SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   FORM 10KSB

[X]  ANNUAL  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE SECURITIES
     EXCHANGE  ACT  OF  1934
     For  the  fiscal  year  ended  December  31,  2003
                                    -------------------

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13  OR  15(d)  OF  THE
     SECURITIES  EXCHANGE  ACT  OF  1934
     For  the  transition  period  from  _________  to  ____________

Commission  File  No.  333-82636
                       ---------


                              DELTA OIL & GAS, INC.
                              --------------------
             (Exact name of Registrant as specified in its charter)

          Colorado                                    91 - 2102350
-----------------------------------                 ----------------
(State  or  other  jurisdiction  of                 (I.R.S. Employer
incorporation  or  organization)                    Identification Number)

1122 6th  Avenue North
Seattle, Washington                                  98109
----------------------------------                  -------
(Address of principal executive offices)            (Zip  Code)

Registrant's  telephone  number,  including  area  code:     (206)  285-7576
                                                             ----------------

Securities  registered  pursuant  to  Section  12(b)  of  the  Act:  NONE

Securities registered pursuant to Section 12 (g) of the Act:  NONE

Check  whether  the  issuer  (l)  has  filed all reports required to be filed by
Section  13  or 15(d) of the Exchange Act during the past 12 months (or for such
shorter  period  that the registrant was required to file such reports), and (2)
has  been  subject  to such filing requirements for the past 90 days. [X] Yes
[ ]  No

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

Revenues  for  2003  were  $17,029.

The  aggregate  market value of the voting stock held by non-affiliates computed
by reference to the last reported sale price of such stock as of  April 14, 2004
is  $  1,252,125.

The  number  of  shares of the issuer's Common Stock outstanding as of April
14, 2004  is  7,508,500.

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


<PAGE>

                                     PART I

Item 1.      Description of Business

Introduction

Delta  Oil & Gas and Gas is engaged in the exploration, development, acquisition
and  operation  of  oil and gas properties.  Because oil and gas exploration and
development  requires  significant  capital and because our assets and resources
are  limited, we participate in the oil and gas industry through the purchase of
small  interests  in  either  producing  wells  or  oil  and gas exploration and
development  projects.  To  date  we have acquired working interests in two such
projects,  the  Liberty  Valance  well  and  the  Coalinga  Prospect.

Liberty  Valance  Well

On  February  7,  2001,  we acquired an 8.9% working interest in a producing gas
well  styled the Liberty Valance RD1 Gas Unit ("Liberty Valance" or the "well").
The  well  is located in the Rancho Capay Gas Field in Glenn County, California.
Our  interest  was  acquired  by  us  at  a  cost  of  $90,000.

The well is operated by Production Specialties Company (the "operator") pursuant
to  an  Operating  Agreement  dated  December  29,  2000.  Under  the  Operating
Agreement,  Delta  Oil & Gas and Gas is considered a non-operator.  The operator
markets  each  non-operator's  share of gas production from the well and deducts
all  royalty  burdens  and  operating  expenses  prior  to  the  distribution of
revenues.  Through December 31, 2002, we have received production revenues
totaling approximately $77,000  from  our  working  interest  in  Liberty
Valance.

Delta Oil and Gas retained Mark E. Andersen, P.E. to prepare  reserve reports on
the  Liberty  Valance  Well.  Mr. Andersen's valuation estimate of Delta Oil and
Gas's  interest  in  the  well  as of December 31, 2001, totaled $14,922 for the
projected  life  of  the  well.  In his valuation estimate  as  of  December 31,
2002,  the  value of the well totaled $3,846 for the remaining projected life of
the well.  In  his  valuation  estimate  as  of  December 31, 2003, the value of
the  well  totaled  $3,448  for  the  remaining projected life of the well.  The
Liberty Valance Well is the only working well in which Delta  Oil  and  Gas  has
a working interest at the present time.  Its estimated pool size  is  50  acres.

Coalinga  Prospect

On  July  5,  2001,  we  acquired  for  consideration  of  $50,000, the right to
participate to the extent of a 2.5% working interest in the Coalinga Prospect in
Fresno  County,  California.  The Coalinga Prospect is approximately 5,000 acres
in  oil  and  gas  leases and 16 square miles of 3-D seismic data.  The Coalinga
Prospect  is located less than one mile southeast of the East Coalinga Extension
which  has  so  far  produced  503,000,000 barrels of oil and less than one mile
northwest  of  the  Kettleman  Hills Field which has so far produced 458,000,000
                                       2
<PAGE>

barrels  of  oil.  We  note,  however,  that  we have no entitlement to the East
Coalinga  Extension  or  the  Kettleman  Hills  Field  and  the proximity of our
interest  to  theirs  does  not  assure  we  will experience similar recoveries.
To  date, $2,000,000 has been spent on the land including the 3-D seismic survey
shot  in 1997.  This was paid by the partners in the Coalinga Prospect.  Some of
the  $50,000  consideration  paid  for  our  2.5%  interest  on  July  5,  2001,
compensated our predessessors in interest for shared development cost attributed
to  the  2.5% interest paid through that date.  Since July 5, 2001, we have paid
$108,690  toward  development  of  the  Coalinga  Prospect.

Seismic  data  indicate  structural  and stratigraphic traps are found along the
northwesterly  trending  anticline.  Also,  high  amplitude  seismic  reflectors
observed  may  indicate gas saturation.  Four-way closure can be observed within
the  prospect  area.  These  structures  have  defined  two separate prospective
fields  within the prospect area.  The presence of traps, however, does not give
any  assurance  hydrocarbons  were available for accumulation.  Further, seismic
indications  of  hydrocarbon saturation are generally not reliable indicators of
productive  reservoir  rock.  High readings in resistivity logs can indicate low
permeability and productivity and well log indications of hydrocarbon saturation
do  not  assure  productivity.  The first prospect was tested with a 12,000 foot
well known as Olympic Coalinga No. 1.  Even though certain intervals encountered
totaling 49 feet returned excellent resistivity, the well was dry and is capped.
We  are  obligated  to  contribute  2.5%  of  all drilling costs in the Coalinga
Prospect  in  order  to  share in any recovery.  We expended $108,690 on Olympic
Coalinga  No.  1  which was a dry hole.  No drilling in the Coalinga Prospect is
taking  place  at  the  present time.  Accordingly, the entirety of the Coalinga
Prospect at the present time is undeveloped acreage consisting of 8,360 acres of
which  our  interest  is  2.5%.

Producing  Wells  and  Acreage

The  following  tables  set forth information with respect to Delta Oil and Gas'
producing  well  and  acreage  as  of  December 31,  2003.

                                   Producing Wells
                                   ---------------
                                 Oil               Gas
-----------------------------------------------------------
                           Gross     Net     Gross     Net
-----------------------------------------------------------
Glenn County, California     -0-     -0-         1    .089
-----------------------------------------------------------
Fresno County, California    -0-     -0-       -0-     -0-
-----------------------------------------------------------
Total                        -0-     -0-        1     .089
-----------------------------------------------------------





                                 3
<PAGE>

                                       Acreage
                                       -------
                              Producing     Undeveloped
                              ---------     -----------
                           Gross     Net     Gross     Net
-----------------------------------------------------------------------
Glenn County, California       *       *       -0-     -0-
-----------------------------------------------------------------------
Fresno County, California     -0-     -0-    8,360     209
-----------------------------------------------------------------------
Total                          *       *     8,360     209
-----------------------------------------------------------------------

*     Even  though  we  own an interest in a producing gas well in Glenn County,
California,  acreage  is  not  typically  assigned  to a particular well in that
state.  However,  it  is  estimated  that the pool size of the well is 50 acres.


