UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549

                                    FORM 10-Q

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

                  For the quarterly period ended June 30, 2003

                          Commission file number 0-6994

                            MEXCO ENERGY CORPORATION
             (Exact name of registrant as specified in its charter)


          Colorado                                              84-0627918
(State or other jurisdiction                                   (IRS Employer
      of incorporation)                                   Identification Number)


             214 West Texas Avenue, Suite 1101, Midland, Texas 79701
                    (Address of principal executive offices)


                                 (432) 682-1119
              (Registrant's telephone number, including area code)


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.
YES [X]   NO [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

                         Common Stock, $0.50 par value:
                 1,736,041 shares outstanding at August 8, 2003

<PAGE>

                            MEXCO ENERGY CORPORATION

                                Table of Contents
                                -----------------

                                                                            Page
                                                                            ----
PART I.   FINANCIAL INFORMATION
-------------------------------

     Item 1.   Consolidated Balance Sheets as of June 30, 2003
               (Unaudited) and March 31, 2003                                  3

               Consolidated Statements of Operations (Unaudited) for
               the three months ended June 30, 2003 and June 30, 2002          4

               Consolidated Statements of Cash Flows (Unaudited) for
               the three months ended June 30, 2003 and June 30, 2002          5

               Notes to Unaudited Consolidated Financial Statements            6

     Item 2.   Management's Discussion and Analysis of Financial Condition
               and Results of Operations                                       9

     Item 3.   Quantitative and Qualitative Disclosures About Market Risk     12

     Item 4.   Controls and Procedures                                        13

PART II.  OTHER INFORMATION                                                   13
---------------------------

     Item 1.   Legal Proceedings
     Item 2.   Changes in Securities and Use of Proceeds
     Item 3.   Defaults upon Senior Securities
     Item 4.   Submission of Matters to a Vote of Security Holders
     Item 5.   Other Information
     Item 6.   Exhibits and Reports on Form 8-K

SIGNATURES                                                                    14
----------

CERTIFICATIONS                                                                15
--------------

                                     Page 2
<PAGE>

                     MEXCO ENERGY CORPORATION AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS

                                                    June 30,         March 31,
                                                      2003             2003
                                                  ------------     ------------
                                                   (Unaudited)
ASSETS
------
Current assets:
Cash and cash equivalents                         $    125,368     $     68,547
Accounts receivable:
   Oil and gas sales                                   438,751          560,297
   Trade                                                51,114           17,617
   Related parties                                          --            3,475
   Prepaid expenses                                     23,980           10,043
                                                  ------------     ------------
     Total current assets                              639,213          659,979

Property and equipment, at cost:
Oil and gas properties and equipment,
   using full cost method, pledged                  16,175,166       15,656,928
Office and computer equipment
   and software                                         34,217           33,708
                                                  ------------     ------------
                                                    16,209,383       15,690,636
Less accumulated depreciation,
   depletion and amortization                        8,879,594        8,661,977
                                                  ------------     ------------
   Property and equipment, net                       7,329,789        7,028,659
                                                  ------------     ------------
Total assets                                      $  7,969,002     $  7,688,638
                                                  ============     ============

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current liabilities:
Accounts payable and accrued expenses             $    241,690     $     93,434
Current portion of long-term debt                           --          116,280
Obligations under capital leases                        40,339           61,086
                                                  ------------     ------------
Total current liabilities                              282,029          270,800

Long-term debt                                       1,900,000        2,033,720
Asset retirement obligation                            353,083               --
Deferred income tax liability                          417,419          427,730

Stockholders' equity:
Preferred stock, par value $1 per share;
   10,000,000 shares authorized;
   none issued                                              --               --
Common stock, par value $0.50 per share;
   40,000,000 shares authorized; 1,766,566
   shares issued                                       883,283          883,283
Additional paid in capital                           3,746,099        3,734,119
Retained earnings                                      516,010          466,522
Treasury stock, at cost (30,525 and 30,244
     shares, respectively)                            (128,921)        (127,536)
                                                  ------------     ------------
     Total stockholders' equity                      5,016,471        4,956,388
                                                  ------------     ------------
Total liabilities and stockholders'
   equity                                         $  7,969,002     $  7,688,638
                                                  ============     ============

                    THE ACCOMPANYING NOTE IS AN INTEGRAL PART
                    OF THE CONSOLIDATED FINANCIAL STATEMENTS.

