444,368
in  2001.  The  increase  was  the combined result of an increase in oil and gas
sales  of  $80,636 (3.4%) to $2,435,214 as partially offset by a $21,337 decline
in  revenue  from  lease  bonuses  and  rentals  to  $9,154.

The  increase  in  oil and gas sales of $80,636 was the net result of a $193,536
increase  in  gas  sales  as  offset  by  a $99,718 decrease in oil sales plus a
$13,182  decrease  in  miscellaneous  oil and gas production and sales.  To help
explain the changes, the following table presents a price and volume analysis of
oil and gas sales from 2000 to 2001.  Miscellaneous oil and gas product sales of
$13,646  in  2001  and  $26,828  in  2000  are  not  included  in  the analysis.
<TABLE>
<CAPTION>
                                         Variance
                                     -------------------
     Production            2001       Price       Volume        2000
     ----------          -------     ------       ------      -------
     Oil  -
<S>                      <C>         <C>            <C>       <C>
     Bbls (000 omitted)       22       ---           (1)           23

     $(000 omitted)      $   541       (65)         (35)      $   641

     Unit  Price         $ 24.48     (2.93)         ---       $ 27.41

     Gas  -

     MCF (000 omitted)       439       ---          (78)          517

     $(000 omitted)      $ 1,881       449         (255)      $ 1,687

     Unit  Price         $  4.29      1.02          ---       $  3.27
</TABLE>

Revenues  from  oil  sales  decreased  $99,718  (16%)  to  $540,959 in 2001 from
$640,677  in 2000 as a result of a decrease in the average unit price per barrel
(Bbl)  sold  and  a  decline in Bbls of oil sold.  The average unit price of oil
sales  declined  $2.93  per  Bbl  to  $24.48  per  Bbl creating a negative price
variance totaling $64,720, and the number of Bbls sold fell 1,276 to 22,101 Bbls
creating  a  negative  volume  variance  of  $34,998.

Revenues  from  natural gas sales increased $193,536 (11%) to $1,880,609 in 2001
from  $1,687,073  in  2000  as  a  result  of  an increase in the average  price
received  per  thousand  cubic  feet (MCF) of gas sales as partially offset by a
decline  in  the  volume  of  gas  sold.  A  positive price variance of $448,715
resulted because the average price per MCF increased $1.02 per MCF to $4.29 from
$3.27 per MCF in 2000.  A negative volume of $255,179 resulted from a decline in
volume  sold  of  78,037  MCF  to  438,537 MCF in 2001 from 516,574 MCF in 2000.

For  both  oil  and gas, the price change was the result of a change in the spot
market prices upon which most of the Company's oil and gas sales are based.  The
decrease  in  volume of production occurred because new production which came on
line  in  2001  was  not sufficient to replace the production lost to the normal
decline  of  more  mature  producing  properties.

Operating  Costs  and  Expenses.      Operating  costs  and  expenses  increased
$637,700  (38%)  to $2,320,360  in 2001, from  $1,682,660 in 2000.  The $637,700
increase was the result of an  increase in production costs of $44,369 (12%), an
increase  in  exploration  costs  of $68,378 (23%), an increase in depreciation,
depletion,  amortization  and  valuation  provisions  of  $478,269 (125%) and an
increase  in  general,  administrative  and  other expense of $46,684 (7%).  The
material  components  of  these  line  items  will  be  discussed  below.

                                       14
<PAGE>
     Production costs.   The $44,369 increase in production costs was the result
of  a  $25,597  (11%) increase in lease operating expense to $248,728, a $12,406
(10%)  increase  in gross production tax to $140,786 and a $6,367 (22%) increase
in  other  oil  and  gas  production related expenses, mostly transportation and
compression  costs,  to  $35,712.  For  the  most  part,  the  additional  lease
operating  expense was the result of new wells which first produced in late 2000
or early 2001.  Gross production taxes are state taxes which are calculated as a
percentage  of  gross  proceeds  from  the  sale of products from each property;
therefore,  they  tend  to  fluctuate  with  the  change in the dollar amount of
revenues from oil and gas sales.  Transportation and compression costs increased
on  a  royalty  interest  gas  well  in  decline.

     Exploration Expense. Under the successful efforts method of accounting used
by  the  Company,  geological and geophysical costs are expensed as incurred, as
are  the  costs  of  unsuccessful exploratory drilling.  The costs of successful
exploratory  drilling are capitalized.  Total costs of exploration, inclusive of
geological  and geophysical costs, were $1,026,946 in 2001 and $829,633 in 2000.
Costs  charged  to  operations  were  $362,313  in  2001 and $293,935  in  2000,
inclusive  of geological and geophysical costs of   $4,307 in  2001 and $149,719
in  2000.  Approximately  $145,000  of  the geological and geophysical costs for
2000  were  for  a  three-dimensional  seismic  program in North Texas, covering
approximately  thirty  square  miles.  See  Item 1 subheading "Exploratory Wells
Drilled  in  2001  or  Budgeted  for  2002"  for  more  information.

     Depreciation,  Depletion,  Amortization  and  Valuation  Provisions (DD&A).
Major  components  are the provision for impairment of non-producing leaseholds,
provision for impairment of long-lived assets, depletion of producing leaseholds
and depreciation of tangible and intangible lease and well costs.  Non-producing
leaseholds  are  amortized  over the life of the leasehold using a straight line
method  except  when  the  leasehold is impaired or condemned by drilling and/or
geological interpretation of seismic data; if so, an adjustment to the provision
is  made at the time of impairment.  The provision for impairment was $94,184 in
2001  and  $94,321  in  2000.

As  discussed  in  Note  10 to the accompanying financial statements, accounting
principles  require  the  recognition of an impairment loss on long-lived assets
used  in  operations   when  indicators  of  impairment   are  present  and  the
undiscounted  cash flows estimated to be generated by those assets are less than
the  assets  carrying  amount.  Reviews  were  performed in both 2001 and  2000,
resulting  in  the  recognition  of  an impairment loss of  $507,565 in 2001 and
$91,595 in 2000.  To a great extent, the $415,970 increase in the impairment was
the result of a decline in the spot market price of oil and gas at year end 2001
as  compared  to  year  end  2000.  Those prices were one of the factors used in
determining the estimated cash flow from future working interest production upon
which the estimated fair market value of the properties was based.   At December
31,  2001,  the  unit price was $18.75 per barrel for oil and $2.10 per thousand
cubic  feet  for gas, and at December 31, 2000 the unit price was $26.25 for oil
and  $5.67  for  gas.