Drilling  Activities

Information  concerning  the  number of gross and net wells drilled by Delta Oil
and  Gas during  2003, is as follows:

                                    Gross     Net
-----------------------------------------------------------------------
Wells drilled (productive)         -0-        -0-
-----------------------------------------------------------------------
Dry holes drilled (exploratory)     1        .025
-----------------------------------------------------------------------
Total                               1        .025
-----------------------------------------------------------------------

Financing

To  date  we  have  financed  our acquisitions either through the sale of equity
capital  or by borrowing needed funds.  Since our incorporation we have raised a
total  of  $104,500 through the placement of our equity capital.  It was through
the  use of these funds that we were able to acquire our interest in the Liberty
Valance  well.  On  February  4, 2001, we borrowed $30,000 at an annual interest
rate  of  6.5%.  This loan together with the operating revenues from the Liberty
Valance  well  enabled  us  to  purchase  our interest in the Coalinga Prospect.

To  continue to pursue our business plan and acquire additional interests in oil
and  gas  projects,  we  will  need  additional  funding  from:
-    Private  or  public  distributions  of  our  equity  capital;
-    Borrowings;  and/or
-    Operating  revenues  from  working  interests  already  owned.

Funding  from any or all of these sources will have to be sufficient to meet our
day to day operational needs and then, in addition, supply necessary capital for
new acquisitions.  There is no guarantee that required capital will be available
to  us  for  these  purposes.


                                         4
<PAGE>

Marketing  of  Production

Each oil and/or gas property that we now own, or will own, a percentage interest
in  will  have  an  operator  who  will be responsible for marketing production.
However,  the  Liberty-Valance  well  and  the  Coalinga Prospect are subject to
contractual restrictions that require that non-operators such as Delta Oil & Gas
consent to the terms and conditions of any sales contract before it is
entered  into.

Any  non-operator  who  chooses  to  do  so may negotiate and enter into a sales
contract  with  third  parties  for  the  sale  of  its share of oil and/or gas.

Competition

The oil and gas industry is highly competitive in all its phases.  Properties in
which  we have an interest will encounter strong competition from many other oil
and  gas producers, including many that possess substantial financial resources,
in  acquiring  economically  desirable  producing  properties  and  exploratory
drilling prospects, and in obtaining equipment and labor to operate and maintain
their  properties.

Government  Regulation

The federal government and various state and local governments have adopted laws
and  regulations  regarding  the protection of human health and the environment.
These  laws and regulations may require the acquisition of a permit by operators
before  drilling  commences, prohibit drilling activities on certain lands lying
within  wilderness areas, wetlands, or where pollution might cause serious harm,
and  impose  substantial  liabilities  for  pollution  resulting  from  drilling
operations,  particularly  with  respect  to  operations in onshore and offshore
waters or on submerged lands.  These laws and regulations may increase the costs
of  drilling  and  operating  wells.  Because  these laws and regulations change
frequently,  the  costs  of  compliance  with  existing and future environmental
regulations  cannot  be  predicted  with  certainty.

The  transportation  and certain sales of natural gas in interstate commerce are
heavily  regulated by agencies of the federal government.  Production of any oil
and  gas  by  properties  in  which we have an interest will be affected to some
degree  by  state  regulations.  States have statutory provisions regulating the
production  and  sale  of  oil  and  gas,  including  provisions  regarding
deliverability.  Such  statutes,  and  the regulations promulgated in connection
therewith, are generally intended to prevent waste of oil and gas and to protect
correlative  rights to produce oil and gas between owners of a common reservoir.
State  regulatory  authorities  may  also  regulate  the  amount  of oil and gas
produced  by  assigning  allowable rates of production to each well or proration
unit.

Any  exploration  or  production  on  Federal  land will have to comply with the
Federal  Land  Management  Planning  Act  which  has  the  effect  generally  of
protecting  the  environment.  Any exploration or production on private property
whether  owned or leased will have to comply with the Endangered Species Act and
the  Clean  Water Act.  The costs of complying with environmental concerns under
any  of  these  acts varies on a case by case basis.  In many instances the cost
can  be  prohibitive  to  development.  Environmental  costs  associated  with a
                                   5
<PAGE>

particular  project must be factored into the overall cost evaluation of whether
to  proceed  with  the  project.

There  are  no  costs  to Delta Oil & Gas at the present time in connection with
compliance  with  environmental  laws.  Costs,  however, could occur at any time
through  industrial  accident  or in connection with a new project.  Costs could
extend  into  the  millions of dollars for which we could be totally liable.  In
the  event  of liability, we would be entitled to contribution from other owners
so  that  our  percentage  share of a particular project would be the percentage
share  of  our  liability  on  that  project.  However,  other owners may not be
willing  or  able  to  share in the cost of the liability.  Even if liability is
limited  to our percentage share, any  significant liability  would wipe out our
assets  and  resources.

Item 2.  Description  of  Property

We  do  not lease or own any real property.  We maintain our corporate office at
1122  6th  Avenue  North,  Seattle,  Washington  98109.  This office space is an
office  sharing  arrangement  being provided as  an  accommodation to us where
we can receive mail and perform  other  minimal corporate functions. As our
business operations grow, it will be necessary for us to seek appropriate
individual office space. Management believes  suitable  office space  will  be
available  when  it  is  needed.

Item 3.  Legal  Proceedings

The Company is not a party to any material pending legal proceedings, and to the
best  of  its knowledge, no such proceedings by or against the Company have been
threatened.

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

There  was  no  matter  submitted during the fourth quarter of fiscal year ended
December  31,  2003,  to a vote of security holders, through the solicitation of
proxies  or  otherwise.

                                     PART II

Item 5.  Market for Registrant's Common Equity and Related Stockholders Matters.

Market Information

     There is no public trading market for the common stock of Delta Oil & Gas.
There  are  outstanding  7,508,500  shares  as  of  April 14, 2004.  Holders of
5,008,500  of our  common  shares  are  able  to  sell  their  shares  without
restriction.  The  remaining  shareholder  is  also  be able to sell her shares
totaling 2,500,000 by meeting the resale requirements for an affiliate pursuant
to Rule  144.

Since its inception, no dividends have been paid on Delta Oil & Gas common
stock.  Delta Oil & Gas intends  to  retain  any  earnings  for  use in its
business  activities,  so  it  is  not expected that any dividends on the common
stock  will  be  declared  and  paid  in  the  foreseeable  future.
                                    6
<PAGE>

At  December 31,  2003,  there  were  32 shareholders  of  record  holding
Delta Oil & Gas common  stock.

Recent  Sales  of  Unregistered  Securities

There  have been no sales of unregistered securities within the last three years
which  would  be required to be disclosed pursuant to Item 701 of Regulation SB,
except  for  the  following:

We issued 2,500,000 shares of common stock on January 18, 2001 to Pamela Starek.
Pamela  Starek  is our director and our president.  These shares were
issued  pursuant  to Section 4(2) of the Securities Act of 1933 (the "Securities
Act")  at  a  price  of  $0.001  per  share,  for  total proceeds of $2,500. The
2,500,000  shares  of  common  stock  are  restricted  shares  as defined in the
Securities  Act.