                                     Page 3
<PAGE>

                     MEXCO ENERGY CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                For the Three Months ended June 30, 2003 and 2002
                                   (Unaudited)

                                                      2003             2002
                                                  ------------     ------------
Operating revenue:
   Oil and gas sales                              $    767,060     $    544,650
   Other                                                 1,266            6,614
                                                  ------------     ------------
       Total operating revenue                         768,326          551,264

Operating costs and expenses:
   Oil and gas production                              268,692          156,604
   Depreciation, depletion and amortization            166,219          123,523
   General and administrative                          115,978          139,008
                                                  ------------     ------------
       Total operating costs and expenses              550,889          419,135
                                                  ------------     ------------
                                                       217,437          132,129
Other income and (expenses):
   Interest income                                          62              126
   Interest expense                                    (30,104)         (20,849)
                                                  ------------     ------------
       Net other income and expenses                   (30,042)         (20,723)
                                                  ------------     ------------

Income before income taxes                             187,395          111,406

Income tax expense                                      35,635           34,260
                                                  ------------     ------------
Income before cumulative effect of
   accounting change                                   151,760           77,146

Cumulative effect of accounting change,
   net of tax                                         (102,267)              --
                                                  ------------     ------------

Net income                                        $     49,493     $     77,146
                                                  ============     ============

Net income (loss) per common share:
Basic:
   Income before cumulative effect
      of accounting change                        $       0.09     $       0.04
   Cumulative effect, net of tax                  $      (0.06)    $         --
   Net income                                     $       0.03     $       0.04

Diluted:
   Income before cumulative effect
      of accounting change                        $       0.09     $       0.04
   Cumulative effect, net of tax                  $      (0.06)    $         --
   Net income                                     $       0.03     $       0.04

Pro forma amounts assuming, the new method
 of accounting for asset retirement
 obligations is applied retroactively:
   Net income                                     $    151,760     $     71,861
   Basic earnings per share                       $       0.09     $       0.04
   Diluted earnings per share                     $       0.09     $       0.04

                    THE ACCOMPANYING NOTE IS AN INTEGRAL PART
                    OF THE CONSOLIDATED FINANCIAL STATEMENTS.

                                     Page 4
<PAGE>

                     MEXCO ENERGY CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                For the Three Months ended June 30, 2003 and 2002
                                   (Unaudited)

                                                         2003           2002
                                                      ----------     ----------
Cash flows from operating activities:
   Net income                                         $   49,493     $   77,146
   Cumulative effect of accounting change
     net of tax                                          102,267             --
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
     Increase in deferred income taxes                    35,635         34,260
     Stock-based compensation                             11,980         11,597
     Depreciation, depletion and
        amortization                                     166,219        123,523
     Accretion of abandonment obligation                   5,824             --
     (Increase) decrease in
        accounts receivable                               91,525        (12,439)
     Increase in prepaid expenses                        (13,937)       (17,387)
     Increase in accounts payable
        and accrued expenses                              54,264          3,598
                                                      ----------     ----------
   Net cash provided by operating
     activities                                          503,270        220,298


Cash flows from investing activities:
   Additions to property and equipment                  (174,317)       (86,636)
                                                      ----------     ----------
   Net cash used in investing
     activities                                         (174,317)       (86,636)

Cash flows from financing activities:
   Acquisition of treasury stock                          (1,385)      (120,526)
   Payments of capital lease obligations                 (20,747)            --
   Principal payments on long-term debt                 (250,000)            --
   Principal borrowings on
      long-term debt                                          --         60,000
                                                      ----------     ----------
   Net cash used by financing activities                (272,132)       (60,526)
                                                      ----------     ----------

Net increase in cash                                      56,821         73,136

Cash, beginning of the period                             68,547         44,958
                                                      ----------     ----------

Cash, end of period                                   $  125,368     $  118,094
                                                      ==========     ==========

Interest paid                                         $   25,642     $   20,476
Income taxes paid                                     $       --     $       --

                    THE ACCOMPANYING NOTE IS AN INTEGRAL PART
                    OF THE CONSOLIDATED FINANCIAL STATEMENTS.

