Quarterly Report

                       Under Section 13 or 15 (d) of the

                        Securities Exchange Act of 1934

                 For the quarterly period ending June 30, 2000

                             Commission File Number

                                Pacific Oil, Inc.
                 (Name of Small Business Issuer in its charter)


                   Oklahoma                               73-1581657
           -----------------------                  -------------------------
      (State or other jurisdiction of               (I.R.S. Employer I.D No.)
       incorporation or organization)

                          4444 East 66 St., Suite 201
                           Tulsa, Oklahoma 74136-4206

              (Address of principal executive offices and Zip Code)

                                 (918) 496-9020
              (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 ___           No   X

The registrant became subject to the reporting  requirements of 1934 Act on June
24, 2000.

     State the number of shares  outstanding  of each of the issuers  classes of
common equity, as of the latest practicable date:
     There were 45,000,000 shares of Common Stock, $0.001 par value, outstanding
as of June 30, 2000

<PAGE>

                   Index to Financial Statements

Balance Sheet from inception (February 11, 2000) to
June 30, 2000 (unaudited).....................................................1
Statement of Operations from inception (February 11, 2000) to
June 30, 2000.................................................................2
Statement of Cash Flows from inception (February 11, 2000) to
June 30, 2000.................................................................3

<PAGE>
                          PART I FINANCIAL INFORMATION

ITEM 1 FINANCIAL STATEMENTS

                                Pacific Oil, Inc.
                                  Balance Sheet
                                 June 30, 2000

ASSETS
Current assets

Cash                                                                    $24,669

         Total current assets                                           $24,669

Other assets

         Total other assets
                  Overriding Royalty Interest                                 0

TOTAL ASSETS                                                            $24,669

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities

Accounts payable and accrued liabilities
Note Payable to officer                                                  $2,500
Interest Payable to Officer                                                  91

         Total current liabilities                                       $2,591

Shareholders' equity
         Preferred stock, $0.001 par value,
         5,000,000 shares authorized; no shares
         issued and outstanding at June 30, 2000                              0
Common Stock, $0.001 par value
         45,000,000 shares authorized;
         45,000,000 shares issued and outstanding at
         June 30, 2000                                                   45,000

Additional paid in capital                                                7,900
Accumulated deficit                                                     (30,822)

Total shareholders' equity                                               22,078

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                              $24,669
                                                                        -------

The accompanying notes are an integral part of these financial statements.
<PAGE>

                                Pacific Oil, Inc.
                           Statements of Operation
 For the three months ended June 30, 2000 and for the period from  Inception
 (February 12, 2000) through June 30, 2000.
<PRE>
Revenue                                                                      $0

Expenses

General and administrative                                              (30,822)

Net loss                                                                (30,822)


   The accompanying notes are an integral part of these financial statements.


<PAGE>


                                Pacific Oil, Inc.
                       (Formerly KBS Technologies, Inc.)
                            Statement of Cash Flows
<PRE>
For the three months ended June 30, 2000 and for the period from Inception
February 12, 2000.

Cash flow operating activities:
Net loss                                                                (30,822)

Plus non-cash charges:                                                   30,091

         Cash used by operating activities                                 (731)

Cash Flow from investing activities:                                          0

Cash flow from financing activities:
         Proceeds from sale of stock                                     22,900
         Proceeds from officer note                                       2,500
                                                                        -------
         Total financing activities                                      25,400

Change in cash                                                          $24,669
Cash at beginning of period                                                   0

Cash at end of period                                                   $24,669
                                                                        -------

Non-cash financing and investing activities:
Common stock issued in Denver Oil and Mining merger

   The accompanying notes are an integral part of these financial statements.

<PAGE>


                                Pacific Oil, Inc.
                         Notes to financial Statements
                                 June 30, 2000
                                   Unaudited

Note 1- Organization and Summary of Significant Accounting Policies
<PRE>
         Basis of Presentation
     The  accompanyingunaudited  financial  statements  have  been  prepared  in
     accordance with generally  accepted  accounting  principles for the interim
     financial  statements  and do not include  all  information  and  footnotes
     required by generally accepted accounting principles for complete financial
     statements.  However,  the information  furnished reflects all adjustments,
     consisting only of normal recurring  adjustments  which are, in the opinion
     of  management,  necessary in order to make the  financial  statements  not
     misleading.
<PRE>
         Organization and Nature of Operations
</PRE>
     Pacific Oil,Inc. (Pacific or Company), formerly KBS Technologies,  Inc., is
     a owns  an  overriding  royalty  interest  (;Royalty  Interest)  in  leases
     covering portions of the Outer Continental Shelf  approximately  3-10 miles
     off the coast of California between San Luis Obispo County to the north and
     Ventura County to the south.