We  completed  a  private  placement  of  5,000,000  shares  of our common stock
pursuant  to  Regulation  S  of  the 1933 Act on March 1, 2001.  All shares were
issued at a price of $0.02 per share.  We received proceeds of $100,000 from the
offering.  Each  purchaser  represented  to  us  that the purchaser was a Non-US
Person  as defined in Regulation S.  We did not engage in a distribution of this
offering  in  the  United States.  Each purchaser represented their intention to
acquire  the  securities  for  investment  only  and  not  with  a  view  toward
distribution.  Appropriate legends were affixed to the stock certificates issued
in  accordance  with Regulation S.  All purchasers were given adequate access to
sufficient  information  about us to make an informed investment decision.  None
of  the  securities were sold through an underwriter and accordingly, there were
no  underwriting  discounts  or  commissions  involved.

We completed a private placement of 8,500 shares of our common stock pursuant to
Regulation  S  of  the  1933  Act on July 31, 2001.  All shares were issued at a
price  of  $0.25  per  share.  We received proceeds of $2,125 from the offering.
Each  purchaser  represented  to  us  that  the purchaser was a Non-US Person as
defined  in  Regulation S.  We did not engage in a distribution of this offering
in the United States.  Each purchaser represented their intention to acquire the
securities  for  investment  only  and  not  with  a  view  toward distribution.
Appropriate  legends were affixed to the stock certificates issued in accordance
with  Regulation  S.  All  purchasers  were  given adequate access to sufficient
information  about  us  to  make  an  informed investment decision.  None of the
securities  were  sold  through  an  underwriter  and accordingly, there were no
underwriting  discounts or commissions involved.

Item 6.  Management's  Discussion  and  Analysis  or  Plan  of  Operation

Calendar  Year  Ended  December  31,  2002

For  the  year ended  December 31, 2002, we  earned  revenues of $13,382.  These
revenues were down considerably when compared to revenues for the year ended
December 31, 2001.  The decrease came as a result of lower gas  production  from
the  only  producing property in which the Company has an interest  at  the
present  time.


                                       7
<PAGE>


Calendar Year Ended December 31,  2003

For  the  year ended  December 31, 2003, we  earned revenues of $17,029.  These
revenues were up from revenues of $13,382 for the year ended December 31, 2002.
The  increase  came  as a result of increased revenues from the only  producing
property in which the Company has an interest at the present time.

Liquidity  and  Capital  Resources

At December 31, 2003, we had cash on hand totaling $63.  Accordingly the Company
is in need of immediate  cash  in order to  sustain  operations.  Our tight cash
position is a result of limited  production  from  the  Company's only producing
property.   We  will  need  to  borrow  funds  in  order to sustain the business
operations of the Company.  We anticipate the need to  raise significant capital
through the sale of equity securities on a private or public basis if we  are to
be able to participate in future drilling and/or  other  oil and gas development
projects.  It  is  uncertain  whether  we  will  be able to obtain  the  capital
necessary to further develop the oil and gas interests of the Company.

FORWARD  LOOKING  STATEMENTS

The  information  in  this discussion contains forward-looking statements within
the  meaning  of  Section  27A  of  the  Securities Act of 1933, as amended, and
Section  21E  of  the  Securities  Exchange  Act  of  1934,  as  amended.  These
forward-looking statements involve risks and uncertainties, including statements
regarding  the  Company's capital needs, business strategy and expectations. Any
statements  contained  herein that are not statements of historical facts may be
deemed  to  be  forward-looking  statements.  In  some  cases,  you can identify
forward-looking  statements  by  terminology  such  as  "may", "will", "should",
"expect",  "plan",  "intend",  "anticipate",  "believe",  "estimate", "predict",
"potential"  or  "continue",  the  negative  of  such  terms or other comparable
terminology. Actual events or results may differ materially. In evaluating these
statements,  you  should  consider various factors, including the risks outlined
below,  and, from time to time, in other reports the Company files with the SEC.
These  factors  may cause the Company's actual results to differ materially from
any  forward-looking statement. The Company disclaims any obligation to publicly
update  these  statements, or disclose any difference between its actual results
and  those  reflected  in  these  statements.  The  information  constitutes
forward-looking  statements  within  the  meaning  of  the  Private  Securities
Litigation  Reform  Act  of  1995.


Item 7.  Financial  Statements


                                      8
<PAGE>




                        Index to the Financial Statements
                    As of December 31, 2002 and 2001 and for
         For Each of the Two Years in the Period Ended December 31, 2002



Report  of  Independent  Auditors                                          F-1

Balance  Sheets,  December  31,  2003  and  2002                           F-2

Statement  of  Operations                                                  F-3

Statement  of  Cash Flows                                                  F-4

Statement  of  Changes in Stockholders Equity (Deficiency)                 F-5

Notes  to  the  Financial  Statements                                      F-6

                                    9


<PAGE>


                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)


                              FINANCIAL STATEMENTS


                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)

<PAGE>


                                                         Morgan
                                                            &
                                                         Company
                                                Chartered Accountants




                                AUDITORS' REPORT



To  the  Board  of  Directors  and  the  Stockholders  of
Delta  Oil  &  Gas,  Inc.
(A  development  stage  company)


We have audited the balance sheets of Delta Oil & Gas, Inc. (a development stage
company)  as  at  December  31, 2003 and 2002, and the statements of operations,
cash flows, and changes in stockholders' deficiency for the years ended December
31,  2003  and  2002,  and  for the cumulative period from inception, January 9,
2001,  to  December 31, 2003.  These financial statements are the responsibility
of  the  Company's  management.  Our  responsibility is to express an opinion on
these  financial  statements  based  on  our  audits.

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

In  our  opinion,  these  financial  statements  present fairly, in all material
respects,  the  financial  position  of  the Company as at December 31, 2003 and
2002,  and  the  results  of  its  operations  and  cash  flows,  and changes in
stockholders' deficiency for the years ended December 31, 2003 and 2002, and for
the  cumulative period from inception, January 9, 2001, to December 31, 2003, in
accordance  with  United  States  generally  accepted  accounting  principles.

The  accompanying  financial  statements have been prepared assuming the Company
will  continue  as  a going concern.  As discussed in Note 1(c) to the financial
statements, the Company has incurred a net loss of $271,590 since inception, has
not  attained  profitable  operations  and  is dependent upon obtaining adequate
financing to fulfil its development activities.  These factors raise substantial
doubt  that  the  Company  will  be  able  to  continue  as  a  going  concern.
Management's  plans  in regard to these matters are also discussed in Note 1(c).
The  financial  statements do not include any adjustments that might result from
the  outcome  of  this  uncertainty.




