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 September 30, 2002

                          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)


                                 (915) 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:
                1,737,322 shares outstanding at November 7, 2002

<PAGE>

                            MEXCO ENERGY CORPORATION

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

                                                                            Page
                                                                            ----

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

     Item 1.   Consolidated Balance Sheets as of September 30, 2002
               (Unaudited) and March 31, 2002                                  3

               Consolidated Statements of Operations (Unaudited) for
               the three and six months ended September 30, 2002 and
               September 30, 2001                                              4

               Consolidated Statements of Cash Flows (Unaudited) for
               the six months ended September 30, 2002 and
               September 30, 2001                                              5

               Notes to Unaudited Consolidated Financial Statements            6

     Item 2.   Management's Discussion and Analysis of Financial Condition
               and Results of Operations                                       8

     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
----------

CERIFICATIONS                                                                 15
-------------

                                     Page 2
<PAGE>

                     MEXCO ENERGY CORPORATION AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS


                                                   September 30,     March 31,
                                                       2002            2002
                                                   ------------    ------------
                                                    (Unaudited)
ASSETS
------
Current assets:
   Cash and cash equivalents                       $     37,541    $     44,958
   Accounts receivable:
     Oil and gas sales                                  278,250         229,257
     Trade                                               72,269          49,644
     Related parties                                      1,380             523
    Income taxes receivable                              52,015         104,030
   Prepaid expenses                                      33,449          24,124
                                                   ------------    ------------
       Total current assets                             474,904         452,536

   Property and equipment, at cost:
   Oil and gas properties and equipment,
     using full cost method, pledged                 14,685,100      13,886,798
   Office and computer equipment
     and software                                        31,600          28,781
                                                   ------------    ------------
                                                     14,716,700      13,915,579
   Less accumulated depreciation,
     depletion and amortization                       8,266,647       8,020,150
                                                   ------------    ------------
       Property and equipment, net                    6,450,053       5,895,429
                                                   ------------    ------------
   Total assets                                    $  6,924,957    $  6,347,965
                                                   ============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
   Current liabilities:
      Accounts payable and accrued expenses        $    314,476    $    105,332
                                                   ------------    ------------

       Total current liabilities                        314,476         105,332

   Long-term debt                                     2,030,000       1,710,000

   Deferred income tax liability                        299,997         256,591

   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 September 30, 2002 and
      March 31,2002                                     883,283         883,283
   Additional paid in capital                         3,628,373       3,599,045
   Retained earnings                                   (108,786)       (206,286)
   Treasury stock, at cost (29,244 shares)             (122,386)             --
                                                   ------------    ------------
       Total stockholders' equity                     4,280,484       4,276,042
                                                   ------------    ------------
   Total liabilities and stockholders'
     equity                                        $  6,924,957    $  6,347,965
                                                   ============    ============

                    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 and Six Months ended September 30, 2002 and 2001
                                   (Unaudited)

<TABLE>
<CAPTION>
                                            Three Months Ended               Six Months Ended
                                               September 30                    September 30
                                           2002            2001            2002            2001
                                       ----------------------------    ----------------------------
Operating revenue:
<S>                                    <C>             <C>             <C>             <C>
   Oil and gas sales                   $    512,180    $    434,798    $  1,056,830    $  1,029,549
   Other                                      2,838           2,723           9,452           4,431
                                       ------------    ------------    ------------    ------------
      Total operating revenue               515,018         437,521       1,066,282       1,033,980

Operating costs and expenses:
   Oil and gas production                   232,605         213,702         389,209         371,105

   Depreciation, depletion
      and amortization                      122,975         114,634         246,498         205,830
   General and administrative               107,755          76,137         246,763         190,304
                                       ------------    ------------    ------------    ------------
      Total operating costs
          and expenses                      463,335         404,473         882,470         767,239
                                       ------------    ------------    ------------    ------------
                                             51,683          33,048         183,812         266,741

Other income and (expenses):
   Interest income                              118           1,413             244           1,670
   Interest expense                         (22,297)        (12,185)        (43,146)        (22,713)
                                       ------------    ------------    ------------    ------------
      Net other income and expenses         (22,179)        (10,772)        (42,902)        (21,043)
                                       ------------    ------------    ------------    ------------
Income before income taxes                   29,504          22,276         140,910         245,698