The  depletion  and  depreciation  of oil and gas properties are computed by the
units-of-production method.  The amount expensed in any year will fluctuate with
the  change  in  estimated  reserves  of  oil  and  gas, a change in the rate of
production or a change in the basis of the assets.  The provisions for depletion
and  depreciation totaled $249,764 in 2001 and $187,314 in 2000.    For the most
part,  the  $62,450  (33%)  increase  was the result of $113,604 depreciation on
lease  and  well  equipment and intangible development costs on properties which
first  produced  in  2000  and  2001,  as  partially  offset  by  a  decline  in
depreciation  related  to  more  mature  properties.

     General, Administrative and Other Expenses (G&A).   The $46,684 increase in
G&A  was,  to  a  significant  degree,  the  result  of  increased  salaries and

                                       15
<PAGE>
directors' fees of approximately $33,000 and increased franchise and real estate
taxes  in  the  state  of  Texas of about $19,000.  The increased taxes were the
result  of  increased  Texas  oil  and  gas  revenues.

Equity Earnings (Loss) in Investees.   In 2001, this line item fell $30,974 to a
loss  of $945 from earnings of $30,029 in 2000.  The following is an analysis of
earnings  (loss) of equity investees by entity for the years 2001 and 2000.  See
Item  1  subheading,   "Other  Business",  for  more  information  about  equity
investments.
<TABLE>
<CAPTION>
                                                                   2001  over
                                       Net  Income  (Loss)           (Under)
                                       2001            2000            2000
                                      -------        -------         -------
<S>                                   <C>            <C>             <C>
Broadway  Sixty-Eight, Ltd.           $39,964         28,860          11,104
Millennium Golf Properties, LLC       (23,475)       (28,417)          4,942
OKC  Industrial  Properties, LC           454         45,127         (44,673)
LBR  Geophysics,  LLC                     ---        (15,541)         15,541
JAR  Investment,  LLC                 (17,888)           ---         (17,888)
                                      -------       --------        --------
   Total                              $  (945)        30,029         (30,974)
                                      =======        =======         =======
</TABLE>

OKC  Industrial Properties had significant real estate sales in 2000, which were
not  duplicated  in  2001.  LBR  Geophysics is an inactive LLC and the Company's
investment  in the LLC was charged to equity earnings in investees in 2000.  JAR
Investments,  LLC  started  business  in December, 2000, and generated no income
from its real estate investments in 2001 as it prepared them for rental or sale.

Other  Income,  Net.   See Note 11, to the accompanying financial statements for
an  analysis  of  the  components of this line item for the years ended 2001 and
2000.   Other  income,  net  decreased  $141,604  (51%) to $136,016 in 2001 from
$277,620  in  2000.  A discussion of significant components resulting in the net
decrease  follow.

Realized  and  unrealized  loss on trading securities decreased $23,465 (14%) to
$143,430 in 2001.  Realized gains or losses result when a trading security which
is  owned  is  sold.  Unrealized  gains  or  losses  result  from  adjusting the
Company's  basis  in  trading securities owned at the reporting date to estimate
fair  market  value.  In  2001,  the  Company had realized losses of $75,720 and
unrealized  losses  of  $67,710.  In  2000,  the  Company had realized losses of
$69,490  and  unrealized  losses  of  $97,404.

Gain  (loss)  on  sale of assets decreased $208,714 to a loss of $14,437 in 2001
from  a  gain of $194,277 in 2000.  In 2000, the Company sold Oklahoma farm land
for  a  gain  of  $177,364.  In  2001,  no  such  sale  occurred.

For  the  most  part,  interest  income  is  derived  from  available  for  sale
securities.  These  investments  are  US treasury bills or local, Oklahoma City,
OK,  bank  certificates  of  deposit.  In 2001, interest income declined $38,247
(14%)  to  $236,200 as the combined result of a decrease in the rate of interest
received  as  partially  offset  by  an  increase  in the average balance of the
investments.

In  2001,  the  Company received $85,504 in settlement of class action lawsuits.
In  2000,  no  such  settlements  were  received.

                                       16
<PAGE>
Provisions  for  (Benefit  from)  Income Taxes.   See Note 6 to the accompanying
financial  statements  for an analysis of the various components of income taxes
for  both  2001  and  2000.  In  2001, the Company had a calculated benefit from
income  tax  of $8,959 as a deferred tax benefit of $36,325 exceeded the current
tax  expense  of  $27,366.  In  2000, the Company had a calculated provision for
income tax of $233,696 as the current tax expense of $186,522 was increased by a
deferred  tax  expense  of  $47,174.

Factors  Affecting  Future  Operations.    Refer  to Page 3 for a summary of the
risks  and  uncertainties  that  may  affect  this  forward-looking  summary.

Revenues  from  oil  and  gas sales in 2002 could be as much as 40% or more less
than  sales  in 2001 based on the spot market for Oklahoma sweet crude for March
7,  2002,  and published index prices for natural gas for  March 2002,  assuming
production  volumes  for  2002  approximate 2001.  Management anticipates prices
will  continue  to fluctuate as they have in the past.   Any attempt to estimate
prices  to  be  received  in  2002  will  be  subject to significant error.  Any
substantial  increase  in  the  volumes  of  production is dependent upon future
additions  to  reserve  quantities.

Exclusive  of  exploration costs and DD&A, operating costs and expenses for 2002
should  not  increase  or  decrease  more  than  10%, given the current level of
operations;  however,  an  increase  in  producing  properties could result in a
greater  increase  in  production  costs.   As  discussed  under the subheading,
"Operating  Costs  and  Expenses",  above,  both exploration costs and DD&A have
large  variable  factors  which can change significantly, either up or down, and
are  therefore  difficult  to  project  with  any  degree  of  confidence.

Equity  earnings  in investees have, in the past, made significant contributions
to  the  Company's  net income and could in 2002 and future years.  However, the
Company  has  very little control over these entities and their management could
make decisions in their own best interests which would not necessarily be in the
best  interest  of  the  Company.  Three of the entities are involved to various
degrees in real estate development and/or subdivision for sale or lease and have
limited  control  of  when  the  sale  or  lease  may  occur.

Other  income,  net,  for  2002 should be within 20%, plus or minus, of the 2001
amount.  An  anticipated large decline in interest income resulting from reduced
interest  rates  on  cash  equivalents  and available for sale securities may be
partially offset by a decrease in losses from trading securities.  The Company's
basis  in  trading  securities  has  been  significantly  reduced  by prior year
realized  and  unrealized  losses,  and trading prices have recently stabilized.

Item  7.  Financial  Statements.