Vancouver,  Canada                                        "Morgan  &  Company"

March  31,  2004                                        Chartered  Accountants

Tel 604.687.5841             Member of         P.O. Box 100007 Pacific Centre
Fax 604.687.0075               ACPA        Suite 1488-700 West Gerogia Street
www.morgan-cas.com         International         Vancouver, B.C. V7Y 1A1

                                F-1



<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                                 BALANCE SHEETS
                            (STATED IN U.S. DOLLARS)


<TABLE>
<CAPTION>


     DECEMBER  31

                                                                   2003        2002
                                                                ----------  ----------
<S>                                                             <C>         <C>

ASSETS
CURRENT
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $      63   $   1,005
Accounts receivable. . . . . . . . . . . . . . . . . . . . . .      5,032           -
                                                                ----------  ----------
                                                                    5,095       1,005
                                                                ----------  ----------

OIL AND GAS PROPERTIES, at cost based on full cost accounting
 (Note 3)
Proved oil and gas properties. . . . . . . . . . . . . . . . .    102,346     102,346
Less:  Accumulated depletion . . . . . . . . . . . . . . . . .    101,074     (97,900)
                                                                ----------  ----------


                                                                    1,272       4,446
                                                                ----------  ----------


OTHER EQUIPMENT
Computer equipment . . . . . . . . . . . . . . . . . . . . . .      1,741       1,741
Less:  Accumulated depreciation. . . . . . . . . . . . . . . .      1,628      (1,253)
                                                                ----------  ----------


                                                                      113         488
                                                                ----------  ----------


                                                                $   6,480   $   5,939
======================================================================================


LIABILITIES
CURRENT
Accounts payable . . . . . . . . . . . . . . . . . . . . . . .  $  27,283   $  24,474
Advances payable (Note 4). . . . . . . . . . . . . . . . . . .     88,132      70,872
Due to related party . . . . . . . . . . . . . . . . . . . . .     22,919      20,167
                                                                ----------  ----------


                                                                  138,334     115,513
PROMISSORY NOTE PAYABLE (Note 5) . . . . . . . . . . . . . . .     35,111      32,968
                                                                ----------  ----------


                                                                  173,445     148,481
                                                                ----------  ----------


STOCKHOLDERS' DEFICIENCY

SHARE CAPITAL
Authorized:
100,000,000 common shares, par value $0.001 per share
25,000,000 preferred shares, par value $0.001 per share

Issued and outstanding:
7,508,500 common shares (2002 - 7,508,500 common
 shares) . . . . . . . . . . . . . . . . . . . . . . . . . . .      7,509       7,509

Additional paid-in capital . . . . . . . . . . . . . . . . . .     97,116      97,116

DEFICIT ACCUMULATED DURING THE DEVELOPMENT STAGE . . . . . . .   (271,590)   (247,167)
                                                                ----------  ----------
                                                                 (166,965)   (142,542)
                                                                ----------  ----------


                                                                $   6,480   $   5,939
======================================================================================
</TABLE>
   The accompanying notes are an integral part of these financial statements.
                                      F-2

<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                             STATEMENT OF OPERATIONS
                            (STATED IN U.S. DOLLARS)
<TABLE>
<CAPTION>





                                                                  PERIOD FROM
                                                                   INCEPTION
                                                                   JANUARY 9
                                                YEARS ENDED         2001 TO
                                                DECEMBER 31       DECEMBER 31
                                             2003          2002       2003
-------------------------------------------------------------------------------


<S>                                     <C>            <C>          <C>

REVENUE
Oil and gas sales. . . . . . . . . . .  $     17,029   $   13,382   $  77,722
                                        -------------  -----------  ----------
COSTS AND EXPENSES
Gas operating expenses . . . . . . . .         8,826        5,776      31,347
General and administration . . . . . .        29,077       41,892     100,589
Depreciation and depletion . . . . . .         3,549        5,161      37,199
Impairment of oil and gas properties .             -       13,313      65,503
Dry well costs written off . . . . . .             -       10,000     118,690
                                        -------------  -----------  ----------
                                              41,452       76,142     353,328
                                        -------------  -----------  ----------

NET LOSS . . . . . . . . . . . . . . .  $    (24,423)  $  (62,760)  $(275,606)
==============================================================================

BASIC AND DILUTED NET LOSS PER SHARE .  $      (0.01)  $    (0.01)
==================================================================

WEIGHTED AVERAGE NUMBER OF OUTSTANDING
 SHARES. . . . . . . . . . . . . . . .     7,508,500    7,508,500
==================================================================
</TABLE>

   The accompanying notes are an integral part of these financial statements.
                                      F-3

<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                             STATEMENT OF CASH FLOWS
                            (STATED IN U.S. DOLLARS)


<TABLE>
<CAPTION>



                                              PERIOD FROM
                                             =============
                                                                  PERIOD FROM
                                                                   INCEPTION
                                                                   JANUARY 9
                                                YEARS ENDED         2001 TO
                                                DECEMBER 31       DECEMBER 31
                                             2003          2002       2003
-------------------------------------------------------------------------------
<S>                                          <C>            <C>        <C>

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss. . . . . . . . . . . . . . . . . .  $    (24,423)  $(62,760)  $(271,590)

ADJUSTMENTS TO RECONCILE NET LOSS TO NET
 CASH FROM OPERATING ACTIVITIES
Depreciation and depletion. . . . . . . . .         3,549      5,161      37,199
Impairment of oil and gas properties. . . .             -     13,313      65,503
Dry well costs written off. . . . . . . . .             -     10,000     118,690

Change in operating assets and liabilities:
Accounts receivable . . . . . . . . . . . .        (5,032)         -      (5,032)
Accounts payable. . . . . . . . . . . . . .         2,809         43      27,283
                                             -------------  ---------  ----------
NET CASH FROM OPERATING ACTIVITIES. . . . .       (23,097)   (34,243)    (27,947)
                                             -------------  ---------  ----------

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of oil and gas properties. . . . .             -    (12,231)   (221,036)
Purchase of other equipment . . . . . . . .             -          -      (1,741)
                                             -------------  ---------  ----------
NET CASH FROM INVESTING ACTIVITIES. . . . .             -    (12,231)   (222,777)
                                             -------------  ---------  ----------

CASH FLOWS FROM FINANCING ACTIVITIES
Issue of common stock . . . . . . . . . . .             -          -     104,625
Advance from related party. . . . . . . . .         2,752      1,022      22,919
Advances payable. . . . . . . . . . . . . .        17,260     43,369      88,132
Promissory note . . . . . . . . . . . . . .         2,143      2,012      35,111
                                             -------------  ---------  ----------
NET CASH FROM FINANCING ACTIVITIES. . . . .        22,155     46,403     250,787
                                             -------------  ---------  ----------

INCREASE (DECREASE) IN CASH . . . . . . . .          (942)       (71)         63


CASH, BEGINNING OF YEAR . . . . . . . . . .         1,005      1,076           -
                                             -------------  ---------  ----------
CASH, END OF YEAR . . . . . . . . . . . . .  $         63   $  1,005   $      63
=================================================================================
</TABLE>

   The accompanying notes are an integral part of these financial statements.
                                       F-4
<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

            STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIENCY)

                                DECEMBER 31, 2003
                            (STATED IN U.S. DOLLARS)


<TABLE>
<CAPTION>




                                               COMMON STOCK                  DEFICIT
                                   --------------------------------------   ACCUMULATED
                                   NUMBER OF                   ADDITIONAL   DURING THE
                                     COMMON         PAR         PAID-IN     DEVELOPMENT
                                     SHARES        VALUE        CAPITAL        STAGE        TOTAL
<S>                               <C>           <C>           <C>          <C>            <C>
Shares issued for cash at $0.001     2,500,000  $      2,500  $         -  $          -   $   2,500

Shares issued for cash at $0.02.     5,000,000         5,000       95,000             -     100,000

Shares issued for cash at $0.25.         8,500             9        2,116             -       2,125

Net loss for the year. . . . . .             -             -            -      (184,407)   (184,407)
                                     ---------------------------------------------------------------
Balance, December 31, 2001 . . .     7,508,500         7,509       97,116      (184,407)    (79,782)


Net loss for the year. . . . . .             -             -            -       (62,760)    (62,760)
                                     ---------------------------------------------------------------
Balance, December 31, 2002 . . .     7,508,500         7,509       97,116      (247,167)   (142,542)

Net loss for the year. . . . . .             -             -            -       (24,423)    (24,423)
                                     ---------------------------------------------------------------
Balance, December 31, 2003 . . .     7,508,500  $      7,509  $    97,116  $   (271,590)  $(166,965)
</TABLE>

   The accompanying notes are an integral part of these financial statements.
                                      F-5

<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



1.     OPERATIONS

a)     Organization

The  Company  was  incorporated  as  a  Colorado corporation on January 9, 2001.