Income tax expense (current)                     --              --              --              --
Income tax expense (deferred)                 9,146          48,288          43,406          72,857
                                       ------------    ------------    ------------    ------------
Net income                             $     20,358    ($    26,012)   $     97,504    $    172,841
                                       ============    ============    ============    ============

Net income per share:
   Basic                               $       0.01    ($      0.01)   $       0.06    $       0.10
   Diluted                             $       0.01    ($      0.01)   $       0.06    $       0.10


Weighted average shares outstanding:
   Basic                                  1,737,329       1,771,146       1,745,787       1,771,146
   Diluted                                1,739,900       1,771,146       1,750,440       1,771,146
</TABLE>

                    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 Six Months ended September 30, 2002 and 2001
                                   (Unaudited)

                                                       2002            2001
Cash flows from operating activities:
   Net income                                      $     97,504    $    172,841
   Adjustments to reconcile net income
       to net cash provided by operating
       activities:
   Increase in deferred income taxes                     43,406          83,834
       Stock-based compensation                          29,325          24,736
       Depreciation, depletion and
           amortization                                 246,498         205,830
       (Increase) decrease in
           accounts receivable                          (20,462)        211,452
       Increase in accounts payable
           and accrued expenses                          95,556         167,120
       (Increase)decrease in prepaid expenses            (9,325)         32,682
       Increase(decrease)in income taxes payable             --         (51,637)
                                                   ------------    ------------
       Net cash provided by operating
           activities                                   482,502         846,858

Cash flows from investing activities:
   Additions to property and equipment                 (687,533)     (1,589,934)
                                                   ------------    ------------
       Net cash used in investing
           activities                                  (687,533)     (1,589,934)

Cash flows from financing activities:
     Acquisition of treasury stock                     (122,386)             --
     Principal borrowings on
       long-term debt                                   320,000         400,000
                                                   ------------    ------------
   Net cash provided by financing activities            197,614         400,000
                                                   ------------    ------------

Net decrease in cash                                     (7,417)       (343,076)

Cash, beginning of the period                            44,958         378,816
                                                   ------------    ------------

Cash, end of period                                $     37,541    $     35,740
                                                   ============    ============

Interest paid                                      $     42,239    $     22,654
Income taxes paid                                  $         --    $     66,668

                    The accompanying note is an integral part
                    of the consolidated financial statements.

                                     Page 4
<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  September  30,  2002,  and the
results of its operations and cash flows for the interim periods ended September
30, 2002 and 2001. 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 generally accepted  accounting  principles 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.

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)  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 and six-month periods ended September 30, 2002 and 2001.

                                     Page 6
<PAGE>

                                    Three Months Ended       Six Months Ended
                                       September 30            September 30
                                     2002        2001        2002        2001
                                   ---------------------   ---------------------
Weighted average number of
  common shares outstanding        1,737,329   1,771,146   1,745,787   1,771,146
Incremental shares from the
  assumed exercise of dilutive
  stock options                        2,571          --       4,653          --
                                   ---------   ---------   ---------   ---------
Dilutive potential common shares   1,739,900   1,771,146   1,750,440   1,771,146

     Options to purchase 200,000 and 210,000 shares outstanding at September 30,
2002 and September 30, 2001, respectively,  were not included in the computation
of diluted net income per share  because  either (i) the  exercise  price of the
options was greater  than the average  market  price of the common  stock of the
Company,  or (ii) the Company  had a net loss from  continuing  operations  and,
therefore, the effect would be antidilutive.

     Weighted average number of common shares outstanding and earnings per share
have been  adjusted  to reflect the 10% stock  dividend  effected on February 1,
2002.

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

     There is no current  income tax expense  for the three or six months  ended
September 30, 2002 due to a tax loss carryforward of approximately $283,000 from
the year ending March 31, 2002. During the quarter ended September 30, 2002, the
Company's tax provisions  were less than expected at statutory  rates because of
statutory  depletion in excess of cost basis and the effect of graduated  rates.
For the quarter  ended  September  30,  2001,  income tax expense is higher than
statutory rates due to a correction of a prior quarter estimate.

