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


                                  FORM 10-QSB/A
                                  First Amended

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

                 For the quarterly period ended: March 31, 2004

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

           For the transition period from ____________ to ____________
                         Commission file number: 0-49670

                              OXFORD VENTURES, INC.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

           Nevada                                            n/a
--------------------------------------------------------------------------------
(State or other jurisdiction of              (IRS Employee Identification No.)
incorporation or organization)

                 4655 East Ivy Street, Suite 101, Mesa, AZ 85215
                -------------------------------------------------
                    (Address of principal executive offices)

                            (480) 924-4123 (Issuer's
                           --------------------------
                                telephone number)

APPLICABLE ONLY TO CORPORATE ISSUERS

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

    Common Stock, $0.001 par value                        148,017,847
--------------------------------------         --------------------------------
               (Class)                         (Outstanding as of May 21, 2004)

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]


                                       1
<PAGE>




                              OXFORD VENTURES, INC.
                                  FORM 10-QSB/A
                                      INDEX



Part I        Financial Information                                    Page

Item 1. Financial Statements:

         Condensed Balance Sheets
         March 31, 2004 (unaudited) and December 31, 2003-Restated ......... 3

         Unaudited Condensed Statements of Operations for the three months
         ended March 31, 2004 and 2003, and cumulative from inception
         on September 17, 1987 through March 31, 2004-Restated ............. 4

         Unaudited Condensed Statements of Cash Flows for the three months
         ended March 31, 2004 and 2003, and cumulative from inception
         on September 17, 1987 through March 31, 2004-Restated ............. 5

         Condensed  Statements of  Stockholders'  Equity from inception on
         September 17, 1987 through March 31, 2004 (unaudited-restated) .... 6-7

         Notes to Financial Statements (unaudited) ........................ 8-10

Item 2.  Management's Discussion and Analysis or Plan of Operation.......... 10

Item 3.  Controls and Procedures............................................ 11

Part II  OTHER INFORMATION

Item 1.  Legal Proceedings.................................................. 12

Item 2.  Change in Securities............................................... 12

Item 3.  Defaults upon Senior Securities.................................... 12

Item 4.  Submission of Matters to a Vote of Security Holders................ 12

Item 5.  Other Information.................................................. 12

Item 6.  Exhibits and Reports on Form 8-K................................... 12

Signatures.................................................................. 12

                                       2
<PAGE>
Part I Financial Information

   Item 1. Financial Statements:

                              OXFORD VENTURES, INC.
                         ( a Development Stage Company)
                            CONDENSED BALANCE SHEETS

                                     ASSETS
                                     ------
                                                     March 31,     December 31,
                                                         2004           2003
                                                  -------------- --------------
Current Assets-                                         Restated       Restated
  Cash                                             $      45,244  $         872
  Loan receivable                                         15,000
  Prepaid expense                                          7,764
  Deferred charge                                                        12,228
                                                  -------------- --------------
             Total  current assets                         68,008         13,099

Equipment, at cost                                        10,368

Other Assets
  Related party advances                                 125,000
  Deposits                                                10,700         10,600
                                                  -------------- --------------

                                                   $     214,076  $      23,699
                                                  ============== ==============

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      -------------------------------------

Current Liabilities
  Accrued payroll                                  $           -  $       5,000
  Accounts payable                                        19,312
  Accounts payable-related party                          14,881
  Shareholder advances                                    62,561         19,745
                                                  -------------- --------------
            Total  current liabilities                    96,754         24,745
                                                  -------------- --------------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)

     Common stock                                        148,168        147,918
     Paid-in capital                                     303,853        213,978
     Contributed capital                                  10,950         10,950
     Subscriptions receivable                                          (132,185)
    (Deficit) accumulated during the
       development stage                                (345,649)      (241,707)
                                                  -------------- --------------
            Total Stockholders' Equity (Deficit)         117,322         (1,046)
                                                  -------------- --------------

                                                   $     214,076  $      23,698
                                                  ============== ==============