                                     Page 5
<PAGE>

                     MEXCO ENERGY CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)



Note A.   Organization and Significant Accounting Policies
-------   ------------------------------------------------

Organization and Basis of Presentation
--------------------------------------

Mexco Energy  Corporation,  a Colorado  corporation,  was  organized in 1972 and
maintains its  principal  office in Midland,  Texas.  The Company and its wholly
owned   subsidiary,   Forman  Energy   Corporation,   a  New  York  corporation,
(collectively  the  "Company")  are  engaged  in the  acquisition,  exploration,
development  and  production  of oil and gas.  While the Company owns  producing
properties  and  undeveloped  acreage  in eleven  states,  the  majority  of its
activities are centered in the Permian Basin of West Texas. Although most of the
Company's oil and gas interests are operated by others,  the Company  operates a
number of properties in which it owns an interest.

In the opinion of management,  the accompanying unaudited consolidated financial
statements  contain  all  adjustments   (consisting  only  of  normal  recurring
accruals)  necessary to present fairly the financial position of the Company and
its  wholly  owned  subsidiary  as of June  30,  2003,  and the  results  of its
operations and cash flows for the interim  periods ended June 30, 2003 and 2002.
The  results  of  operations  for the  periods  presented  are  not  necessarily
indicative  of the  results  to be  expected  for a full  year.  The  accounting
policies  followed  by the Company are set forth in more detail in Note A of the
"Notes to Consolidated  Financial  Statements" in the Company's annual report on
Form 10-K filed with the Securities and Exchange Commission. Certain information
and footnote  disclosures  normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United States of
America have been  condensed or omitted in this Form 10-Q  pursuant to the rules
and  regulations  of  the  Securities  and  Exchange  Commission.  However,  the
disclosures   herein  are  adequate  to  make  the  information   presented  not
misleading.  It  is  suggested  that  these  financial  statements  be  read  in
conjunction with the financial statements and notes thereto included in the Form
10-K.

Principles of Consolidation
---------------------------

The accompanying consolidated balance sheets include the accounts of the Company
and its wholly  owned  subsidiary.  All  significant  intercompany  accounts and
transactions have been eliminated in consolidation.

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

In preparing  financial  statements in  conformity  with  accounting  principles
generally  accepted in the United  States of America,  management is required to
make  estimates  and  assumptions  that  affect  the  amount  reported  in these
financial statements. Although management believes its estimates and assumptions
are  reasonable,  actual  results may differ  materially  from those  estimates.
Significant estimates affecting these financial statements include the estimated
quantities  of proved oil and gas  reserves  and the  related  present  value of
estimated future net cash flows.

Stock-based Compensation
------------------------

The Company  accounts  for  employee  stock  option  grants in  accordance  with
Accounting  Principles  Board  Opinion No. 25  "Accounting  for Stock  Issued to
Employees"  ("APB  25"),  as amended by  Financial  Accounting  Standards  Board
("FASB")  Interpretation No. 44, "Accounting for Certain Transactions  involving
Stock  Compensation,"  an  interpretation  of APB  Opinion  No. 25. The  Company
applies the intrinsic  value method in accounting for its employee stock options
and records no compensation costs for its stock option awards to employees.  The
Company  recognizes  compensation  cost  related  to stock  options  awarded  to
independent consultants based on fair value of the options at date of grant. For
the quarter  ending June 30, 2003,  the Company  recognized  $11,980  related to
these stock options for independent consultants.