The  Company  is  a  development  stage, independent natural gas and oil company
engaged  in  the exploration, development and acquisition of natural gas and oil
properties  in  the United States.  The Company's entry into the natural gas and
oil  business  began  on  February  8,  2001.

b)     Development  Stage  Activities

The Company is a development stage enterprise engaged in the exploration for and
production  of natural gas and oil in the United States.  Since January 9, 2001,
the  Company  has  acquired  an  8.9% working interest in a well which commenced
production  in  February  2001.

The  Company  is  subject  to  several  categories  of  risk associated with its
development stage activities.  Natural gas and oil exploration and production is
a  speculative  business, and involves a high degree of risk.  Among the factors
that have a direct bearing on the Company's prospects are uncertainties inherent
in  estimating  natural gas and oil reserves, future hydrocarbon production, and
cash  flows,  particularly with respect to wells that have not been fully tested
and  with  wells  having  limited  production  histories;  access  to additional
capital;  changes  in the price of natural gas and oil; availability and cost of
services  and  equipment; and the presence of competitors with greater financial
resources  and  capacity.

c)     Going  Concern

The  accompanying  financial  statements  have  been  prepared assuming that the
Company  will  continue  as  a  going  concern.

                                       F-6
<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



1.     OPERATIONS

c)     Going  Concern  (Continued)

As  shown  in  the accompanying financial statements, the Company has incurred a
net  loss  of  $271,590  since inception.  To achieve profitable operations, the
Company  requires  additional  capital  for  obtaining  producing  oil  and  gas
properties  through  either  the  purchase  of  producing  wells  or  successful
exploration  activity.  Management  believes  that  sufficient  funding  will be
available  to  meet its business objectives including anticipated cash needs for
working capital and is currently evaluating several financing options.  However,
there  can  be  no  assurance that the Company will be able to obtain sufficient
funds to continue the development of and, if successful, to commence the sale of
its  products  under  development.  As  a  result of the foregoing, there exists
substantial  doubt  about  the Company's ability to continue as a going concern.
These financial statements do not include any adjustments that might result from
the  outcome  of  this  uncertainty.


2.     SIGNIFICANT  ACCOUNTING  POLICIES

a)     Use  of  Estimates

The preparation of financial statements in conformity with accounting principles
generally  accepted  in  the United States requires management to make estimates
and  assumptions that affect the reported amounts of assets and liabilities, and
disclosure  of  contingent  assets  and liabilities at the date of the financial
statements,  and  the  reported  amounts  of  revenues  and  expenses during the
reporting  periods.  Actual  results  could  differ  from  those  estimates.
Significant  estimates  with  regard  to  these financial statements include the
estimate  of  proved  natural  gas  and  oil  reserve quantities and the related
present  value  of  estimated future net cash flows therefrom (see "Supplemental
Oil  and  Gas  Disclosures").

                                      F-7
<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

b)     Oil  and  Gas  Properties

The  Company  accounts  for  its oil and gas producing activities using the full
cost  method  of  accounting  as  prescribed by the United States Securities and
Exchange  Commission  ("SEC").  Accordingly,  all  costs  incurred  in  the
acquisition,  exploration,  and  development  of  proved oil and gas properties,
including  the  costs of abandoned properties, dry holes, geophysical costs, and
annual  lease rentals are capitalized.  All general corporate costs are expensed
as  incurred.  In general, sales or other dispositions of oil and gas properties
are  accounted  for  as  adjustments  to capitalized costs, with no gain or loss
recorded.  Amortization  of  evaluated oil and gas properties is computed on the
units  of production method based on all proved reserves on a country-by-country
basis.  Unevaluated  oil  and  gas properties are assessed at least annually for
impairment  either  individually  or on an aggregate basis.  The net capitalized
costs of evaluated oil and gas properties (full cost ceiling limitation) are not
to exceed their related estimated future net revenues discounted at 10%, and the
lower  of  cost  or  estimated  fair  value  of  unproved properties, net of tax
considerations.

c)     Joint  Ventures

All exploration and production activities are conducted jointly with others and,
accordingly,  the  accounts reflect only the Company's proportionate interest in
such  activities.

d)     Revenue  Recognition

The  Company  recognizes  oil  and  gas  sales  upon  delivery to the purchaser.

e)     Other  Equipment

Computer  equipment  is  stated at cost.  Provision for depreciation on computer
equipment is calculated using the straight-line method over the estimated useful
life  of  three  years.

f)     Impairment  of  Long-Lived  Assets

In  the event that facts and circumstances indicate that the costs of long-lived
assets,  other  than  oil and gas properties, may be impaired, and evaluation of
recoverability  would be performed.  If an evaluation is required, the estimated
future  undiscounted  cash  flows associated with the asset would be compared to
the  asset's  carrying  amount  to  determine if a write-down to market value or
discounted cash flow value is required.  Impairment of oil and gas properties is
evaluated  subject  to  the  full  cost  ceiling  as described under Oil and Gas
Properties.
                                       F-8
<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

g)     Loss  Per  Share

In  February  1997, the Financial Accounting Standards Board issued Statement of
Financial  Accounting  Standards  No.  128,  "Earnings  Per Share" ("SFAS 128").
Under SFAS 128, basic and diluted earnings per share are to be presented.  Basic
earnings  per  share  is  computed  by  dividing  income  available  to  common
shareholders  by the weighted average number of common shares outstanding in the
period.  Diluted  earnings  per  share  takes  into  consideration common shares
outstanding  (computed  under basic earnings per share) and potentially dilutive
common  shares.

h)     Income  Taxes

The  Company  follows  the liability method of accounting for income taxes under
which  deferred  tax  assets  and  liabilities are recognized for the future tax
consequences  of  (i)  temporary differences between the tax bases of assets and
liabilities,  and  their  reported amounts in the financial statements, and (ii)
operating  loss  and  tax  credit  carryforwards for tax purposes.  Deferred tax
assets  are  reduced  by  a  valuation  allowance  when, based upon management's
estimates,  it is more likely than not that a portion of the deferred tax assets
will  not  be  realized  in  a  future  period.

i)     Financial  Instruments

The  Company's  financial  instruments  consist  of  cash,  accounts receivable,
accounts  payable,  advances  payable,  and  amounts  due  to  related  parties.