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                       3
<PAGE>

                              OXFORD VENTURES, INC.
                         ( a Development Stage Company)
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (unaudited)

                                                                   Cumulative
                                                                      from
                                                                  September 17,
                                                                      1987
                                           Three Months Ended      (Inception)
                                               March 31,                to
                                    ---------------------------      March 31,
                                           2004          2003          2004
                                    ------------- ------------- ---------------
                                        Restated                   (unaudited)
                                                                     Restated
REVENUE                              $          -  $          -  $            -
                                    ------------- ------------- ---------------

EXPENSES:
   General and administrative              67,267         1,157         194,812
   Equity in (loss) of unconsolidated
     subsidiary                                                          34,301
   Research and development                45,549                       116,531

   Interest                                                                   5
                                    ------------- ------------- ---------------

         Total Expenses                   112,817         1,157         345,649
                                    ------------- ------------- ---------------

NET (LOSS)                           $   (112,817) $     (1,157) $     (345,649)
                                    ============= ============= ===============

NET (LOSS) PER COMMON SHARE-Basic          *             *
                                    ============= =============
WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING          148,001,180    24,742,588
                                    ============= =============


* less than $.01 per share


                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                       4
<PAGE>

                              OXFORD VENTURES, INC.
                         ( a Development Stage Company)
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (unaudited)

<table>
<caption>
                                                                                      Cumulative
                                                                                         from
                                                                                     September 17,
                                                                                          1987
                                                            Three Months Ended        (Inception)
                                                                March 31,                  to
                                                     -----------------------------      March 31,
                                                            2004           2003           2004
                                                     -------------- -------------- ----------------
                                                         Restated                        Restated
<S>                                                         <C>             <C>              <C>
OPERATING ACTIVITIES:
   Net (loss) from operations                         $    (112,817) $     (1,157)  $      (345,649)
        Contributed capital                                                    300           10,950
        Impairment loss provided by stock issuance                                              500
        Stock issued for services                                                            40,287
   Adjustments to reconcile net (loss) to net
     cash used by operating activities:
        Changes in:
               Prepaid expense                               (7,764)                         (7,764)
               Deferred charge                               12,228
               Accounts payable                              34,193            (58)          34,193
               Accrued payroll                               (5,000)           625
                                                     -------------- -------------- ----------------

        Net Cash (Used) by Operating Activities             (79,161)          (290)        (267,484)
                                                     -------------- -------------- ----------------
INVESTING ACTIVITIES:
      Increase in loans receivable                          (15,000)                        (15,000)
      Equipment                                             (10,368)                        (10,368)
      Increase in related party advances                   (125,000)                       (125,000)
      Increase in deposits                                     (100)                        (10,700)
                                                     -------------- -------------- ----------------

        Net Cash (Used) by Financing Activities            (150,468)                       (161,068)
                                                     -------------- -------------- ----------------
 FINANCING ACTIVITIES:
     Proceeds from subordinated convertible debentures                                       15,000
     Shareholder advances and loans                          42,816            290           62,561
     Proceeds from common stock,net                         231,185                         396,234
                                                     -------------- -------------- ----------------

        Net Cash From Financing Activities                  274,001            290          473,795
                                                     -------------- -------------- ----------------

NET INCREASE IN CASH                                         44,372              -           45,244

CASH, beginning of period                                       872                               -
                                                     -------------- -------------- ----------------

CASH, end of period                                   $      45,244  $           -  $        45,244
                                                     ============== ==============  ===============
Supplemental Schedule of Noncash
   Investing and Financing Activities:
              Stock issued for loan reductions                                        $      34,745
                                                                                    ===============
</table>
                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                       5
<PAGE>

                              OXFORD VENTURES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                        STATEMENT OF STOCKHOLDERS' EQUITY


<table>
<caption>
                                                                                                               (Deficit)
                                                                                                              Accumulated
                                                       Common Stock                               Stock       During the
                                                ----------------------   Paid-in  Contributed  Subscriptions  Development
                                                     Shares    Amount    Capital    Capital     Receivable      Stage        Total
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
<S>                                                   <C>      <C>       <C>       <C>           <C>           <C>          <C>