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

During the quarter ended  September 30, 2002, the board of directors  authorized
the purchase of 300 shares of the  Company's  common stock  totaling  $1,860 for
treasury.  Through the end of the second quarter,  the Company has used $122,386
and purchased 29,244 shares of its common stock for treasury.

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

On November 12, 2002,  the Company's  revolving  credit  agreement  with Bank of
America,  N.A.  ("Bank"),  which  originally  matured  on August 15,  2003,  was
extended  for one year.  The  financial  statements  were  prepared  using  this
extended date of maturity, August 15, 2004.

Recently Issued Accounting Pronouncements
-----------------------------------------

In June 2001, the Financial  Accounting Standards Board (FASB) issued Statements
of Financial  Accounting  Standards No. 141 "Business  Combinations" and No. 142
"Goodwill and Other Intangible Assets". Statement 141 requires that all business
combinations  initiated  after June 30, 2001 be accounted for under the purchase
method and  Statement  142  requires  that  goodwill no longer be  amortized  to
earnings, but instead be reviewed for impairment. As of September 30, 2002 there
is no impact on the Company's financial statements,  as no business combinations
have been entered into,  thus the potential for  associated  goodwill  currently
does not exist.

In June 2001, the FASB issued Statement No. 143 "Accounting for Asset Retirement
Obligations"  which establishes  requirements for the accounting of removal-type
costs  associated with asset  retirements.  The standard is effective for fiscal
years

                                     Page 7
<PAGE>

beginning  after June 15,  2002,  with  earlier  application  encouraged.  As of
September 30, 2002, the Company  expects no impact to the financial  statements,
upon adoption.

On  October 3, 2001,  the FASB  issued  Statement  No. 144  "Accounting  for the
Impairment or Disposal of Long-Lived Assets". This pronouncement  supercedes FAS
121  "Accounting  for the  Impairment  of Long-Lived  Assets and for  Long-Lived
Assets to be Disposed"  and  eliminates  the  requirement  of  Statement  121 to
allocate  goodwill to long-lived  assets to be tested for impairment.  Statement
144 also describes a probability-weighted  cash flow estimation approach to deal
with situations in which  alternative  courses of action to recover the carrying
amount of a long-lived asset are under consideration or a range is estimated for
the amount of possible  future cash flows.  The  statement  also  establishes  a
"primary-asset"  approach to  determine  the cash flow  estimation  period for a
group of assets and  liabilities  that  represents  the unit of accounting for a
long-lived  asset to be held and used.  The  provisions  of this  Statement  are
effective  for  financial  statements  issued for fiscal years  beginning  after
December 15, 2001,  and interim  periods  within those fiscal years,  with early
adoption  encouraged.  There is no  current  impact to the  Company's  financial
statements from the adoption of this pronouncement.

In April 2002, the FASB issued Statement No. 145, "Rescission of FASB Statements
No.  4,  44,  and  64,  Amendment  of  FASB  Statement  No.  13,  and  Technical
Corrections."  SFAS No. 145, which is effective for fiscal years beginning after
May 15, 2002, most  significantly,  eliminates the requirement under Statement 4
to aggregate all gains and losses from extinguishments of debt, and if material,
be  classified  as an  extraordinary  item.  As a result,  gains and losses from
extinguishments of debt should be classified as extraordinary items only if they
meet the  criteria in Opinion 30.  Applying  the  provisions  of Opinion 30 will
distinguish  transactions that are part of an entity's recurring operations from
those  that  are  unusual  or   infrequent   or  that  meet  the   criteria  for
classification  as an  extraordinary  item.  There is no  current  impact to the
Company's financial statements from the adoption of this pronouncement.

In June  2002,  the  FASB  issued  Statement  No.  146,  "Accounting  for  Costs
Associated with Exit or Disposal Activities." The standard requires companies to
recognize  costs  associated  with  exit or  disposal  activities  when they are
incurred  rather than at the date of a commitment  to an exit or disposal  plan.
Statement  146 is to be applied  prospectively  to exit or  disposal  activities
initiated  after  December  31,  2002.  The  Company  expects  no  impact to its
financial  statement as the Company does not anticipate  exiting or disposing of
any of its activities.