                                     Page 6
<PAGE>

The  following  pro forma  information,  as required by  Statement  of Financial
Accounting  Standards No. 123 "Accounting for Stock-Based  Compensation"  ("SFAS
123"), as amended by Statement of Financial  Accounting Standards No. 148 ("SFAS
148"),  presents net income and earnings per share  information  as if the stock
options  issued had been  determined  based on the fair value at the grant dates
for all employee awards under the plan:

                                              Three Months Ended
                                                    June 30,
                                              2003            2002
                                           ----------      ----------

Net income, as reported                    $   49,493      $   77,146
Deduct: Stock-based employee
compensation expense determined
under fair value based method
(SFAS 123), net of tax                     $  (14,399)     $  (11,729)
                                           ----------      ----------

Net income, pro forma                      $   35,094      $   65,417
                                           ==========      ==========

Basic earnings per share:

     As reported                           $     0.03      $     0.04
     Pro forma                             $     0.02      $     0.04

Diluted earnings per share:

     As reported                           $     0.03      $     0.04
     Pro forma                             $     0.02      $     0.04

Asset Retirement Obligations
----------------------------

The  Company's  asset  retirement   obligations   relate  to  the  plugging  and
abandonment of oil and gas properties. The Company adopted SFAS No. 143 on April
1,  2003.  SFAS No. 143  requires  the fair  value of a  liability  for an asset
retirement obligation to be recorded in the period in which it is incurred and a
corresponding  increase in the carrying amount of the related  long-lived asset.
The change  resulted in a cumulative  effect to net income of ($102,267)  net of
tax,  or  ($0.06)  per  share.  Additionally,  the  Company  recorded  an  asset
retirement  obligation  liability of $358,419 and an increase to net  properties
and  equipment  and other  assets of  $210,206.  As a result of adoption for the
current three-month period,  depreciation  expense increased $2,279 and interest
expense related to accretion of the obligation for the quarter increased $5,824.
There were no additional asset retirement obligations incurred or settled during
the first quarter of fiscal 2004.  The current  portion of the asset  retirement
obligation  as of June 30, 2003 is $11,160  and is included in accounts  payable
and other accrued expenses.

Oil and Gas Costs
-----------------

The cost of a certain oil and gas lease that the Company has  acquired,  but not
evaluated has been excluded in computing amortization of the full cost pool. The
Company  will begin to amortize  this  property  when the project is  evaluated,
which is currently  estimated to be within this fiscal year. Costs excluded from
amortization  at June 30, 2003 total  $673,890.  No  impairment  exists for this
property at June 30, 2003.

Earnings Per Share
------------------

Basic  earnings  per share is computed by  dividing  net income by the  weighted
average number of common shares outstanding during the period.  Diluted earnings
per share is computed by dividing net income by the weighted  average  number of
common shares and dilutive  potential common shares (stock options and warrants)
outstanding  during the period.  The following is a reconciliation of the number
of shares  used in the  calculation  of basic  earnings  per  share and  diluted
earnings per share for the three month periods ended June 30, 2003 and 2002.

                                              Three Months Ended
                                                    June 30
                                              2003           2002
                                           ----------     ----------
Weighted average number of
  common shares outstanding                 1,736,067      1,754,338
Incremental shares from the
  assumed exercise of dilutive
  stock options and warrants                   24,417         12,582
                                           ----------     ----------
Dilutive potential common shares            1,760,484      1,766,920

Options and warrants to purchase  120,000 at an average  exercise price of $7.25
and 220,000 shares at an average exercise price of $6.23 outstanding at June 30,
2003 and June 30, 2002,  respectively,  were not included in the  computation of
diluted  net income per share  because  the  exercise  price of the  options and
warrants  was greater  than the average  market price of the common stock of the
Company and, therefore, the effect would be antidilutive.

                                     Page 7
<PAGE>

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

There is no current  income tax expense for the three months ended June 30, 2003
due to a tax loss  carryforward of  approximately  $139,000 from the year ending
March 31,  2003.  There is no current  income tax expense  for the three  months
ended June 30 2002 due to a tax loss carryforward of approximately $283,000 from
the year ending March 31, 2002.

Stockholders' Equity
--------------------

During the three month period  ended June 30,  2003,  the Company paid $1,385 to
purchase 281 shares of its common stock for treasury.