Balance, at inception                                      -  $      -  $      -  $          -  $          -  $         -  $      -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1987                                 -         -         -             -             -            -         -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1988                                  -         -         -             -             -            -         -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1989                                 -         -         -             -             -            -         -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1990                                 -         -         -             -             -            -         -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1991                                 -         -         -             -             -            -         -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1992                                 -         -         -             -             -            -         -
  Stock issued for services at par,
   January 5,  April 22 and October 22                   812         1                                                            1
  Net (loss) for the year                                                                                              (1)       (1)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1993                               812         1         -             -             -           (1)        -
  Stock issued for services at par,
   January 13, July 5                                    101         -                                                            -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
                                                         913         1         -             -                         (1)        -
Balance, December 31, 1994
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1995                               913         1         -             -             -           (1)        -
  Net (loss) for the year
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

Balance, December 31, 1996                               913         1         -             -             -           (1)        -
  Stock issued for services @$11.94 per
   share June 27 and July 31                           2,579         2    30,784                                             30,786
  Net (loss) for the year                                                                                         (30,786)  (30,786)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------
Balance, December 31, 1997                             3,492         3    30,784             -             -      (30,787)        -
  Stock issued in a private placement @ $.0.046
   per share in August 1998, net of offering
   costs of $5,700                                   330,400       331     9,179                                              9,510
  Net (loss) for the year                                                                                          (9,510)   (9,510)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

                                       6
<PAGE>
STATEMENT OF STOCKHOLDERS' EQUITY - continued

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

Balance, December 31,1998                            333,892       334    39,963             -             -      (40,297)        -
  Net (loss) for the year                                                                                         (12,050)  (12,050)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

Balance, December 31,1999                            333,892       334    39,963             -                    (52,347)  (12,050)

 Stock issued at $.15 per share, October 12, 2000    310,205       310    47,414                                             47,724
 Contributed capital                                                                     3,700                                3,700
 Net (loss) for the year                                                                                          (45,751)  (45,751)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

Balance, December 31,2000                            644,097     644    87,377         3,700             -      (98,098)   (6,377)

Stock issued November 15, 2001 to
 acquire subsidiary company                           32,500        33       468                                                500
Stock issued for services at $.15 per share
  on November 15 2001                                 16,250        16     2,484                                              2,500
 Contributed capital                                                                     4,950                                4,950
 Net (loss) for the year                                                                                           (9,828)   (9,828)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

Balance, December 31, 2001                           692,847       693    90,328         8,650             -     (107,926)   (8,255)

Conversion of subordinated convertible debentures
   on February 8, 2002, at $.00077 per share      19,500,000    19,500    (4,500)                                            15,000
Stock issued for services at $.0015 per share
  on March 4, 2002                                 4,550,000     4,550     2,450                                              7,000
 Contributed capital                                                                     1,200                                1,200
 Net (loss) for the year                                                                                          (22,348)  (22,348)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

Balance, December 31, 2002                        24,742,847    24,743    88,278         9,850             -     (130,274)   (7,403)
Stock subscritions @ $.03 per share
  on October 31, 2003                              7,800,000     7,800   232,200                                 (132,185)  107,815
Acquisition of assets @ zero

  December 2, 2003                               115,375,000   115,375  (115,375)                                                 -
Contributed capital                                                                      1,100                                1,100
Net (loss) for the year-restated                                                                                 (102,558) (102,558)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

Balance, December 31, 2003                       147,917,847   147,918   205,103        10,950      (132,185)    (232,832)   (1,046)
(unaudited-restated)
Collection of stock subscriptions                                                                    132,185                132,185
 Proceeds from stock issuance at $.40 per share
  net of offering costs of $1,000
  March 23, 2004                                     100,000       100    39,400                                             39,500
  March 29, 2004                                     150,000       150    59,350                                             59,500
Net (loss) for the quarter                                                                                       (112,817) (112,817)
                                                ------------ --------- --------- ------------- ------------- ------------ ---------

Balance March 31, 2004 (unaudited-restated)      148,167,847 $ 148,168 $ 303,853  $     10,950 $           -  $  (345,648)$ 117,322
                                                ============ ========= ========= ============= ============= ============ =========

</table>

                                       7
<PAGE>

                    NOTES TO FINANCIAL STATEMENTS (unaudited)

                              OXFORD VENTURES, INC.