                     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 our
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;  our future  financial  condition  or results of  operations;  and our
business  strategy  and  other  plans  and  objectives  for  future  operations.
Forward-looking statements involve

                                     Page 8
<PAGE>

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  our   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 six months of fiscal 2003,  cash flow from operations was $482,502
compared to $846,858 for the first six months of fiscal 2002. The cash flow from
operations  for the first six months of fiscal 2003  included  the effects of an
increase in deferred  income taxes,  prepaid  expenses and accounts  receivable.
Cash of $687,533 was used for  additions to property and  equipment  and cash of
$122,386  was used to  acquire  treasury  stock,  of which  $320,000  came  from
borrowings. Accordingly, net cash decreased $7,417.

In fiscal 2002,  the board of directors  authorized the use of up to $250,000 to
repurchase  shares of the  Company's  stock.  During  fiscal  2002,  the Company
repurchased  22,533  shares,  at an aggregate  cost of $91,231.  Of these shares
18,400 were reissued in exchange for oil and gas lease rights  representing  368
net mineral acres valued at  approximately  $83,000.  The remaining 4,133 shares
were  cancelled.  For fiscal 2003, the board of directors has authorized the use
of up to $250,000 to repurchase  shares of the Company's  common stock of which,
through  the end of the  second  quarter,  the  Company  has used  $122,386  and
purchased 29,244 shares of its common stock for treasury.

In March 2002,  the Company  acquired  867 gross  acres,  605 net acres in Pecos
County, Texas for approximately  $107,000. The Company had possible 5 re-entries
and 4 proven  undeveloped  drilling  locations on this acreage.  An  engineering
study by reservoir engineers estimate significant proven undeveloped reserves to
this acreage.  Development of these properties has begun in fiscal 2003 with the
re-entry of 4 abandoned  wellbores.  One of these wellbores was re-entered at an
approximate  cost to the  Company of $45,000  and is  currently  shut-in  due to
mechanical  problems  with the casing.  The second  re-entry was completed at an
approximate  cost to the Company of $164,000 and is currently on  production  at
initial  rates of 10  barrels  ("bbls")  of oil per day.  The third  and  fourth
re-entries have been completed at an approximate cost to the Company of $275,000
and are currently on production at combined  initial rates of 12 bbls of oil per
day and 47 thousand cubic feet of gas ("mcf") per day. Additional  opportunities
are being evaluated in this area.

During the second quarter the Company  participated in the drilling of two wells
by outside operators.  One well is an offset to a well the Company currently has
an interest in,  located in Nolan  County.  The well has been  completed  and is
currently  on  production.  The  combined  production  of the two wells in Nolan
County  initially was  approximately  100 bbls of oil per day and 100 mcf of gas
per day.  The  Company  has a 12.5%  working  interest  and a 9.75% net  revenue
interest in each well. The approximate  cost to the Company for the new well was
$21,000.  Additional  opportunities are being evaluated in this area. The second
well, in Reeves County,  is a sidetrack from an existing  wellbore.  The well is
completed and currently  producing  approximately  2 million cubic feet ("mmcf")
per day. The Company has a 4% working

                                     Page 9
<PAGE>

interest and a 3% net revenue interest in this well. The approximate cost to the
Company was $32,000.

The Company has acquired and also is reviewing several other 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 September 30, 2002, the Company had working capital of approximately $160,428
compared  to working  capital of  approximately  $347,204 at March 31,  2002,  a
decrease of  $186,776,  due  primarily  to an  increase in accounts  payable and
accrued liabilities.

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. On November 12, 2002, the maturity date was extended
to August 15, 2004. The borrowing base was  re-determined  on September 10, 2002
and increased to $2,586,000 with monthly commitment reductions of $33,150. As of
September 30, 2002, the balance outstanding under this agreement was $2,030,000.
No principal  payments are  anticipated to be required for fiscal 2003. 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 (4.75% at September  30,
2002).  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 September 30, 2002 and 2001
----------------------------------------------------------------------

Net income  increased from a net loss of $26,012 for the quarter ended September
30,  2001 to a profit of $20,358  for the  quarter  ended  September  30,  2002.
Individual categories of income and expense are discussed below.