Long Term Liabilities
---------------------

Long term debt consists of a revolving  credit  agreement  with Bank of America,
N.A. ("Bank"), which provides for a credit facility of $5,000,000,  subject to a
borrowing  based  determination.  On November 15, 2002,  the borrowing  base was
re-determined  and reduced to $2,526,744 with monthly  commitment  reductions of
$30,814  beginning  on  December  5,  2002.  As of June 30,  2003,  the  balance
outstanding  under this  agreement  was  $1,900,000.  No principal  payments are
required through June 30, 2004 to comply with the monthly commitment reductions.
Amounts borrowed under this agreement are  collateralized by the common stock of
the Company's wholly owned subsidiary and all oil and gas properties.

The asset retirement obligation as of June 30, 2003 represents the present value
of the Company's estimated asset retirement obligation under SFAS 143.

Capital Lease Obligations
-------------------------

During  fiscal 2003,  the Company  began  leasing  three gas  compressors  under
separate  agreements  that are  classified  as capital  leases.  The cost of the
equipment  under the capital leases is included in the balance sheet as property
and equipment and was $81,182 with  accumulated  amortization  of $7,265 on June
30,  2003.   Amortization   of  assets  under  capital  leases  is  included  in
depreciation  expense.  The lease agreements are each for a 12-month period with
equal monthly  payments.  At the end of the term, the Company will receive title
to the compressor  under a bargain  purchase option of $1. The lease  obligation
associated  with these three  compressors  was $40,339 on June 30, 2003,  all of
which is a current  liability.  Total  payments  required for these three leases
will be $43,355, of which $3,016 represents interest.

Open Disclosure Issues with the Securities and Exchange Commission
------------------------------------------------------------------

The Company is aware that the Staff of the SEC, in  consultation  with the Staff
of  the  Financial   Accounting   Standards   Board,   is  considering   certain
implementation issues in the application of provisions of Statement of Financial
Accounting Standards No. 141, Business Combinations,  and Statement of Financial
Accounting  Standards No. 142,  Goodwill and Other  Intangible  Assets (SFAS No.
142),  to  companies  in  the  extractive  industries,  including  oil  and  gas
companies.  The Staff of the SEC is  considering  whether  SFAS No. 142 requires
registrants to reclassify costs  associated with mineral rights,  including both
proved and unproved  leasehold  acquisition  costs, as intangible  assets in the
balance  sheet,  apart  from  other  capitalized  oil  and gas  property  costs.
Historically,  the Company and all other oil and gas companies have included the
cost of these oil and gas leasehold interests as part of oil and gas properties.
The Staff is also  considering  whether  SFAS No. 142  requires  registrants  to
provide the  additional  disclosures  prescribed by SFAS No. 142 for  intangible
assets for costs associated with mineral rights.

The  reclassification of these amounts would not affect the method in which such
costs are  amortized or the manner in which the Company  assesses  impairment of
capitalized  costs.  As a  result,  net  income  would  not be  affected  by the
reclassification.



                                     Page 8
<PAGE>

                     MEXCO ENERGY CORPORATION AND SUBSIDIARY
       ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                           AND RESULTS OF OPERATIONS

Cautionary Statements Regarding Forward-Looking Statements
----------------------------------------------------------

Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations ("MD&A") contains "forward-looking  statements" within the meaning of
Section 27A of the  Securities Act of 1933, as amended (the  "Securities  Act"),
and  Section  21E of the  Securities  Exchange  Act of  1934,  as  amended  (the
"Exchange  Act").  Forward-looking  statements can be identified  with words and
phrases such as "believes,"  "expects,"  "anticipates,"  "should,"  "estimates,"
"foresees"  or other  words and  phrases  of  similar  meaning.  Forward-looking
statements  appear  throughout this Form 10-Q and include  statements  regarding
Company  plans,  beliefs or current  expectations  with  respect to, among other
things:  profitability,  planned capital expenditures;  estimates of oil and gas
production,  estimates  of future oil and gas prices;  estimates  of oil and gas
reserves;  future  financial  condition or results of  operations;  and business
strategy and other plans and objectives for future  operations.  Forward-looking
statements  involve known and unknown risks and  uncertainties  that could cause
actual results to differ materially from those contained in any  forward-looking
statement.  While  the  Company  has  made  assumptions  that  it  believes  are
reasonable,  the  assumptions  that support its  forward-looking  statements are
based upon information that is currently available and is subject to change. All
forward-looking  statements in the Form 10-Q are qualified in their  entirety by
the  cautionary  statement  contained  in this  section.  The  Company  does not
undertake to update, revise or correct any of the forward-looking information.