Note 1. BASIS OF PRESENTATION


In the opinion of management,  the accompanying  unaudited  condensed  financial
statements have been prepared in accordance with generally  accepted  accounting
principles for interim  financial  information and with the instructions to Form
10-QSB.  Accordingly,  they do not include all of the  information and footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for  a  fair  presentation  of  the
Company's  financial  position  as of  March  31,  2004 and the  results  of its
operations  and cash flows for the three  months  ended March 31, 2004 and 2003.
Operating  results for the three months ended March 31, 2004 are not necessarily
indicative  of the results that may be expected for the year ended  December 31,
2004.

These  condensed  financial  statements  should be read in conjunction  with the
financial  statements and notes thereto contained in the Company's Form 10K-SB/A
for the year ended December 31, 2003.


Note 2. DEBT AND EQUITY FINANCING

The Company received two private placements during the quarter totaling $100,000
for common stock at $.40 per share.

Note 3. RESTATED FINANCIAL STATEMENTS

In the  originally  filed Form 10-KSB for the year ended  December 31,  2003,the
Company had  classified the acquired R&D costs of $70,982 as  "Distributions  in
excess of legally stated  capital".  Because it later determined that such costs
were more  appropriately  R&D  expenses,  the  initial  classification  has been
changed  retroactively to that period.  Therefore,  the  accompanying  financial
statements   include  the  effect  of   restating   as  of  December  31,  2003,
"Distributions in excess of legally stated capital" of $70,982,  a stockholders'
equity  account in the audited  balance  sheet,  as a research  and  development
expense relating to the technology acquired in the last quarter of 2003.

In  addition,  the value of the common  stock  issued to parties  related to and
including  the  CEO/President  of the  Company  to  acquire  the R&D,  which was
originally  stated at $443,750,  has been restated  retroactively as of December
31, 2003 to par value of $115,375.  The cost of R&D related to the shares issued
was reduced to zero,  representing the historical carrying value of the acquired
R&D.

The effect of these  restatements  on the December  31, 2003  audited  financial
statements  was to reduce the net loss for the year from  $475,326 to  $102,558,
resulting in a decrease in net loss per share from $.01 to less than $.01. There
was no net  effect on  shareholders'  equity as of  December  31,  2003,  as the
increase  in the loss of $70,982  was offset by the  elimination  of the account
"Distributions  in  excess  of  legally  stated  capital"  of  $70,982,  and the
reduction  in value of the common stock of $443,750 was offset by a reduction in
net loss of the same amount.  Therefore, R&D expense for 2003 and from inception
was reduced from $443,750 to $70,982.

The affect on cumulative  net loss and cash flows from  inception  through March
31,  2004,  resulting  from the  above  restatement,  has been  included  in the
accompanying financial statements.

                                       8
<PAGE>

Note 3. RESTATED FINANCIAL STATEMENTS - continued

The audited  statement of  stockholders'  equity has also been  restated to give
affect to several  stock splits which  occurred on January 4, 2002 (reverse of 1
for 200),  December 19, 2004  (forward  3.25 for 1) and March 1, 2004 (forward 4
for 1).

Note 4. SUBSEQUENT EVENTS

Debt Financing

In May 2004,  the Company  entered into an agreement  with a private equity fund
which provides, among other things, that it is receive bridge financing relating
to a 5%,  convertible  security  to be issued  to an  investment  banking  firm,
totaling up to  $500,000.  Of that total,  $350,000  was received as of June 30,
2004, and the balance is payable during and at the conclusion of the filing of a
registration statement which is currently in process. Total fees of $102,500 are
to be withheld from the total disbursements indicated;  $37,500 for the security
holder and legal  fees of  $65,000,  leaving  the  Company  with a net amount of
$397,500.