It  is  management's  opinion  that  the  Company  is not exposed to significant
interest  or  credit  risks  arising from these financial instruments.  The fair
value  of  these  financial  instruments  approximate  their  carrying  values.

j)     Stock  Based  Compensation

The  Company  accounts for employee stock based compensation using the intrinsic
value  method  prescribed  in  Accounting  Principles  Board  Opinion  No.  25 -
"Accounting  for  Stock  Issued  to  Employees",  and  related  interpretations.
Accordingly,  compensation  cost for stock options is measured as the excess, if
any,  of  the  fair value of the Company's common stock at the date of the grant
over  the amount an employee must pay to acquire the common stock.  Non-employee
stock  based  compensation  is  accounted  for  using  the  fair value method in
accordance  with  SFAS  No.  123  -  "Accounting  for Stock Based Compensation".

                                       F-9


<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

k)     New  Accounting  Pronouncements

In  June  2001,  the  Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards  No.  143  -  "Accounting  for Asset Retirement
Obligations", which is effective for fiscal years beginning after June 15, 2002.
The  Statement requires legal obligations associated with the retirement of long
lived  assets  to  be  recognized  at  their  fair  value  at  the time that the
obligations  are  incurred.  Upon  initial recognition of a liability, that cost
should  be  capitalized as part of the related long lived asset and allocated to
expense  over  the  useful life of the asset.  We adopted the new rules on asset
retirement  obligations  on  January  1,  2003.  The adoption of this accounting
standard  did  not  have  a  material  effect  on the financial condition or the
results  of  operations  of  the  Company.

On January 1, 2003, the Company adopted the provisions of Statement of Financial
Accounting Standards ("SFAS") No. 145 - "Rescission of FASB Statements No. 4, 44
and 64, Amendment of FASB Statement No. 13 and Technical Corrections".  Prior to
SFAS  No. 145, gains or losses on the early extinguishment of debt were required
to  be classified in a company's statements of operations as extraordinary gains
or  losses  after the determination of income (loss) from continuing operations.
The  adoption  of this accounting standard did not have a material effect on the
financial  condition  or  the  results  of  operations  of  the  Company.

The  Company  also  adopted SFAS No. 146 - "Accounting for Costs Associated with
Exit or Disposal Activities" in 2003.  This statement establishes accounting and
reporting standards that are effective for exit or disposal activities beginning
after  December  31,  2002,  which require that a liability be recognized for an
exit or disposal activity when that liability is incurred.  The adoption of SFAS
No.  146  had  no  effect  on  the  Company's  financial  statements.

In January 2003, the FASB issued Interpretation No. 45 - "Guarantor's Accounting
and  Disclosure  Requirement  for  Guarantees,  Including Indirect Guarantees of
Indebtedness  of  Others"  ("FIN 45").  FIN 45 requires an entity to recognize a
liability  for  the  obligations it has undertaken in issuing a guarantee.  This
liability  would  be  recorded  at  the  inception  of  a guarantee and would be
measured  at  fair  value.  Certain guarantees are excluded from the measurement
and  disclosure  provisions while certain other guarantees are excluded from the
measurement  provisions of the interpretation.  The adoption of the statement in
2003  had  no  effect  on  the  Company's  financial  statements.

                                     F-10

<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



2.     SIGNIFICANT  ACCOUNTING  POLICIES  (Continued)

k)     New  Accounting  Pronouncements  (Continued)

In  January  2003,  the  FASB  issued  Interpretation No. 46 - "Consolidation of
Variable  Interest  Entities"  ("FIN  46"), which was modified in December 2003.
FIN  46  requires  an  entity to consolidate a variable interest entity if it is
designated as the primary beneficiary of that entity even if the entity does not
have  a  majority  of voting interests.  A variable interest entity is generally
defined  as  an entity whose equity is unable to finance its activities or where
the  owners of the entity lack the risks and rewards of ownership.  The adoption
of  FIN  46 is not expected to have a material effect on the Company's financial
statements  when  adopted.


3.     OIL  AND  GAS  PROPERTIES

On February 7, 2001, the Company acquired an 8.9% working interest in a gas well
located  in  California  at a cost of $90,000.  The well commenced production in
February  2001  following  a  redrill.


4.     ADVANCES  PAYABLE

Advances  payable  are  repayable on demand, unsecured and bear interest at 6.5%
per  annum.


5.     PROMISSORY  NOTE  PAYABLE
<TABLE>
<CAPTION>



                                                                    2003     2002
                                                                   =======  =======
<S>                                                                <C>      <C>
Unsecured loan, repayable January 4, 2005, together with accrued
   interest at a rate of 6.5% . . . . . . . . . . . . . . . . . .  $35,111  $32,968
</TABLE>

                                      F-11




<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



6.     INCOME  TAX

A  reconciliation  of  statutory  federal  income  tax  rates  to  the Company's
effective  tax  rate  is  as  follows:
<TABLE>
<CAPTION>



                                  2003      2002
                                ========  =========
<S>                             <C>       <C>
Expected tax recovery at 34% .  $(8,304)  $(21,338)
Non-deductible differences . .        -      3,400
Change in valuation allowance.    8,304     17,938
                                -------------------
Income tax provision . . . . .  $     -   $      -
                                ===================
</TABLE>



The  Company  did  not  pay  any  income  tax  in  2003  or  2002.

Deferred  tax  assets  (liabilities)  at  December  31  were  as  follows:
<TABLE>
<CAPTION>



                                2003       2002
                              =========  =========
<S>                           <C>        <C>
Operating loss carryforwards  $ 69,866   $ 61,562
Other. . . . . . . . . . . .         -      4,526
                              --------------------
Gross deferred tax asset . .    69,866     66,088

Valuation allowance. . . . .   (69,866)   (66,088)
                               -------------------
Net deferred tax asset . . .  $      -   $      -
                              ====================
</TABLE>



The  Company  has net operating losses carried forward of approximately $205,000
and  has  provided  a  full  valuation  allowance  due  to  the  uncertainty  of
realization  of  the  utilization  of  the  benefit  of  these  losses.


7.     RELATED  PARTY  TRANSACTIONS

During  the  year  ended December 31, 2003, $1,274 (2002 - $3,398) was paid to a
director  as  administration  fees.  As  at  December 31, 2003, accounts payable
include  $4,825  (2002  -  $3,756)  due  to  the  director.

                                       F-12
<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)




SUPPLEMENTAL  OIL  AND  GAS  DISCLOSURES  (Unaudited)

The  following disclosures provide unaudited information required by SFAS No. 69
-  "Disclosures  About  Oil  and  Gas  Producing  Activities".

Capitalized  Costs  Incurred

Capitalized  costs  incurred  in  natural  gas  and  oil  property  acquisition,
exploration  and  development  activities  are  summarized  below:
<TABLE>
<CAPTION>



                              2003      2002
                            ========  ========
<S>                         <C>       <C>
Property acquisition costs
Proved . . . . . . . . . .  $ 90,000  $ 90,000
Exploration costs. . . . .         -         -
Development costs. . . . .    12,346    12,346
                            -------------------
Total costs incurred . . .  $102,346  $102,346
                            ===================
</TABLE>



Natural  Gas  and  Oil  Reserves

Proved  reserves are estimated quantities of natural gas and oil that geological
and  engineering data demonstrate with reasonable certainty to be recoverable in
future  years  from  known  reservoirs  under  existing  economic  and operating
conditions.  Proved  developed  reserves are proved reserves that reasonably can
be  expected  to be recovered through existing wells with existing equipment and
operating  methods.