     The Company was  incorporated  on February 11, 2000 under laws of the state
     of  Oklahoma.   The  Company's   initial  focus  was  development  and
     architecture  of web  sites  to a niche  market  of  small  businesses  and
     non-profit  organizations in Tulsa,  Oklahoma. On June 19, 2000 the Company
     completed the acquisition of the Royalty  Interest and  discontinued in web
     site development.

<PRE>
         Cash and Cash Equivalents
     The Company  considers  highly liquid  investments with maturities of three
     months or less to be cash equivalents.

<PRE>
     Income Taxes
     The company uses the liability method of accounting for income taxes as set
     forth in Statement of Financial Accounting Standards No. 109,Accounting for
     Income Taxes.  Under the liability  method,  deferred  taxes are determined
     based on the differences between the financial  statements and tax bases of
     assets and liabilities at enacted tax rates in effect in the years in which
     the differences are expected to reverse.

<PRE>
         Compensation of Officers and Employees
     </PRE> The Company's  officers and other  employees  serve without pay. The
     estimated fair value of services  provided has been accrued and reported in
     a contribution to capital.

<PRE>
         Stock Based Compensation
     The Company accounts for stock-based employee compensation  arrangements in
     accordance with provisions of Accounting  Principles  Board ("APB") Opinion
     No. 25, "Accounting for Stock Issued to Employees,  " and complies with the
     disclosure   provisions  of  SFAS  No.  123,  "Accounting  for  Stock-Based
     Compensation."  Under  APB No.  25,  compensation  expense  is based on the
     difference, if any, on the date of the grant, between the fair value of the
     Company's  stock and the  exercise  price.  The Company  accounts for stock
     issued to  non-employees  in accordance with the provisions of SFAS no. 123
     and the Emerging Issues Task Force Consensus in Issue No. 96-18.

        Use of Estimates
</PRE>
     The  preparation  of financial  statements  in  conformity  with  generally
     accepted  principles  requires management to make estimates and assumptions
     that affect the reported  amounts of assets and  liabilities at the date of
     the financial  statements and the reported revenues and expenses during the
     reporting  period.  Actual  results  could  differ  from  those  estimates.

<PRE>
         Fiscal Year End
         The Company's fiscal year ends on December 31.


</PRE>
Note 2- Exclusive

          License On February  12,  2000,  the  Company  issued  500,000  shares
          (valued  at $500 or par) of Common  Stock to  Bradford  P. White for a
          non-exclusive  license  to aid in the  architecture  and  creation  of
          websites for small  business and  non-profit  organizations  in Tulsa,
          Oklahoma. There are no future royalties or other financial obligations
          on the part of the Company.  The Company has  discontinued  the use of
          the license.

>Note 3- Notes Payable

          On February 18,2000,  the Company borrowed $2,500 from an officer. The
          Company  executed a payable on demand note which bears interest at the
          rate of 10% per annum. Upon and during the continuation of an event of
          default,  the unpaid  balance of this Note shall bear  interest at the
          rate of 14% per annum. The note remains outstanding at June 30, 2000.


Note 4- Common Stock and Paid in Capital
          During the period from inception  through June 30, 2000, the following
          common stock transactions occurred:
<PRE>
               1. On  February  11,  2000  the  Company  sold  to  Kipp  Slicker
               5,000,000 at par value in exchange for $5,000 in the aggregate or
               $0.001 per share;

               2. On February  11,  2000,  the Company  sold  500,000  shares of
               Common  Stock to Bradford  P. White in exchange  for a license of
               web site design technology valued at $500 in the aggregate;

               3. On February  22, 2000 the Company sold to Frederick K. Slicker
               1,000,000 at par value in exchange for $1,000 in the aggregate or
               $0.001 per share;

               4. During the period June 1, 2000 to June 19,  2000,  the Company
               affected  its  Rule  504  Regulation  D  Offering  to  sell up to
               1,000,000  shares at $.10 per  share.  The  Company  sold  16,900
               shares at $.10 in exchange for $16,900 in the aggregate;