In the event the Company exercises its redemption of either all or a portion the
Convertible  Debenture,  the Holder  shall  receive a warrant to purchase  fifty
thousand  (50,000)  shares of the  Company's  Common Stock for every One Hundred
Thousand U.S. Dollars (US$100,000) redeemed. The Warrant shall be exercisable on
a "cash basis" and have an exercise price equal to the Conversion Price that the
Holder is entitled to as set forth below:

The Holder is entitled,  at its option, to convert, and sell on the same day, at
any time and from time to time, until payment in full of this Debenture,  all or
any part of the principal amount of the Debenture,  plus accrued interest,  into
shares  (the  "Conversion  Shares") of the  Company's  common  stock,  par value
US$.001  per share  ("Common  Stock"),  at the price per share (the  "Conversion
Price") equal to the lesser of (a) an amount equal to one hundred twenty percent
(120%) of the volume  weighted  average price of the Common Stock as listed on a
Principal Market (as defined  herein),  as quoted by Bloomberg L.P. (the "VWAP")
as of the date  hereof,  or (b) an amount equal to eighty  percent  (80%) of the
lowest VWAP of the  Company's  Common  Stock,  as quoted by  Bloomberg,  LP (the
"Closing Bid Price"),  for the five (5) trading days  immediately  preceding the
Conversion Date (as defined herein).

Included in this convertible  debenture is a contingent  conversion option which
does not permit the  Company  to  compute  the number of shares  that the holder
would  receive until the  contingent  event occurs and the  conversion  price is
adjusted.  Accordingly,  the Company will defer  recognition of the  incremental
intrinsic value of the conversion feature until the contingency event occurs

The Warrant shall have  "piggy-back"  and demand  registration  rights and shall
survive for two (2) years from the Closing  Date.  All of the  Company's  assets
will collateralize the convertible  security on a first priority basis. The note
can be called should the Company become insolvent.

Equity Financing

The aforementioned private equity fund is to commit to purchase up to 10 million
dollars  of  common  stock  over the  course  of 24  months  after an  effective
registration of the shares. The purchase price of the common stock is set at 95%
of the market price.  The Company is to issue upon the successful  completion of
its pending registration statement, a restricted stock certificate for 6,896,552
common shares valued at $340,000,  as additional  consideration  for the standby


                                       9
<PAGE>

Note 4. SUBSEQUENT EVENTS - continued

equity distribution agreement which was completed at closing in May, 2004. It is
also  obligated  to  issue  a  restricted  stock  certificate  to  a  registered
broker-dealer  for 202,840 shares in connection with their advice concerning the
standby equity distribution  agreement.  The restrictions will be removed if and
when the registration  statement the Company is in the process of filing on Form
SB-2 becomes effective.


Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The Company is continuing  with the research and  development of its Xtreme Game
entertainment  technology in Mesa, Arizona.  Its activities and primary focus is
to  complete  the   technology  and  to  raise  the  required  funds  through  a
registration  statement,  with which to proceed  with the  eventual  completion,
production  and  placement of its product in sports bars  throughout  the United
States.  It has  recently  obtained  funds which will enable it to continue  its
research and  development  process,  however,  it is dependent on the successful
completion of its present and anticipated  equity financing  efforts to continue
in existence.


DISCUSSION AND ANALYSIS OF FINANCIAL PLAN


The Company has incurred  annual  operating  losses since its inception  related
primarily to development general  administration costs. During the quarter ended
March 31, 2004,  the Company  posted a loss of  $112,817,  compared to a loss of
$1,157 for the quarter ended March 31, 2003.


The  Company's  main focus  during the quarter  ended March 31, 2004 has been to
develop the business of marketing and distributing race car simulator games.