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

Historically,  the  Company's  sources  of  funding  have  been  from  operating
activities, bank financing and the issuance of common stock.

The Company's  focus is on increasing  profit  margins  while  concentrating  on
obtaining  gas reserves with low cost  operations  by acquiring  and  developing
primarily gas properties with potential for long-lived production.

For the first  three  months  of fiscal  2004,  cash  flow from  operations  was
$503,270  compared to $220,298 for the first three  months of fiscal  2003.  The
cash flow from operations for the first three months of fiscal 2004 included the
effects of a decrease in accounts receivable and an increase in accounts payable
and accrued  expenses.  Cash of $174,317 was used for  additions to property and
equipment  and  cash  of  $250,000  was  used  to  pay on the  line  of  credit.
Accordingly, net cash increased $56,821.

                                     Page 9
<PAGE>

The Company has  acquired  and also is  reviewing  several  projects  for future
participation.  The  cost  of such  projects  would  be  funded,  to the  extent
possible,  with  existing  cash  balances  and cash  flow from  operations.  The
remainder may be funded through borrowings on the bank credit facility discussed
below.

At June 30,  2003,  the Company had working  capital of  approximately  $368,344
compared  to working  capital of  approximately  $389,179 at March 31,  2003,  a
decrease of $16,908.

The Company's  revolving credit agreement with Bank of America,  N.A.  ("Bank"),
was  amended  to  provide  for a credit  facility  of  $5,000,000,  subject to a
borrowing base  determination.  The borrowing  base was originally  decreased to
$2,200,000, with scheduled monthly reductions of the available borrowing base of
$25,581  per month  beginning  September  5,  2002,  and the  maturity  date was
originally  August 15, 2003. The borrowing base was  re-determined  on September
10, 2002 and  increased to  $2,586,000  with monthly  commitment  reductions  of
$33,150.  On November  15, 2002,  the  maturity  date was extended to August 15,
2004.  The  borrowing  base  was  re-determined  on this  date  and  reduced  to
$2,526,744 with monthly  commitment  reductions of $30,814 beginning on December
5, 2002. As of June 30, 2003, the balance  outstanding  under this agreement was
$1,900,000. No principal payments are anticipated to be required for fiscal 2004
to comply  with the  monthly  commitment  reductions.  A letter  of  credit  for
$50,000,  in lieu of a plugging bond with the Texas Railroad Commission covering
the properties the Company operates, is also outstanding under the facility. The
borrowing base is subject to redetermination on or about August 1, of each year.
Amounts borrowed under this agreement are  collateralized by the common stock of
Forman and the Company's oil and gas  properties.  Interest under this agreement
is payable  monthly  at prime  rate  (4.00% at June 30,  2003).  This  agreement
generally  restricts the Company's  ability to transfer assets or control of the
Company, incur debt, extend credit, change the nature of the Company's business,
substantially change management personnel or pay cash dividends.

The prices of natural gas and crude oil have fluctuated  significantly in recent
years as well as in recent  months.  Fluctuations  in price  have a  significant
impact on the Company's financial condition and liquidity.  However,  management
is of the  opinion  that cash  flow from  operations  and funds  available  from
financing will be sufficient to provide for its working capital requirements and
capital expenditures for the current fiscal year.

Results of Operations - Three Months Ended June 30, 2003 and 2002
-----------------------------------------------------------------

Net income before the cumulative  effect of an accounting  change increased from
$77,146 for the quarter  ended June 30, 2002 to $151,760  for the quarter  ended
June 30, 2003. The Company  recognized a cumulative  effect of accounting change
of $102,267,  net of tax related to the asset  retirement  obligation  effect on
prior years.