               5. On June 19, 2000, the Company sold 41,850,000 shares of common
               stock to Denver Oil and Minerals  Corporation  ("Denver  Oil") in
               exchange   for  the  Royalty   Interest  in  the  Pacific   Outer
               Continental Shelf region;

               6. On June 19,  2000,  Kipp  Slicker  agreed to cancel  2,590,000
               shares when the Company  completed the acquisition of the Royalty
               Interest;

               7. On June 19,  2000,  Frederick  K.  Slicker  agreed  to  cancel
               468,100 shares; and

               8. On June 19, 2000  Bradford P. White  agreed to cancel  263,200
               shares.

               The Company is  authorized to issue  45,000,000  Shares of Common
               Stock,  par value $0.001 per share,  of which  45,000,000  shares
               were outstanding as of June 30, 2000.  Pacific is also authorized
               to issue 5,000,000  shares of Preferred  Stock,  par value $0.001
               per share,  of which there are no shares  presently  outstanding.
               There is no present intent to issue any Preferred Stock.

<PRE>
         Voting Rights.
</PRE>
               Holders of shares of Common  Stock are  entitled  to one vote per
               share on all  matters  submitted  to a vote of the  shareholders.
               Share of Common Stock do not have cumulative voting rights, which
               means that the  holders of a majority  of the  shareholder  votes
               eligible  to vote and  voting  for the  election  of the Board of
               Directors  can  elect  all  members  of the  Board of  Directors.
               Holders of a majority  of the  issued and  outstanding  shares of
               Common  Stock  may take  action  by  written  consent  without  a
               meeting.
<PRE>
         Divided Rights.
               Holders  of a record of shares of Common  Stock are  entitled  to
               receive dividends when and if declared by the Board of Directors.
               To date, Pacific has not paid cash dividends on its Common Stock.
               Holders of Common Stock are entitled to receive such dividends as
               may be  declared  and  paid  from  time to time by the  Board  of
               Directors  out  of  funds  legally  available  therefor.  Pacific
               intends to retain any earnings for the operation and expansion of
               its business and does not anticipate paying cash dividends in the
               foreseeable future. Any future determination as to the payment of
               cash  dividends  will  depend upon  future  earnings,  results of
               operations,  capital requirements,  Pacific's financial condition
               and such other factors as the Board of Directors may consider.
<PRE>
         Liquidation Rights.
</PRE>         Upon any  liquidation,  dissolution  or  winding  up of  Pacific,
               holders of shares of Common  Stock are  entitled  to receive  pro
               rata all of the assets of Pacific  available for  distribution to
               shareholders  after  liabilities are paid and  distributions  are
               made to the holders of Pacific’s Preferred Stock.
<PRE>
         Preemptive Rights.
               Holders  of  Common  Stock do not have any  preemptive  rights to
               subscribe  for or to  purchase  any stock,  obligations  or other
               securities of Pacific.

Note 5- Stock Options
               On February 11, 2000, the Company adopted, approved, and ratified
               the 2000 Incentive Stock Option Plan reserving  1,000,000  shares
               for the grant of options  under the Plan.  No  options  have been
               granted to date.

<PAGE>

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

         SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

               Certain  statements   included  in  this  report  which  are  not
               historical  facts are forward looking  statements,  including the
               information    provided   with   respect   to   future   business
               opportunities,  expected  financing  sources and related matters.
               These   forward   looking   statements   are  based  on   current
               expectations,  estimates,  assumptions and beliefs of management,
               and   words   such  as   expects,   anticipates,intends,believes,
               estimates,  and similar expressions are intended to identify such
               forward looking  statements.  Since this  information is based on
               current expectations that involve risks and uncertainties, actual
               results  could  differ  materially  from those  expressed  in the
               forward looking statements.

(a) Plan of Operation

1. Plan of Operation Over the Next Twelve Months

The  Company  plans  to  hold  the  Overriding  Royalty  Interest  in the  Outer
Continental  Shelf Region.  The Company plans to discontinue  the development of
niche market web sites.


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

                                          By /s/ Pacific Oil, Inc.
                                                 Registrant
Date 8/13/00                              By /s/ Kipp Slicker
                                                 Kipp Slicker, President, COO