Proved natural gas and oil reserve quantities at December 31, 2003 and 2002, and
the  related  discounted  future net cash flows before income taxes are based on
estimates  prepared  by  Mark  Anderson,  P.E., independent consulting engineer.
Such  estimates  have been prepared in accordance with guidelines established by
the  Securities  and  Exchange  Commission.

                                      F-13
<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



SUPPLEMENTAL  OIL  AND  GAS  DISCLOSURES  (Unaudited)  (Continued)

Natural  Gas  and  Oil  Reserves  (Continued)

The  Company's net ownership interests in estimated quantities of proved natural
gas  and  oil  reserves  and  changes  in  net proved reserves, all of which are
located  in  the  continental  United  States,  are  summarized  below:
<TABLE>
<CAPTION>



                             NATURAL
                             ========
                               GAS
                              (MCF)
                             --------
<S>                          <C>
Reserves, December 31, 2001   14,922

Extensions and revisions. .   (6,289)
Production. . . . . . . . .   (4,787)
                             --------
Reserves, December 31, 2002    3,846

Extensions and revisions. .    3,099
Production. . . . . . . . .   (3,497)
                             --------
Reserves, December 31, 2003    3,448
                             ========
</TABLE>



Standardized  Measure

The  standardized  measure  of  discounted future net cash flows relating to the
Company's  ownership  interests  in proved natural gas and oil reserves is shown
below:
<TABLE>
<CAPTION>



                                                            2003      2002
                                                          -----------------
<S>                                                       <C>       <C>
Future cash flows. . . . . . . . . . . . . . . . . . . .  $15,828   $15,153
Future operating expenses. . . . . . . . . . . . . . . .   10,597     8,931
                                                          ------------------
Future net cash flows. . . . . . . . . . . . . . . . . .    5,231     6,222
10% annual discount for estimated timing of cash flows .     (101)     (640)
                                                          -------------------
Standardized measure of discounted future net cash flows  $ 5,130   $ 6,862
                                                          ===================
</TABLE>

Future  cash  flows are computed by applying fiscal period end prices of natural
gas  and  oil  to  period end quantities of proved natural gas and oil reserves.
Future  operating  expenses  and development costs are computed primarily by the
Company's  petroleum  engineers by estimating the expenditures to be incurred in


developing  and  producing  the Company's proved natural gas and oil reserves at
the  end  of  the period, based on period end costs and assuming continuation of
existing  economic  conditions.

                                   F-14
<PAGE>
                              DELTA OIL & GAS, INC.
                          (A DEVELOPMENT STAGE COMPANY)

                          NOTES TO FINANCIAL STATEMENTS

                           DECEMBER 31, 2003 AND 2002
                            (STATED IN U.S. DOLLARS)



SUPPLEMENTAL  OIL  AND  GAS  DISCLOSURES  (Unaudited)  (Continued)

Standardized  Measure  (Continued)

Future  income  taxes  are based on period end statutory rates, adjusted for tax
basis  and  applicable tax credits.  A discount factor of 10 percent was used to
reflect  the  timing  of  future  net  cash  flows.  The standardized measure of
discounted  future  net  cash flows is not intended to represent the replacement
cost of fair value of the Company's natural gas and oil properties.  An estimate
of  fair value would also take into account, among other things, the recovery of
reserves  not  presently  classified  as  proved,  anticipated future changes in
prices and costs, and a discount factor more representative of the time value of
money  and  the  risks  inherent  in  reserve  estimate  of  natural gas and oil
producing  operations.

Change  in  Standardized  Measure

Changes  in the standardized measure of future net cash flows relating to proved
natural  gas  and  oil  reserves  are  summarized  below:
<TABLE>
<CAPTION>



                                                            2003      2002
                                                          ========  =========
<S>                                                       <C>       <C>
Changes due to current period operations
Sales of natural gas and oil, net of natural gas and oil
operating expenses . . . . . . . . . . . . . . . . . . .  $ 8,203   $  7,606
Purchases of natural gas and oil properties. . . . . . .        -          -
Changes due to revisions in standardized variables
Prices . . . . . . . . . . . . . . . . . . . . . . . . .   (9,935)   (20,441)
                                                          -------------------
Net change . . . . . . . . . . . . . . . . . . . . . . .   (1,732)   (12,835)
Beginning of year. . . . . . . . . . . . . . . . . . . .    6,862     19,697
                                                          -------------------
End of year. . . . . . . . . . . . . . . . . . . . . . .  $ 5,130   $  6,862
                                                          ===================
</TABLE>

                                      F-15
<PAGE>

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

We have had no changes in or disagreements with our accountants on accounting or
financial  disclosures  during  the  fiscal  year  ended  December  31, 2003.

Item  8A:  Controls and Procedures

As  required  by  Rule  13a-14  under  the  Securities Exchange Act of 1934 (the
"Exchange Act"), we carried out an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures within the 90 days prior
to  the  filing  date of this report.  This evaluation was carried out under the
supervision  and with the participation of our Chief Executive Officer and Chief
Financial  Officer, Ms. Pamela Starek.  Based upon that evaluation, our Chief
Executive  Officer  and  Chief  Financial  Officer concluded that our disclosure
controls  and procedures are effective in timely alerting management to material
information  relating to us which is required to be included in our periodic SEC
filings.  There  have been no significant changes in our internal controls or in
other  factors  that  could significantly affect internal controls subsequent to
the  date  we  carried  out  our  evaluation.

Disclosure  controls  and  procedures are controls and other procedures that are
designed  to  ensure that information required to be disclosed our reports filed
or  submitted  under  the  Exchange  Act  is recorded, processed, summarized and
reported,  within  the  time  periods  specified  in the Securities and Exchange
Commission's  rules  and  forms.  Disclosure  controls  and  procedures include,
without  limitation, controls and procedures designed to ensure that information
required  to  be  disclosed  in  our  reports  filed  under  the Exchange Act is
accumulated  and  communicated  to  management,  including  our  Chief Executive
Officer  and  Chief  Financial  Officer,  to  allow  timely  decisions regarding
required  disclosure.


                                    PART III

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

Our  executive  officers and directors and their respective ages as of April 15,
2004  are  as  follows:

Directors:

Name of Director             Age
----------------------       -----
Pamela Starek                 37

Steve Burwell                 33

Executive Officers:

Name of Officer              Age     Office
--------------------         -----   -------
Pamela Starek                 37     President and Chief
                                     Executive  Officer and Chief Financial
                                     Officer
Steve Burwell                 33     Secretary

Pamela Starek and  Steve Burwell became directors and officers at the inception
of the Company in January, 2001.  The following information sets forth certain
of their biographical  information.
                                  10
<PAGE>
Pamela Starek

From  1995  to 1998, Ms. Starek was the corporate secretary for and an executive
for  Corporate  Concepts  Inc.,  a  management  company specializing in managing
public companies that trade on the Canadian Venture Exchange. From 1997 to 1999,
Ms.  Starek  was  a partner and owner of International Canadian Model Management
Corp.,  an  international  talent  company. From 1999 to the present, Ms. Starek
serves as the corporate secretary for a number of publicly traded companies that
trade  on  the  Canadian  Venture  Exchange.  In  1984, Ms. Starek completed the
General  Studies  Certificate  from Douglas College in New Westminster, BC. From
1984  to  1986  she  studied at the University of British Columbia. In 1994, Ms.
Starek completed the Entrepreneurial Business Development program at the British
Columbia  Institute  of  Technology  in  Burnaby,  BC.