          Index  to  Financial  Statements.
                                                                            Page
                                                                            ----

          Report of Independent Certified Public Accountants - Grant
          Thornton LLP                                                        18

          Balance  Sheets  -  December  31,  2001  and  2000                  19

          Statements of Operations - Years Ended December 31, 2001 and 2000   21

          Statement of Stockholders' Equity - December 31, 2001 and 2000      22

          Statements of Cash Flows - Years Ended December 31, 2001 and 2000   23

          Notes  to  Financial  Statements                                    25

          Unaudited  Supplemental  Financial  Information                     33

                                       17
<PAGE>









               Report of Independent Certified Public Accountants
               --------------------------------------------------



Board  of  Directors
The  Reserve  Petroleum  Company

We have audited the accompanying balance sheets of The Reserve Petroleum Company
(a  Delaware  corporation)  as  of  December  31, 2001 and 2000, and the related
statements  of  operations,  stockholders'  equity, and cash flows for the years
then  ended.  These financial statements are the responsibility of the Company's
management.  Our  responsibility  is  to  express  an opinion on these financial
statements  based  on  our  audits.

We conducted our audits in accordance with auditing standards generally accepted
in  the  United  States  of  America.  Those  standards require that we plan and
perform  the  audit  to  obtain reasonable assurance about whether the financial
statements are free of material misstatement.  An audit includes examining, on a
test  basis,  evidence  supporting  the amounts and disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made  by  management,  as well as evaluating the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable  basis  for  our  opinion.

In  our  opinion,  the financial statements referred to above present fairly, in
all  material  respects, the financial position of The Reserve Petroleum Company
as of December 31, 2001 and 2000, and the results of its operations and its cash
flows  for  the  years  then  ended  in  conformity  with  accounting principles
generally  accepted  in  the  United  States  of  America.



GRANT THORNTON LLP


Oklahoma  City,  Oklahoma
March  12,  2002









                                       18
<PAGE>
                          THE RESERVE PETROLEUM COMPANY
                                 BALANCE SHEETS

                                     ASSETS
                                     ------
<TABLE>
<CAPTION>
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
Current  Assets:
<S>                                                   <C>            <C>
    Cash  and Cash Equivalents (Note 2)               $  431,145     $  330,178
    Available for Sale Securities (Notes 2 & 5)        5,071,965      4,951,277
    Trading Securities (Notes 2 & 5)                     259,160        400,371
    Receivables                                          247,485        443,933
    Refundable  Income  Taxes                            150,238           ----
    Prepayments  &  Deferred  Income  Taxes               24,655          5,625
                                                      ----------     ----------
                                                       6,184,648      6,131,384
                                                      ----------     ----------

Investments:
    Partnership  and  Limited
      Liability Companies (Notes 2 & 7)                  534,886        544,081
    Other                                                 15,298         15,298
                                                      ----------     ----------
                                                         550,184        559,379
                                                      ----------     ----------

Property, Plant & Equipment (Notes 2, 8, 10 & 12):
    Oil & Gas Properties, at Cost Based on the
      Successful  Efforts  Method  of  Accounting
        Unproved  Properties                             546,607        531,093
        Proved  Properties                             4,605,581      4,561,075
                                                      ----------     ----------
                                                       5,152,188      5,092,168

      Less - Valuation Allowance and Accumulated
        Depreciation, Depletion & Amortization         4,166,076      3,959,762
                                                      ----------     ----------
                                                         986,112      1,132,406
                                                      ----------     ----------

      Other Property & Equipment, at Cost                340,496        330,490
      Less - Accumulated Depreciation & Amortization     160,533        175,846
                                                      ----------     ----------
                                                         179,963        154,644
                                                      ----------     ----------

                                                       1,166,075      1,287,050
                                                      ----------     ----------

Other  Assets                                            513,804        494,868
                                                      ----------     ----------

                                                      $8,414,711     $8,472,681
                                                      ==========     ==========
</TABLE>

(continued)
See  Accompanying  Notes

                                       19
<PAGE>
                          THE RESERVE PETROLEUM COMPANY
                                 BALANCE SHEETS

(concluded)

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------
<TABLE>
<CAPTION>
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
Current  Liabilities:
<S>                                                   <C>            <C>
    Accounts  Payable                                 $   97,570     $   41,321
    Income  Taxes  Payable                                  ----        118,500
    Other  Current  Liabilities  -
      Deferred  Income  Taxes  and  Other                 50,111         65,752
                                                      ----------     ----------

                                                         147,681        225,573
                                                      ----------     ----------

Dividends  Payable  (Note  3)                            140,827        128,037
                                                      ----------     ----------


Commitments  &  Contingencies  (Note  7)

Stockholders'  Equity  (Notes  3  &  4)
    Common  Stock                                         92,368         92,368
    Additional  Paid-in  Capital                          65,000         65,000
    Retained Earnings                                  8,171,082      8,154,158
                                                      ----------     ----------
                                                       8,328,450      8,311,526

    Less  -  Treasury  Stock,  at  Cost                  202,247        192,455
                                                      ----------     ----------

                                                       8,126,203      8,119,071
                                                      ----------     ----------

                                                      $8,414,711     $8,472,681
                                                      ==========     ==========
</TABLE>


See  Accompanying  Notes

                                       20
<PAGE>
                          THE RESERVE PETROLEUM COMPANY
                            STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
Operating  Revenues:
<S>                                                   <C>            <C>
    Oil  &  Gas  Sales                                $2,435,214     $2,354,578
    Lease  Bonuses  &  Other                               9,154         30,491
                                                      ----------     ----------
                                                       2,444,368      2,385,069
                                                      ----------     ----------

Operating  Costs  and  Expenses:
    Production                                           425,226        380,857
    Exploration                                          362,313        293,935
    Depreciation,  Depletion,  Amortization
      &  Valuation  Provisions                           861,350        383,081
    General,  Administrative  and  Other                 671,471        624,787
                                                      ----------     ----------
                                                       2,320,360      1,682,660
                                                      ----------     ----------
Income  from  Operations                                 124,008        702,409
Equity  Earnings  (Loss) in Investees                       (945)        30,029
Other  Income,  Net  (Note  11)                          136,016        277,620
                                                      ----------     ----------
Income  before  Income  Taxes                            259,079      1,010,058
Provisions for (Benefits from) Income
  Taxes  (Notes 2 & 6)                                    (8,959)       233,696
                                                      ----------     ----------
Net  Income                                           $  268,038     $  776,362
                                                      ==========     ==========

Per  Share  Data  (Note  2):
    Net  Income,  Basic  and  Diluted                 $     1.60     $     4.63
                                                      ==========     ==========