General & Administrative Expenses
---------------------------------


General and  administrative  expenses  increased  to $67,267  during the quarter
ended March 31, 2004,  compared to $1,157 for the quarter  ended March 31, 2003.
The increase in 2004 is due to increased operations within the Company.


Research & Development Expenses
-------------------------------


Research and  developmental  costs increased  during the quarter ended March 31,
2004 to  $45,549  compared  to $0 for the  quarter  ended  March 31,  2003.  The
increase  in 2004  resulted  from the  Company's  acquisition  of  Xtreme  Games
technology and the development of that R&D.


Liquidity And Capital Resources
-------------------------------


Since inception, the Company has financed its operations from private financing.
The company has  suffered  recurring  losses from  operations  and has a working
capital deficit of $28,746 (current assets less current liabilities).


                                       10
<PAGE>

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION - continued

Financing
---------

The Company's capital requirements have not been significant in the past but the
Company  anticipates it will increase as  development  and product launch of the
Xtreme Games simulators begin.

Cash requirements and need for additional funds
-----------------------------------------------

To date,  the  Company has  invested  approximately  $116,531  in  research  and
development of its product.

In order to initiate marketing and launch its product,  the Company  anticipates
it will require approximately  $200,000 in the coming year. These funds could be
provided through additional financing.

Future development
------------------

The Company is continuing with the research and development of its Xtreme Game
entertainment technology in Mesa, Arizona. Its activities and primary focus is
to complete the technology and to raise the required funds through a
registration statement, with which to proceed with the eventual completion,
production and placement of its product in sports bars throughout the United
States. It has recently obtained funds which will enable it to continue its
research and development process, however, it is dependent on the successful
completion of its present and anticipated equity financing efforts to continue
in existence.

ITEM 3.  CONTROLS AND PROCEDURES

The registrant's  Principal  executive officers and principal financial officer,
based on their evaluation of the registrant's disclosure controls and procedures
(as defined in Rules  13a-14(c)  of the  Securities  Exchange Act of 1934) as of
March 31, 2004 have  concluded  that the  registrants'  disclosure  controls and
procedures  are  adequate  and  effective  to ensure that  material  information
relating to the  registrants  and their  consolidated  subsidiaries is recorded,
processed ,  summarized  and reported  within the time periods  specified by the
SEC' s rules and forms,  particularly  during the period in which this quarterly
report has been prepared.

The registrants'  principal  executive officers and principal  financial officer
have  concluded  that there  were no  significant  changes  in the  registrants'
internal  controls or in other  factors  that could  significantly  affect these
controls  subsequent to March 31, 2004 the date of their most recent  evaluation
of such  controls,  and that there was no significant  deficiencies  or material
weaknesses in the registrant's internal controls.

                                       11
<PAGE>

PART II: OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None

ITEM 2.  CHANGE IN SECURITIES


None


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

         3.1.1   (a)       Articles of Incorporation dated September 17, 1987
         3.1.2   (a)       Articles of Amendment dated December 17, 1990
         3.1.3   (a)       Articles of Amendment dated April 16, 1993
         3.1.4   (a)       Articles of Amendment dated August 19, 1999
         3.1.5   (a)       Articles of Amendment dated March 13, 2000
         3.1.6   (a)       Articles of Amendment dated January 30, 2002
         3.2     (a)       Bylaws
         32.1              Section 302 Certification
         99.1              Section 906 Certification of CEO
         99.2              Section 906 Certification of CFO
         --------------

          (a)  Included as an Exhibit to Oxford  Ventures,  Inc.'s  registration
               statement on Form 10-SB dated March 8, 2002.

          (b)  Reports on Form 8-K filed during the three months ended March 31,
               2004.

          No  Current  Reports on Form 8-K were  filed  during the three  months
          ended March 31, 2004



SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

Date:  November 12, 2004                     Oxford Ventures, Inc.

                                             /s/ Daniel K. Leonard
                                             ----------------------------------
                                                 Daniel K. Leonard
                                             ----------------------------------
                                                 President

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