Steve  Burwell

Mr.  Burwell, a member of our board of directors and our corporate secretary, is
presently  a  full  time  law student at the University of Washington in Seattle
Washington.  Prior  to  entering  law  school  on June  1,  2001,  he  worked
in  the retail industry of products related to home
improvement.  From  October  1996  to  June  1997  he  worked  for  Blanchett  &
Associates.  From  June 1997 to August 1998 he worked for West Coast Vinyl. From
August  1998  to February 2000 he worked for Life Time Exteriors. From June 1998
through  2000  he  also worked for HouseQuake Productions, a company in which he
was  a  part  owner.  From  January,  2001, to June, 2001, when he commenced law
school,  Mr.  Burwell  prepared  for  and  took the law school entrance exam and
prepared  to  enter  school.


Term  of  Office

Our  Directors are appointed for terms of one year to hold office until the next
annual meeting  of the holders of our common stock, or  until removed from
office in accordance with our bylaws.  Officers  are  appointed by our board of
directors and hold office until  removed  by  the  board.

Significant  Employees

We have no significant employees other than Pamela Starek.

Section  16(a)  Beneficial  Ownership  Reporting  Compliance

There were no reports required by section
16(a)  of  the  Exchange Act during the most recent fiscal year that were either
not filed or not filed on a timely basis.  Also, the Company has no knowledge of
any  transactions  that  are required to be reported that were not reported on a
timely  basis.

The Company adopted an ethics code in the form attached hereto as exhibit 14.1.

Item 10.  Executive  Compensation

The  following  table  sets  forth compensation information for our officers and
directors.

                            Annual Compensation Table


                         Annual Compensation      Long Term Compensation
                    ----------------------------  ------------------------
                                            Other                           All
                                           Annual                          Other
                                            Com-                            Com-
                                            pen-  Restricted                pen-
                  Fiscal                    sa-   Stock   Options/  LTIP    sa-
Name     Title     Year     Salary  Bonus   tion  Awarded SARs*(#)payouts($)tion
----     -----   ---------  ------  -----  ------ ------- ------- --------- ----
Pamela   Pres,   2000-2001    0       0       0      0       0       0       0
Starek   and     2001-2002  $3,398    0       0      0       0       0       0
         Dir.    2002-2003  $1,274    0       0      0       0       0       0

                                       11
<PAGE>

Item 11.     Security  Ownership  of  Certain  Beneficial Owners and Management

The  following  table sets forth as of April 15, 2004, the number and percentage
of  the  outstanding shares of common stock which were beneficially owned by (i)
each  person  who  is  currently a director of  the Company, (ii) each executive
officer,  (iii) all current directors and executive officers of the Company as a
group  and  (iv)  each person who is the beneficial owner of more than 5% of the
outstanding  common  stock.  The persons named in the table have sole voting and
dispositive  power  with  respect  to  all  shares  beneficially  owned.


                                             Amount of
                     Name and address        beneficial            Percent
Title of class       of beneficial owner     ownership             of  class(1)
----------------     -------------------     --------------------  ------------
Common Stock         Pamela Starek           2,500,000 shares       33.3%
                     4300 West 9th  Ave.
                     Vancouver, B.C. V6R 2C7


Common Stock         All Officers and        2,500,000 shares       33.3%
                     Directors as a Group
                     that consists of
                     two persons

(1)  The  percent  of  class is based on 7,508,500 shares of common stock issued
     and  outstanding  as  of  April 15, 2004.

Item 12.  Certain  Relationships  and  Related  Transactions.

Except  as discussed below, none of the following parties has, since our date of
incorporation, had any material interest, direct or indirect, in any transaction
with  us  or  in any presently proposed transaction which has or will materially
affect  us:

1.   Any  of  our  directors  or  officers;
2.   Any  person  proposed  as  a  nominee  for  election  as  a  director;
3.   Any  person  who beneficially owns, directly or indirectly, shares carrying
     more  than  5%  of  the voting rights attached to our outstanding shares of
     common  stock;
4.   Any  of  our  promoters;
5.   Any  relative  or  spouse  of any of the foregoing persons who has the same
     house  as  such  person.

As of December 31, 2003, accounts payable included $4,825 due to Pamela Starek,
our CEO and director.

                                 12

<PAGE>



                                     PART IV

Item 13.  Exhibits  and  Reports  on  Form  8-K

Exhibits
--------
EXHIBIT
NUMBER        DESCRIPTION
---------     --------------------
3.1            Articles  of  Incorporation  (1)
3.2            By-Laws(1)
10.1           Operating  Agreement  dated  December  29,  2000  (2)
10.2           Assignment  Agreement  dated  February  7,  2001  (2)
10.3           Operating  Agreement  dated  January  1,  2001  (2)
10.4           Letter  Agreement  dated  March  19,  2001  (2)
10.5           Participation  Agreement  dated  July  4,  2001  (2)
10.6           Assignment  Agreement  dated  July  5,  2001  (2)
14.1           Code of Ethics
31.1           Certification of CEO and CFO pursuant to Securities  Exchange Act
               rules 13a-15  and  15d-15(c)  as  adopted pursuant to section 302
               of the Sarbanes-Oxley act of 2002.
32.1           Certification  of  CEO  pursuant  to  18  U.S.C. section 1350, as
               adopted  pursuant  to  section  906  of the Sarbanes-Oxley act of
               2002.

(1)  Previously  filed  as an exhibit to the Company's Form SB-2 on February 13,
     2002.
(2)  Previously  filed  as  an  exhibit to the Company's Amendment No. 2 to Form
     SB-2  on  August  7,  2002.


Reports  on  Form  8-K
----------------------

None

Item 14.  Principal Accountant Fees and Services

AUDIT  FEES

The  aggregate fees billed by our auditors for professional services rendered in
connection with the audit of our annual financial statements for the fiscal year
ended  December  31, 2002 was $4,943 and for the fiscal year ended December 31,
2004 was $2,474.

AUDIT-RELATED  FEES

Our auditors did not bill any additional fees for assurance and related services
that  are  reasonably  related  to the performance of the audit or review of our
financial  statements.

TAX  FEES

The  aggregate  fees  billed  by  our auditors for professional services for tax
compliance,  tax  advice,  and  tax planning were $0 and $0 for the fiscal years
ended  December  31,  2002  and  2003.

ALL  OTHER  FEES

The aggregate fees billed by our auditors for all other non-audit services, such
as  attending  meetings  and  other  miscellaneous financial consulting, for the
fiscal  years  ended  December  31,  2002  and  2003  were $ 1,585  and $ 1,1120
respectively.

                                     13
<PAGE>



                                   SIGNATURES

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



                                        DELTA OIL & GAS, INC.

                                        By:  /s/ Pamela Starek
                                             ________________________
                                             Pamela Starek, President

                                        Date:  April 15, 2004

In  accordance  with  the Exchange Act, this report has been signed below by the
following  persons  on behalf of the registrant and in the capacities and on the
dates  indicated.

                                       /s/ Pamela Starek
                                       _____________________________
                                       Pamela Starek
                                       Director
                                       Principal Executive Officer
                                       Principal Financial Officer
                                       Principal Accounting Officer
                                       April 15, 2004

                                       /s/ Steve Burwell
                                       _____________________________
                                       Steve Burwell
                                       Director
                                       April 15, 2004

                                     14