     Cash  Dividends                                  $     1.50     $     1.00
                                                      ==========     ==========

Weighted Average Shares Outstanding, Basic
  and Diluted                                            167,304        167,551
                                                      ==========     ==========
</TABLE>


See  Accompanying  Notes

                                       21
<PAGE>



                          THE RESERVE PETROLEUM COMPANY
                        STATEMENT OF STOCKHOLDERS' EQUITY
                    FOR THE TWO YEARS ENDED DECEMBER 31, 2001


<TABLE>
<CAPTION>
                                           Additional
                                  Common     Paid-in    Retained    Treasury
                                   Stock     Capital    Earnings     Stock
                                  --------  ---------  ----------  ----------
<S>                               <C>        <C>       <C>         <C>
Balance at January 1, 2000        $ 92,368    65,000    7,545,405   (188,715)


  Net  Income                         ----      ----      776,362       ----

  Cash Dividends on Common Stock      ----      ----     (167,609)      ----

  Purchase of Treasury Stock          ----      ----         ----     (3,740)
                                  --------   -------   ----------   --------
Balance at December 31, 2000        92,368    65,000    8,154,158   (192,455)


  Net  Income                     --------   -------     268,038        ----

  Cash Dividends on Common Stock     -----      ----    (251,114)       ----

  Purchase  of Treasury Stock        -----      ----        ----      (9,792)
                                  --------   -------   ---------   ---------

Balance at December 31, 2001      $ 92,368   $65,000   $8,171,082  $(202,247)
                                  ========   =======   ==========  =========
</TABLE>



See  Accompanying  Notes

                                       22
<PAGE>
                          THE RESERVE PETROLEUM COMPANY
                            STATEMENTS OF CASH FLOWS
                Increase (Decrease) in Cash and Cash Equivalents

<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
Cash  Flows  from  Operating  Activities:
<S>                                                  <C>            <C>
  Cash  Received-
    Oil  and  Gas Sales                              $  2,550,728   $ 2,158,134
    Lease  Bonuses  and  Rentals                            9,154        30,490
    Agricultural  Rentals  & Other                          5,378         1,620
  Cash  Paid-
    Production  Costs                                    (427,512)     (369,882)
    Exploration  Costs                                   (383,704)     (250,219)
    General Suppliers, Employees and Taxes,
      Other than Income                                  (718,253)     (669,493)
    Interest  Received                                    313,785       267,639
    Interest  Paid                                        (11,250)       (7,838)
    Settlement of Class Action Lawsuits                    85,504          ----
    Dividends  Received  on  Trading
      Securities                                            1,947         5,759
    Purchase  of  Trading  Securities                    (725,049)   (1,171,151)
    Sale  of  Trading  Securities                         722,830     1,166,061
    Income  Taxes  Refunded  (Paid)                      (296,104)        7,942
                                                     ------------   -----------

      Net Cash Provided by Operating Activities         1,127,454     1,169,062
                                                     ------------   -----------

Cash  Flows  from  Investing  Activities:
  Sale  and  Maturity  of  Available  for
    Sale  Securities                                   11,220,548     4,897,822
    Purchase  of  Available for Sale Securities       (11,341,236)   (5,476,526)
    Property  Dispositions                                 67,170       202,390
    Property  Additions                                  (733,106)     (580,211)
    Cash Distributions from Equity Investments              8,250        70,000
    Cash  Paid  for  Equity Investments                         0      (150,000)
                                                     ------------   -----------

      Net Cash Applied to Investing Activities       $   (778,374)  $(1,036,525)
                                                     ------------   -----------
</TABLE>


(Continued)

See  Accompanying  Notes

                                       23
<PAGE>
(Concluded)

                          THE RESERVE PETROLEUM COMPANY
                            STATEMENTS OF CASH FLOWS
                Increase (Decrease) in Cash and Cash Equivalents


<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
Cash  Flows  Applied  to  Financing  Activities:
<S>                                                  <C>            <C>
  Dividends  Paid  to  Shareholders                  $   (238,321)  $  (166,582)
  Purchase  of  Treasury  Stock                            (9,792)       (3,740)
                                                     ------------   -----------

    Total Cash Applied to Financing Activities           (248,113)     (170,322)
                                                     ------------   -----------

Net Change in Cash and Cash Equivalents                   100,967       (37,785)
Cash and Cash Equivalents at Beginning of Year            330,178       367,963
                                                     ------------   -----------

Cash and Cash Equivalents at End of Year             $    431,145   $   330,178
                                                     ============   ===========

Reconciliation  of  Net  Income  to  Net
  Cash  Provided  by  Operating  Activities:
    Net  Income                                      $    268,038   $   776,362

  Net  Income  Increased  (Decreased)  by  -
    Net  Change  in  -
      Unrealized  Holding  (Gains)  Losses
        on  Trading  Securities                            67,710        97,404
      Accounts  Receivable                                118,653      (191,570)
      Interest  and  Dividends  Receivable                 77,585        (6,807)
      Income  Taxes  Refundable/Payable                  (268,738)      194,464
      Accounts  Payable                                     1,035         1,400
      Trading  Securities                                  73,377        64,400
      Cash Value of Officers' Life Insurance              (50,613)      (24,759)
      Prepayments                                                        53,110
      Deferred  Taxes                                     (36,325)       47,174
      Gas  Balancing  Liabilities                            ----        (3,728)
    Equity  Earnings  in  Investees                           945       (30,029)
    Disposition  of  Property  &  Equipment                14,437      (191,440)
    Depreciation,  Depletion,  Amortization
      and  Valuation  Provisions                          861,350       383,081
                                                     ------------   -----------

Net Cash Provided by Operating Activities            $  1,127,454   $ 1,169,062
                                                     ============   ===========
</TABLE>

See  Accompanying  Notes

                                       24
<PAGE>
                          THE RESERVE PETROLEUM COMPANY
                          NOTES TO FINANCIAL STATEMENTS

Note 1 - NATURE  OF  OPERATIONS
         ----------------------

     The  Company  is principally engaged in oil and natural gas exploration and
     development  with  an  area  of  concentration  in  Texas  and  Oklahoma.

Note 2 - SUMMARY  OF  ACCOUNTING  POLICIES
         ---------------------------------

     Property  and  Equipment
     ------------------------

     Oil  and gas properties are accounted for on the successful efforts method.
     The  acquisition, exploration and development costs of producing properties
     are capitalized. All costs relating to unsuccessful exploration, geological
     and geophysical costs, delay rentals and abandoned properties are expensed.
     Lease  costs  related to unproved properties are amortized over the life of
     the lease and are assessed periodically. Any impairment of value is charged
     to  expense.