Oil and gas sales  increased from $434,798 for the second quarter of fiscal 2002
to $512,180 for the same period of fiscal 2003.  This increase of 18% or $77,382
resulted from higher oil and gas prices and  increased  oil and gas  production.
Average gas prices increased from $2.76 per mcf for the second quarter of fiscal
2002 to $2.89 per mcf for the same  period of fiscal  2003,  while  average  oil
prices  increased  from  $24.80 per bbl for the first  quarter of fiscal 2002 to
$26.15 for the same period of fiscal  2003.  Oil and gas  production  quantities
were 5,074  barrels  ("bbls")  and 111,840  thousand  cubic feet ("mcf") for the
second quarter of fiscal 2002 and 5,295 bbls and 129,428 mcf for the same period
of fiscal 2003, an increase of 4% and 16%, respectively.

Production  costs  increased 9% from  $213,702 for the second  quarter of fiscal
2002 to $232,605 for the same period of fiscal  2003.  This was the result of an
increased number of repairs to operated wells during the quarter.

                                     Page 10
<PAGE>

General and  administrative  expenses  increased 42% from $76,137 for the second
quarter of fiscal 2002 to $107,755 for the same period of fiscal  2003.  This is
primarily the result of an increase in financial consulting,  engineering,  land
and geological services during the quarter.

Depreciation,  depletion and amortization  based on production and other methods
increased  7%, from  $114,634 for the second  quarter of fiscal 2002 to $122,975
for the same period of fiscal 2003 primarily due to a greater amount of reserves
attributable to proved undeveloped properties with significant development costs
and increased production during the second quarter.

Interest  expense  increased  83% from $12,185 for the second  quarter of fiscal
2002 to $22,297 for the same period of fiscal 2003, due to increased borrowings.

Results of  Operations - Six Months Ended  September  30, 2002 and September 30,
--------------------------------------------------------------------------------
2001
----

Net income decreased 44%, from a net profit of $172,841 for the six months ended
September 30, 2001 to a net profit of $97,504 for the six months ended September
30, 2002. Individual categories of income and expense are discussed below.

Oil  and gas  sales  increased  3% from  $1,029,549  for  the six  months  ended
September 30, 2001 to $1,056,830  for the same period of fiscal 2003,  primarily
because of increased production. Average gas prices decreased from $3.55 per mcf
for the first six months of fiscal  2002 to $2.92 per mcf for fiscal  2003,  and
average  oil prices  increased  from  $24.77 per bbl for the first six months of
fiscal 2002 to $24.94 for fiscal 2003.  Oil and gas production  quantities  were
9,566 bbls and  223,093  mcf for the first six months of fiscal  2002 and 11,267
bbls and 265,297 for fiscal 2003, an increase of 18% and 19%, respectively.

Production  costs  increased 5% from $371,105 for the six months ended September
30, 2002 to $389,209 for the same period of fiscal 2003.  This was the result of
an  increased  number of wells and repairs to operated  wells  during the second
quarter.

Depreciation,  depletion and amortization  based on production and other methods
increased 20%, from $205,830 for the first six months of fiscal 2002 to $246,498
for the same period of fiscal 2003 primarily due to a greater amount of reserves
attributable  to proved  undeveloped  properties  with  significant  development
costs.

Interest  expense  increased 90% from $22,713 for the first six months of fiscal
2002 to $43,146 for the same period of fiscal 2003, due to increased borrowings.

Recently Issued Accounting Pronouncements
-----------------------------------------

In June 2001, the Financial  Accounting Standards Board (FASB) issued Statements
of Financial  Accounting  Standards No. 141 "Business  Combinations" and No. 142
"Goodwill and Other Intangible Assets". Statement 141 requires that all business
combinations  initiated  after June 30, 2001 be accounted for under the purchase
method and  Statement  142  requires  that  goodwill no longer be  amortized  to
earnings, but instead be reviewed for impairment. As of September 30, 2002 there
is no impact on the Company's financial statements,  as no business combinations
have been entered into,  thus the potential for  associated  goodwill  currently
does not exist.

In June 2001, the FASB issued Statement No. 143 "Accounting for Asset Retirement
Obligations"  which establishes  requirements for the accounting of removal-type
costs  associated with asset  retirements.  The standard is effective for fiscal
years beginning after June 15, 2002, with earlier application encouraged.  As of
September 30, 2002, the Company  expects no impact to the financial  statements,
upon adoption.