Oil and gas sales  increased  from $544,650 for the first quarter of fiscal 2003
to $767,060 for the same period of fiscal 2004. This increase of 41% or $222,410
resulted from higher oil and gas prices. Average gas prices increased from $2.96
per mcf for the  first  quarter  of  fiscal  2003 to $4.92  per mcf for the same
period of fiscal 2004,  while average oil prices  increased  from $23.87 per bbl
for the first quarter of fiscal 2003 to $26.90 for the same period of fiscal

                                    Page 10
<PAGE>

2004. Oil and gas production  quantities were 5,972 barrels ("bbls") and 135,870
thousand  cubic feet ("mcf") for the first quarter of fiscal 2003 and 5,518 bbls
and 125,649 mcf for the same  period of fiscal  2004,  a decrease of 8% for both
oil and gas production.

Other  income  decreased  from  $6,614 for the first  quarter of fiscal  2003 to
$1,266 for the same period of fiscal 2004. The Company  recovered  $5,000 from a
previously written off bad debt in the first quarter of fiscal 2003.

Production  costs  increased  72% from  $156,604 for the first quarter of fiscal
2003 to  $268,692  for the same  period of fiscal  2004.  This was the result of
increased repairs to operated wells during the quarter and increased  production
taxes due to the higher sales price.

General and  administrative  expenses  decreased 17% from $139,008 for the first
quarter of fiscal 2003 to $115,978 for the same period of fiscal  2004.  This is
primarily the result of a decrease in consulting and contract services for first
quarter of fiscal 2004.

Depreciation,  depletion and amortization  based on production and other methods
increased  35%,  from  $123,523 for the first quarter of fiscal 2003 to $166,219
for the same  period of fiscal  2004  primarily  due to a  decrease  in  company
reserves.

Interest expense increased 44% from $20,849 for the first quarter of fiscal 2003
to $30,104 for the same period of fiscal 2004,  due to increased  borrowings and
$5,824 of accretion expense for the asset retirement obligation.

Open Disclosure Issues with the Securities and Exchange Commission
------------------------------------------------------------------

The Company is aware that the Staff of the SEC, in  consultation  with the Staff
of  the  Financial   Accounting   Standards   Board,   is  considering   certain
implementation issues in the application of provisions of Statement of Financial
Accounting Standards No. 141, Business Combinations,  and Statement of Financial
Accounting  Standards No. 142,  Goodwill and Other  Intangible  Assets (SFAS No.
142),  to  companies  in  the  extractive  industries,  including  oil  and  gas
companies.  The Staff of the SEC is  considering  whether  SFAS No. 142 requires
registrants to reclassify costs  associated with mineral rights,  including both
proved and unproved  leasehold  acquisition  costs, as intangible  assets in the
balance  sheet,  apart  from  other  capitalized  oil  and gas  property  costs.
Historically,  the Company and all other oil and gas companies have included the
cost of these oil and gas leasehold interests as part of oil and gas properties.
The Staff is also  considering  whether  SFAS No. 142  requires  registrants  to
provide the  additional  disclosures  prescribed by SFAS No. 142 for  intangible
assets for costs associated with mineral rights.

The  reclassification of these amounts would not affect the method in which such
costs are  amortized or the manner in which the Company  assesses  impairment of
capitalized  costs.  As a  result,  net  income  would  not be  affected  by the
reclassification.

       ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The  primary  sources of market  risk for the Company  include  fluctuations  in
commodity

                                    Page 11
<PAGE>

prices and interest  rate  fluctuations.  At June 30, 2003,  the Company had not
entered  into any  hedge  arrangements,  commodity  swap  agreements,  commodity
futures,  options or other similar agreements  relating to crude oil and natural
gas.

At June 30, 2003,  the Company had an  outstanding  loan  balance of  $1,900,000
under its $5.0 million revolving credit  agreement,  which bears interest at the
prime  rate,  which  varies  from  time to  time.  If the  interest  rate on the
Company's  bank  debt  increases  or  decreases  by one  percentage  point,  the
Company's annual pretax income would change by $19,000, based on the outstanding
balance at June 30, 2003.

Credit Risk.  Credit risk is the risk of loss as a result of  nonperformance  by
other parties of their  contractual  obligations.  The Company's  primary credit
risk is related to oil and gas  production  sold to various  purchasers  and the
receivables  generally  are  uncollateralized.  At June 30, 2003,  the Company's
largest  credit risk  associated  with any single  purchaser was  $115,732.  The
Company has not experienced any significant credit losses.