     Depreciation,  depletion  and  amortization  of   producing  properties  is
     computed on the units-of-production method on a property-by-property basis.
     The  units-of-production  method  is based primarily on estimates of proved
     reserve  quantities.  Due  to  uncertainties  inherent  in  this estimation
     process, it is at least reasonably possible that reserve quantities will be
     revised  in  the  near  term.

     Other  property  and  equipment  is   depreciated  on   the  straight-line,
     declining-balance  or  other  accelerated  methods.

     The  following  estimated  useful lives are used for the different types of
     property:

               Buildings  and  improvements        10  to  20  years
               Office  furniture  &  fixtures       5  to  10  years
               Automotive  equipment                5  to   8  years

     Impairment losses are recorded on long-lived assets used in operations when
     indicators  of  impairment  are  present  and  the  undiscounted cash flows
     estimated  to  be  generated  by  those  assets  are  less than the assets'
     carrying  amount.  See  Note  10  for  discussion  of  impairment  losses.

     Investments
     -----------

     The  Company  accounts  for  its  investments  in a partnership and limited
     liability  companies on the equity basis and adjusts the investment balance
     to agree with its equity in the underlying assets of the entities. See Note
     7  for  additional  information.

     Trading  securities,  which  consist  primarily  of  equity securities, are
     carried  at  fair  value  with  unrealized  gains  and  losses  included in
     operations.

     Available  for  sale  securities,  which consist primarily of US Government
     securities,  are  carried  at  fair  value with unrealized gains and losses
     reported  as  a  component  of  other  comprehensive income, when material.

                                       25
<PAGE>

     Cash  &  Cash  Equivalents
     --------------------------

     The  Company  considers all highly liquid debt instruments purchased with a
     maturity  of  three  months  or  less  to  be cash equivalents. The Company
     maintains  its  cash  in  bank  deposit  accounts which at times may exceed
     federally  insured  limits.  The  Company believes it is not exposed to any
     significant  credit  risk  on  such  accounts.

     Income  Taxes
     -------------

     Deferred  income  taxes  are  provided  for  significant  carryforwards and
     temporary differences using the liability method. See Note 6 for additional
     information.

     Net  Income  Per  Share
     -----------------------

     Net  Income  per  share  is calculated based on the weighted average of the
     number  of  shares  outstanding  during  the  year.

     Concentrations  of  Credit  Risk  and  Major  Customers
     -------------------------------------------------------

     The  Company's receivables relate primarily to sales of oil and natural gas
     to  purchasers  with  operations in Texas and Oklahoma. The Company had two
     purchasers  in  both   2001  and   2000  whose purchases were  in excess of
     10% of total oil and gas sales. In 2001, the purchases were $332,916 or 14%
     of  total  oil and gas sales by one purchaser, and $320,891 or 13% of total
     oil  and  gas  sales by the other. In 2000, the purchases were $327,699, or
     14%,  by  one  purchaser,  and  $274,832,  or  12%  by  the  other.

     Use  of  Estimates
     ------------------

     The  preparation  of  the financial statements in conformity with generally
     accepted  accounting  principles  requires management to make estimates and
     assumptions  that  affect  the amounts reported in the financial statements
     and  accompanying  notes. Actual results could differ from those estimates.

Note 3 - DIVIDENDS PAYABLE
         -----------------

     Dividends  payable  include  amounts  that are due to stockholders whom the
     Company  has  been  unable  to locate and uncashed dividend checks of other
     stockholders.





                                       26
<PAGE>
Note 4 - COMMON  STOCK
         -------------

     The  following  table  summarizes  the  changes  in common stock issued and
     outstanding:
<TABLE>
<CAPTION>
                                                     Shares  of
                                         Shares       Treasury        Shares
                                         Issued         Stock       Outstanding
                                        ----------   -----------    -----------
     January  1,  2000,  $.50
     par  value  stock,  400,000
<S>                                     <C>            <C>           <C>
     shares  authorized                 184,735.28     17,109.55     167,625.73

     Purchase  of  stock                      ----        187.00        (187.00)
                                        ----------     ---------     ----------

     December  31,  2000,  $.50
     par  value  stock,  400,000
     shares  authorized                 184,735.28     17,296.55     167,438.73

     Purchase  of  stock                      ----        306.00        (306.00)
                                        ----------     ---------     ----------

     December  31,  2001,  $.50
     par  value  stock,  400,000
     shares  authorized                 184,735.28     17,602.55     167,132.73
                                        ==========     =========     ==========
</TABLE>

Note 5 - INVESTMENTS IN DEBT AND EQUITY SECURITIES
         -----------------------------------------

     At  December  31,  2001 and 2000, the difference between the aggregate fair
     value  and  amortized  cost  basis  of  available  for  sale securities was
     immaterial;  therefore,  reporting of comprehensive income is not required.
     The available for sale securities by contractual maturity are as follows at
     December  31,  2001:
<TABLE>
<CAPTION>
<S>                                                   <C>
               Due  within  one  year  or  less       $ 4,871,965
                                                      ===========

               Due  within  one  to  five  years      $   200,000
                                                      ===========
</TABLE>

     In 2001, an early withdrawal of $100,000 from a no penalty bank certificate
     of  deposit  resulted  in  no  gain or loss. In 2000 there were no sales of
     securities prior  to  maturity.

     As  to the trading securities held at year end, unrealized trading (losses)
     included  in  earnings  were  ($67,710)  in  2001  and  ($93,290) for 2000.

                                       27
<PAGE>
Note 6 - INCOME  TAXES
         -------------

     Components  of  deferred  taxes  follow:

<TABLE>
<CAPTION>
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
     Assets
<S>                                                   <C>            <C>
       Leasehold  Costs                               $  159,763     $  192,880
       Gas  Balancing  Receivable                         52,379         52,379
       Long-Lived  Asset  Impairment                     256,524        105,984
       Marketable  Securities                             50,478         27,199
       Equity  Investments  and  Other                     4,092          4,554
                                                      ----------     ----------
          Total  Assets                                  523,236        382,996

       Valuation  Allowance                                 ----           ----
                                                      ----------     ----------

          Total Assets, Net of Valuation Allowance       523,236        382,996
                                                      ----------     ----------

     Liabilities
       Receivables                                        31,448         42,840
       Intangible  Development  Costs                    362,839        247,532
                                                      ----------     ----------
          Total  Liabilities                             394,287        290,372
                                                      ----------     ----------

     Net  Deferred  Tax  Asset                        $  128,949     $   92,624
                                                      ==========     ==========

     Change  in Valuation Allowance for the Year     $      ----     $     ----
                                                     ============    ==========
</TABLE>

     The  following table summarizes the current and deferred portions of income
     tax  expense.