                                    Page 11
<PAGE>

On  October 3, 2001,  the FASB  issued  Statement  No. 144  "Accounting  for the
Impairment or Disposal of Long-Lived Assets". This pronouncement  supercedes FAS
121  "Accounting  for the  Impairment  of Long-Lived  Assets and for  Long-Lived
Assets to be Disposed"  and  eliminates  the  requirement  of  Statement  121 to
allocate  goodwill to long-lived  assets to be tested for impairment.  Statement
144 also describes a probability-weighted  cash flow estimation approach to deal
with situations in which  alternative  courses of action to recover the carrying
amount of a long-lived asset are under consideration or a range is estimated for
the amount of possible  future cash flows.  The  statement  also  establishes  a
"primary-asset"  approach to  determine  the cash flow  estimation  period for a
group of assets and  liabilities  that  represents  the unit of accounting for a
long-lived  asset to be held and used.  The  provisions  of this  Statement  are
effective  for  financial  statements  issued for fiscal years  beginning  after
December 15, 2001,  and interim  periods  within those fiscal years,  with early
adoption  encouraged.  There is no  current  impact to the  Company's  financial
statements from the adoption of this pronouncement.

In April 2002, the FASB issued Statement No. 145, "Rescission of FASB Statements
No.  4,  44,  and  64,  Amendment  of  FASB  Statement  No.  13,  and  Technical
Corrections."  SFAS No. 145, which is effective for fiscal years beginning after
May 15, 2002, most  significantly,  eliminates the requirement under Statement 4
to aggregate all gains and losses from extinguishments of debt, and if material,
be  classified  as an  extraordinary  item.  As a result,  gains and losses from
extinguishments of debt should be classified as extraordinary items only if they
meet the  criteria in Opinion 30.  Applying  the  provisions  of Opinion 30 will
distinguish  transactions that are part of an entity's recurring operations from
those  that  are  unusual  or   infrequent   or  that  meet  the   criteria  for
classification  as an  extraordinary  item.  There is no  current  impact to the
Company's financial statements from the adoption of this pronouncement.

In June  2002,  the  FASB  issued  Statement  No.  146,  "Accounting  for  Costs
Associated with Exit or Disposal Activities." The standard requires companies to
recognize  costs  associated  with  exit or  disposal  activities  when they are
incurred  rather than at the date of a commitment  to an exit or disposal  plan.
Statement  146 is to be applied  prospectively  to exit or  disposal  activities
initiated  after  December  31,  2002.  The  Company  expects  no  impact to its
financial  statement as the Company does not anticipate  exiting or disposing of
any of its activities.

       ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The  primary  sources of market  risk for the Company  include  fluctuations  in
commodity  prices and interest rate  fluctuations.  At September  30, 2002,  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 September 30, 2002, the Company had an outstanding loan balance of $2,030,000
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 $20,030, based on the outstanding
balance.

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 September 30, 2002, the Company's
largest  credit risk  associated  with any single  purchaser  was  $59,575.  The
Company has not experienced any significant credit losses.

                                    Page 12
<PAGE>

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
          ---------------------

          Refer to Note A in Notes to Consolidated  Financial  Statements  under
          the heading Stockholders' Equity.

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

          None.

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

          None.

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

          None.

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

                                    Page 14
<PAGE>

          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.

          b)   Reports on Form 8-K - No  reports  on Form 8-K were filed  during
               the quarter ended September 30, 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: November 12, 2002           /s/ Nicholas C. Taylor
                                   ----------------------------------
                                   Nicholas C. Taylor
                                   President



Dated: November 12, 2002           /s/ Tamala L. McComic
                                   ----------------------------------
                                   Tamala L. McComic
                                   Treasurer, Controller and Assistant Secretary

                                    Page 14
<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

                                    Page 15
<PAGE>

     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.

November 12, 2002                  /s/ Nicholas C. Taylor
                                   ----------------------------------
                                   Nicholas C. Taylor
                                   President and Director

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.

November 12, 2002                  /s/ Tamala L. McComic
                                   ----------------------------------
                                   Tamala L. McComic
                                   Treasurer, Controller and Assistant Secretary