Volatility of Oil and Gas Prices. The Company's revenues,  operating results and
future rate of growth are highly dependent upon the prevailing market prices of,
and demand for, oil and natural gas. These commodity  prices are subject to wide
fluctuations  and market  uncertainties  due to a variety  of  factors  that are
beyond  our  control.  These  factors  include  the level of global  demand  for
petroleum  products,  foreign  supply of oil and gas, the  establishment  of and
compliance  with  production   quotas  by  oil  exporting   countries,   weather
conditions,  the  price and  availability  of  alternative  fuels,  and  overall
economic  conditions,  both foreign and  domestic.  The Company  cannot  predict
future oil and gas prices with any degree of  certainty.  Sustained  weakness in
oil and gas prices may  adversely  affect our ability to obtain  capital for our
exploration  and  development  activities  and may  require a  reduction  in the
carrying  value  of  the  Company's  oil  and  gas  properties.   Similarly,  an
improvement  in oil and gas prices can have a favorable  impact on the Company's
financial condition, results of operations and capital resources.

                         ITEM 4. CONTROLS AND PROCEDURES

The Company's Chief Executive Officer and Chief Financial Officer (its principal
executive officer and principal financial officer, respectively) have concluded,
based on  their  evaluation  as of a date  within  90 days  prior to the date of
filing of this  quarterly  report,  that the Company's  disclosure  controls and
procedures are effective to ensure that information  required to be disclosed by
it in reports  filed or  submitted  by it under the  Securities  Exchange Act of
1934, as amended,  is recorded,  processed,  summarized and reported  within the
time periods  specified in the SEC's rules and forms, and includes  controls and
procedures designed to ensure that information required to be disclosed by it in
such  reports is  accumulated  and  communicated  to the  Company's  management,
including  its  Chief  Executive  Officer  and  Chief  Financial   Officer,   as
appropriate to allow timely decisions regarding required disclosure.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
the evaluation.

PART II - OTHER INFORMATION

Item 1.   Legal proceedings
          -----------------

          None.

Item 2.   Changes in securities
          ---------------------

          None.

                                    Page 12
<PAGE>

Item 3.   Defaults upon senior securities
          -------------------------------

          None.

Item 4.   Submission of matters to a vote of security holders
          ---------------------------------------------------

          None.

Item 5.   Other Information
          -----------------

          None.

Item 6.   Exhibits and Reports on Form 8-K
          --------------------------------

          a)   Exhibits

          99.1 Certification  Pursuant  to 18 U.S.C.  Section  1350,  as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

          99.2  Certification  Pursuant to 18 U.S.C.  Section  1350,  as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

                                   SIGNATURES

Pursuant to the  requirements  of the  Securities  and Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                        MEXCO ENERGY CORPORATION
                                        (Registrant)

Dated: August 11, 2003                  /s/ Nicholas C. Taylor
                                        -------------------------------
                                        Nicholas C. Taylor
                                        President


Dated: August 11, 2003                  /s/ Tamala L. McComic
                                        -------------------------------
                                        Tamala L. McComic
                                        Vice President, Treasurer and
                                        Assistant Secretary

                                    Page 13
<PAGE>

                                 CERTIFICATIONS

I,  Nicholas C. Taylor,  President and Chief  Executive  Officer of Mexco Energy
Corporation, certify that:

1.   I have  reviewed  this  quarterly  report  on  Form  10-Q of  Mexco  Energy
     Corporation;

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

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

4.   The  registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

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

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

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

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

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

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

August 11, 2003                         /s/ Nicholas C. Taylor
                                        ---------------------------
                                        Nicholas C. Taylor
                                        President and Director


                                    Page 14
<PAGE>

I, Tamala L. McComic, certify that:

1.   I have  reviewed  this  quarterly  report  on  Form  10-Q of  Mexco  Energy
     Corporation;

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

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

4.   The  registrant's  other  certifying  officers  and I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

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

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

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

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):

     a.   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

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

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

August 11, 2003                         /s/ Tamala L. McComic
                                        ---------------------------
                                        Tamala L. McComic
                                        Vice President, Treasurer and
                                        Assistant Secretary

                                    Page 15
<PAGE>