<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
     Current  Tax  Expense:
<S>                                                   <C>            <C>
       Federal                                        $   27,366     $  186,522
       State                                                ----           ----
                                                      ----------     ----------
                                                          27,366        186,522
     Deferred  Provision  (Benefit)                      (36,325)        47,174
                                                      ----------     ----------

     Total  Provision  (Benefit)                      $   (8,959)    $  233,696
                                                      ==========     ==========
</TABLE>

                                       28
<PAGE>
     The total provision for (benefit from) income tax expressed as a percentage
     of income before income tax was (3%) in 2001 and 23% in 2000. These amounts
     differ  from  the  amounts  computed  by  applying the statutory US Federal
     income  tax  rate  of  35% for 2001 and 2000 to income before income tax as
     summarized  in  the  following  reconciliation:

<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
     Computed  Federal  Tax
<S>                                                   <C>            <C>
       Provision                                      $   90,678     $  353,520

     Increase  (Decrease)  in  Tax  From:
       Allowable Depletion in Excess of Basis            (75,342)      (103,681)

       Non-conventional  Fuel  Credit                     (9,191)        (7,861)

       Corporate  Graduated  Tax  Rate
         Structure                                       (10,216)        (6,294)

       Dividend  Received  Deduction                        (477)        (1,411)

       Other                                              (4,411)          (577)
                                                     -----------     ----------

       Provision for (Benefit from) Income Tax       $    (8,959)    $  233,696
                                                     ===========     ==========

       Effective  Tax  Rate                                  (3%)            23%
                                                     ==========      ==========
</TABLE>



                                       29
<PAGE>
Note 7 - INVESTMENTS AND RELATED COMMITMENTS AND CONTINGENT LIABILITIES

     The  Company  has a 33% interest in Broadway Sixty-Eight, Ltd., an Oklahoma
     limited partnership (the Partnership). The Partnership had assets in excess
     of  liabilities  of  $690,606  and $594,503, at December 31, 2001 and 2000,
     respectively,  and  its  net income for the periods then ended was $121,103
     and  $87,457.

     The  Partnership  was  organized for the purpose of owning and operating an
     office  building  which  was  constructed  in Oklahoma City, Oklahoma, at a
     total  cost for the land and building of approximately $2,300,000. Although
     the  Company  invested  as  a limited partner, along with the other limited
     partners,  it  has  signed  an indemnity agreement to reimburse the general
     partner  for  any  losses  suffered  from  operating  the  Partnership.

     The  office  building  is  financed  by  a  mortgage loan with a balance of
     $348,018  at  December  31, 2001. The loan matures in 2002 with interest at
     New  York prime rate. The loan is collateralized by a first mortgage on the
     land  and  building,  and  the  assignment  of  leases  and  rents.

     The  Company  leases  its  corporate  office   from  the  Partnership.  The
     operating lease under which the space was rented expired December 31, 1994,
     and  the  space is currently rented on a year-to-year basis under the terms
     of  the  expired lease. Rent expense for lease of the corporate office from
     the  partnership  was  approximately  $26,000  for  each of the years ended
     December  31,  2001 and  2000.

     The  Company  has  a  9%  interest  in   Millennium  Golf  Properties,  LLC
     (Millennium),  an  Oklahoma  limited liability company. Millennium owns and
     operates  two Oklahoma City area golf courses, Coffee Creek Golf Course and
     River  Oaks  Golf  Course.  It  is also involved in real estate development
     around  each  golf  course.  River Oaks Golf Course, purchased in 1999, has
     been  extensively  renovated.  The  River  Oaks  purchase,  renovations and
     related real estate development are financed by loans collateralized by the
     land  and  buildings of both Coffee Creek and River Oaks. The loans totaled
     $2,905,564  at  December  31, 2001. At December 31, 2001, the Company's net
     equity  in  Millennium was $114,285 as compared to $137,760 at December 31,
     2000.

     In  December,  1992, the Company invested $90,000 for a 10% interest in OKC
     Industrial Properties, L.L.C., (OKC) an Oklahoma limited liability company,
     which  was  formed  to purchase and hold certain Oklahoma City metropolitan
     area  real estate as an investment. At December 31, 2001, the Company's net
     equity in the limited liability company was $60,588, compared to $60,134 at
     December  31,  2000.

     In  December, 2000, the Company invested $150,000 for a 25% interest in JAR
     Investment,  LLC,  an Oklahoma limited liability company. The LLC purchased
     Oklahoma  City metropolitan area real estate to be improved for sale and/or
     lease. The purchase price of $1,050,000 was financed by a $550,000 variable
     rate  mortgage  loan  with  the  initial rate at 8.5% and the LLC's initial
     capital  contributions  of  $600,000  towards  the  initial purchase price,
     closing  costs  and  interest  maintenance  reserve.  The  Company signed a
     guaranty  agreement limited to 25% of the outstanding principal balance and
     interest  owed  on  the loan. At December 31, 2001 the Company's net equity
     was  $132,112  compared  to  $150,000  at  December  31,  2000.

                                       30
<PAGE>
Note 8 - COSTS  INCURRED  IN  OIL  AND  GAS  PROPERTY  ACQUISITION, EXPLORATION,
         -----------------------------------------------------------------------
         AND  DEVELOPMENT  ACTIVITIES
         ----------------------------

     All  of  the  Company's  oil  and gas operations are within the continental
     United States. In connection with its oil and gas operations, the following
     costs  were  incurred:

<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                      -------------------------
                                                         2001           2000
                                                      ----------     ----------
     Acquisition  of  Properties
<S>                                                   <C>            <C>
       Unproved                                       $  163,002     $  189,410
       Proved                                         $     ----     $    -----

     Exploration  Costs                               $  863,944     $  640,223

     Development  Costs                               $   66,058     $    8,281
</TABLE>


Note 9 - FINANCIAL  INSTRUMENTS

     The following table includes various estimated fair value information as of
     December  31,  2001  and  2000,  which  pertains to the Company's financial
     instruments  and does not purport to represent the aggregate net fair value
     of  the Company. The carrying amounts in the table below are the amounts at
     which  the  financial instruments are reported in the financial statements.

     All of the Company's financial instruments are held for purposes other than
     trading,  except  for  trading  securities.

     The  following methods and assumptions were used to estimate the fair value
     of  each  class  of  financial  instruments  for which it is practicable to
     estimate  that  value:

     1.  Cash  and  Cash  Equivalents
         ----------------------------

     The  carrying  amount approximates fair value because of the short maturity
     and  highly  liquid  nature  of  those  instruments.

     2.  Available  for  Sale  Securities
         --------------------------------

     The  estimated  fair  values  are  based  upon  quoted  market  prices.

     3.  Trading  Securities
         -------------------

     The  estimated  fair  values  are  based  upon  quoted  market  prices.

     4.  Dividends  Payable
         ------------------

     Due  to the uncertainty regarding when such amounts will be paid, it is not
     practicable  to  estimate  fair  value.

                                       31
<PAGE>
     The  carrying  amounts and estimated fair values of the Company's financial
     instruments  are  as  follows:
<TABLE>
<CAPTION>
                                             2001                    2000
                                    ----------------------  ----------------------
                                    Carrying    Estimated    Carrying   Estimated
                                      Amount    Fair Value    Amount    Fair Value
                                    ----------  ----------  ----------  ----------
     Financial  Assets
<S>                                 <C>         <C>         <C>         <C>
       Cash and Cash Equivalents    $  431,145  $  431,145  $  330,178  $  330,178
       Available for Sale Securities 5,071,965   5,071,965   4,951,277   4,951,277
       Trading  Securities             259,160     259,160     400,371     400,371
     Financial  Liabilities
       Dividends Payable for which
         it is not practicable to
         estimate  fair  value        (155,827)        N/A    (143,037)        N/A
</TABLE>

Note 10 - LONG-LIVED  ASSETS  IMPAIRMENT  LOSS
          ------------------------------------

     Certain  oil  and  gas producing properties have been deemed to be impaired
     because  the  assets,  evaluated  on  a property-by-property basis, are not
     expected  to recover their entire carrying value through future cash flows.
     Impairment  losses  totaling $507,565 for the year ended December 31, 2001,
     and  $91,595  for  the  year  ended  December 31, 2000, are included in the
     Statements  of  Operations  in  the  line  item,  Depreciation,  Depletion,
     Amortization  and  Valuation  Provisions.

Note 11 - OTHER  INCOME,  NET
          -------------------

     The following is an analysis of the components of Other Income, Net for the
     years  ended  2001  and  2000:
<TABLE>
<CAPTION>
                                                          2001           2000
                                                       ----------     ----------
       Realized  and  Unrealized  (Loss)
<S>                                                    <C>            <C>
         On  Trading  Securities                       $(143,430)     $(166,895)
       Gain  (Loss)  on  Asset  Sales                    (14,437)       194,277
       Interest  Income                                  236,200        274,447
       Settlements  of  Class  Action  Lawsuits           85,504           ----
       Agricultural  Rental  Income                        5,600          5,600
       Dividend  and  Other  Income                        2,050          5,809
       Interest  and  Other  Expenses                    (35,471)       (35,618)
                                                       ---------      ---------

           Other  Income  (Loss),  Net                 $ 136,016      $ 277,620
                                                       =========      =========
</TABLE>

Note 12 - ASSET  RETIREMENT  OBLIGATIONS
          ------------------------------

     In June 2001, the Financial Accounting Standards Board ("FASB") issued SFAS
     No. 143, Accounting for Asset Retirement Obligations. SFAS No. 143 requires
     entities  to  record  the fair value of a liability for an asset retirement
     obligation  in  the  period  in  which  it  is incurred and a corresponding
     increase  in  the  carrying   amount  of  the  related   long-lived  asset.
     Subsequently,  the  asset  retirement  cost  should be allocated to expense
     using  a  systematic  and  rational  method.  SFAS No. 143 is effective for
     fiscal  years beginning  after  June  15,  2002.  The  Company is currently
     assessing  the  impact of SFAS No. 143; however,  at this time, the Company
     does  not  believe  the  impact  of  this statement will be material to its
     financial  position  or  results  of  operations.

                                       32
<PAGE>











                  UNAUDITED SUPPLEMENTAL FINANCIAL INFORMATION
























                                       33
<PAGE>
                                                         SUPPLEMENTAL SCHEDULE 1


                          THE RESERVE PETROLEUM COMPANY
                 WORKING INTERESTS RESERVE QUANTITY INFORMATION
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                     --------------------------
                                                         2001           2000
                                                     -----------     ----------
     Oil  &  Natural  Gas  Liquids  (Bbls)
<S>                                                  <C>             <C>
       Proved  Developed  and
         Undeveloped  Reserves
           Beginning  of  Year                          30,179          29,021

           Revisions  of  Previous  Estimates           (2,405)            717

           Extensions  and  Discoveries                 13,819           8,318

           Production                                   (6,995)         (7,877)

           Sale  of  Reserves  in  Place                  ----            ----
                                                     ---------       ---------

           End  of  Year                                34,598          30,179
                                                     =========       =========

         Proved  Developed  Reserves
           Beginning  of  Year                          30,179          29,021

           End  of  Year                                34,598          30,179

     Gas  (MCF)
         Proved  Developed  and  Undeveloped
           Reserves  Beginning  of  Year             1,353,127       1,404,458

           Revisions  of  Previous  Estimates          (56,495)         75,445

           Extensions  and  Discoveries                118,997         139,715

           Production                                 (266,239)       (266,491)

           Sale of Reserves in Place                      ----            ----
                                                     ---------       ---------

           End  of  Year                             1,149,390       1,353,127
                                                     =========       =========

         Proved  Developed  Reserves
           Beginning of Year                         1,353,127       1,404,458

           End  of  Year                             1,149,390       1,353,127
</TABLE>

(continued)

 See  notes  on  next  page

                                       34
<PAGE>
                                                         SUPPLEMENTAL SCHEDULE 1


                          THE RESERVE PETROLEUM COMPANY
                 WORKING INTERESTS RESERVE QUANTITY INFORMATION
                                  (Unaudited)


(Concluded)


Notes  1. Estimates  of  royalty  interests  reserves  have  not  been  included
          because  the  information required for the estimation of said reserves
          is  not  available.  The  Company's  share  of production from its net
          royalty  interests  was  17,549 Bbls of oil and 214,298 MCF of gas for
          the  year  ended December 31, 2001, and 15,500 Bbls of oil and 250,082
          MCF  of  gas  for  the  year  ended  December  31,  2000.

       2. The preceding table  sets  forth  estimates  of  the  Company's proved
          developed  oil  and  gas  reserves, together with the changes in those
          reserves  as  prepared  by  the Company's engineer for the years ended
          December 31, 2001 and 2000. All reserves are located within the United
          States.

       3. The  Company  emphasizes  that the reserve volumes shown are estimates
          which  by  their  nature are subject to revision in the near term. The
          estimates  have  been made by utilizing geological and reservoir data,
          as  well  as  actual  production  performance  data  available  to the
          Company.  These estimates are reviewed annually and are revised upward
          or  downward,  as  warranted  by  additional  performance  data.











                                       35
<PAGE>
                                                         SUPPLEMENTAL SCHEDULE 2



                          THE RESERVE PETROLEUM COMPANY
            STANDARDIZED MEASURE OF DISCOUNTED FUTURE NET CASH FLOWS
                      RELATING TO PROVED WORKING INTERESTS
                              OIL AND GAS RESERVES
                                  (Unaudited)



<TABLE>
<CAPTION>

                                                          At December  31,
                                                     --------------------------
                                                         2001           2000
                                                     -----------    -----------
<S>                                                  <C>            <C>
Future  Cash  Inflows                                $ 3,105,709    $ 8,672,165

Future  Production  and
  Development  Costs                                  (1,204,474)    (1,812,991)

Future  Income  Tax  Expense                            (516,700)    (2,003,370)
                                                     -----------    -----------
Future  Net  Cash  Flows                               1,384,535      4,855,804

  10%  Annual  Discount  for
  Estimated  Timing  of  Cash  Flows                    (419,950)    (1,479,373)
                                                     -----------    -----------

Standardized  Measure  of  Discounted
  Future  Net  Cash  Flows                           $   964,585    $ 3,376,431
                                                     ===========    ===========
</TABLE>


     Estimates  of  future  net  cash  flows  from  the Company's proved working
     interests  oil  and  gas  reserves  are  shown  in  the  table above. These
     estimates,  which by their nature are subject to revision in the near term,
     are  based  on prices in effect at year end, with no escalation, except for
     fixed  and determinable amounts attributable to gas under provisions of the
     Natural  Gas  Policy  Act  (NGPA). The development and production costs are
     based  on  year-end  cost  levels,  assuming  the  continuation of existing
     economic  conditions.  Cash  flows  are further reduced by estimated future
     income  tax expense calculated by applying the current statutory income tax
     rates  to  the  pretax net cash flows less depreciation of the tax basis of
     the  properties  and  depletion  applicable  to  oil  and  gas  production.



                                       36
<PAGE>
                                                         SUPPLEMENTAL SCHEDULE 3


                          THE RESERVE PETROLEUM COMPANY
              CHANGES IN STANDARDIZED MEASURE OF DISCOUNTED FUTURE
        NET CASH FLOWS FROM PROVED WORKING INTERESTS RESERVE QUANTITIES
                                  (Unaudited)



<TABLE>
<CAPTION>
                                                             Year Ended
                                                            December  31,
                                                     --------------------------
                                                         2001           2000
                                                     -----------    -----------
Standardized  Measure,
<S>                                                  <C>            <C>
     Beginning  of  Year                             $ 3,376,431    $ 1,234,500

     Sales  and  Transfers,  Net  of
       Production  Costs                                (858,264)      (717,451)

     Net Change  in  Sales  and  Transfer
       Prices,  Net  of  Production  Costs            (2,993,953)     3,050,318

     Extensions,  Discoveries  and  Improved
       Recoveries,  Net  of  Future  Production
       and  Development  Costs                           257,921        475,155

     Revisions  of  Quantity  Estimates                  (86,434)       296,938

     Accretion  of  Discount                             476,937        170,912

     Net Change  in  Income  Taxes                     1,033,010       (918,326)

     Changes  in  Production  Rates
       (Timing)  and  Other                             (241,063)      (215,615)
                                                     -----------    -----------

Standardized  Measure,
  End  of  Year                                      $   964,585    $ 3,376,431
                                                     ===========    ===========
</TABLE>


                                       37
<PAGE>
Item 8.  Changes  in  and  Disagreements  with  Accountants  on  Accounting  and
         Financial  Disclosure.

Not  Applicable


                                    PART III


Items  9,  10,  11,  and 12 are incorporated by reference to the Company's proxy
statement  to  be  mailed  to  security  holders  on  or about April 26, 2002 in
connection  with  its  annual  stockholders' meeting to be held on May 28, 2002.

Item 13.  Exhibits  and  Reports  on  Form  8-K.

(a)   Exhibits

     The  following  documents  are exhibits to this Form 10-KSB.  Each document
marked  by  an  asterisk  is hereby incorporated herein by reference to the same
document  previously  filed  with  the  Securities  and  Exchange  Commission.

Exhibit                                     S.E.C.          Exhibit
Reference   Description                   Report (Date)      Number       Page
---------   -----------                   -------------     --------      ----
   3.1     *Restated Certificate of
            Incorporation  dated
            November  1,  1988            10-KSB (12/96)      3.1         39

           *Amended As of November 14,
            2000  By-Laws  dated
            November  1,  1988            10-KSB (12/00)      3.2(a)      38

   3.2     *Resolution Amending By-Laws
            November  14,  2000           10-KSB (12/00)      3.2(b)      48


(b). Reports  on  Form  8-K.

     No  reports  on  Form  8-K have been filed with the Securities and Exchange
     Commission  during  the  last quarter of the period covered by this report.




                                       38
<PAGE>

                                   SIGNATURES


In  accordance  with  Section  13  or  15(d)  of the Securities Exchange Act the
registrant  caused  this  report  to be signed on its behalf by the undersigned,
thereunto  duly  authorized.

                                THE  RESERVE  PETROLEUM  COMPANY
                                         (Registrant)



                                /s/Mason  W.  McLain
                                ------------------------------------------------
                                By:  Mason  W.  McLain,  President
                                (Principal  Executive  Officer)




                                /s/Jerry  L.  Crow
                                ------------------------------------------------
                                By:  Jerry L. Crow,  2nd  Vice  President
                                (Principal  Financial  and  Accounting  Officer)


Date:  March  26,  2002




     Pursuant  to  the requirements of the Securities Exchange Act of 1934, this
report  has  been  signed  below  by  the  following  persons  on  behalf of the
Registrant  and  in  the  capacities  and  on  the  dates  indicated:



/s/Mason  W.  McLain                       /s/Jerry  L.  Crow
----------------------------------         -------------------------------------
Mason  W.  McLain  (Director)              Jerry  L.  Crow  (Director)
March  26,  2002                           March  26,  2002



/s/Robert  L.  Savage                      /s/William  M.  Smith
----------------------------------         -------------------------------------
Robert  L.  Savage  (Director)             William  M.  Smith  (Director)
March  26,  2002                           March  26,  2002







                                       39
<PAGE>