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


                                      FORM 10-QSB


                     Quarterly Report Under Section 13 or 15(d) of
                          The Securities Exchange Act of 1934


                     For the Three Months Ended September 30, 1997

                             Commission File Number 0-9355

                              ROSELAND OIL AND GAS, INC.
                (Exact name of registrant as specified in its charter)

                                 1724 East 15th Street
                                Tulsa, Oklahoma  74104
                               Telephone:(918) 742-0028

                         Incorporated in the State of Oklahoma

                                  IRS No. 87-0352095

              Securities registered pursuant to Section 12(g) of the Act:

                                    TITLE OF CLASS

                        Common Stock (par value $.05 per share)

     Check whether the registrant (1) filed all reports required to be filed 
by Section 13 or 15(d) of the 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.

       (1)            Yes   [X]                    No     [ ]


       (2)            Yes   [X]                    No     [ ]

     Indicate the number of shares outstanding od each of the issuer's  
classes of common stock, as of the latest practical date:

     Common Stock, $.05 Par Value - 5,030,847 shares as of September 30, 1997.

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<TABLE>

                                    ROSELAND OIL AND GAS, INC.
<CAPTION>
                                         TABLE OF CONTENTS

<S>  <S>     <C>   <C>                                                   <C>
PART I
                                                           
   ITEM 1.   Financial Statements                                          

             Balance Sheets - September 30, 1997 and June 30, 1997 
                  ASSETS . . . . . . . . . . . . . . . . . . . . . . . . F-1
                  LIABILITES & STOCK HOLDERS EQUITY. . . . . . . . . . . F-2

             Statements of Operations - Income (Loss)
             for the three months ended September 30,
             1997 and 1996 . . . . . . . . . . . . . . . . . . . . . . . F-3

             Consolidated Statements of Changes - Stockholder's Equity
             the three months ended September 30, 1997 . . . . . . . . . F-4

             Statement of Cash Flows
             for the three months ended
             September 30, 1997. . . . . . . . . . . . . . . . . . . . . F-5

             Notes to Unaudited Financial
             Statements. . . . . . . . . . . . . . . . . . . . . . . . . . .6

   ITEM 2.   Management's Discussion and Analysis. . . . . . . . . . . . . .6

PART II

   ITEM 1.   Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . .7

   ITEM 2.   Changes in Securities . . . . . . . . . . . . . . . . . . . . .7

   ITEM 3.   Defaults upon Senior Securities . . . . . . . . . . . . . . . .7

   ITEM 4.   Submission of Matters to a Vote of Security
             Holders . . . . . . . . . . . . . . . . . . . . . . . . . . . .7

   ITEM 5.   Other Information . . . . . . . . . . . . . . . . . . . . . . .7

   ITEM 6.   Exhibits and Reports on Form 8-K. . . . . . . . . . . . . . . .7

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .8



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                            ROSELAND OIL AND GAS INC. AND SUBSIDIARIES
                              NOTES TO UNAUDITED FINANCIAL STATEMENTS
                                        SEPTEMBER 30, 1997


1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The accounting policies followed by Roseland Oil and Gas, Inc. (the 
"Company" or "Roseland") are set forth in Note 2 to the Company's financial 
statements in its June 30, 1997, Form 10-KSB and should be read in 
conjunction with the consolidated financial statements for the three months 
ended September 30, 1997, contained herein.

     The financial statements included herein as of September 30, 1997, and 
the three month period ended September 30, 1997 have been prepared by the 
Company, without an audit, pursuant to generally accepted accounting 
principles and the rules and regulations of the Securities and Exchange 
Commission.  The Company believes that the disclosures are adequate to make 
the information presented not misleading.  The information presented reflects
all adjustments (consisting solely of normal recurring adjustments) which 
are, in the opinion of management, necessary for a fair statement of results
for the period.

     The prior year financial statements have been restated to conform with
current year presentation.


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS

THREE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED TO THREE MONTHS ENDED
SEPTEMBER 30, 1996.

     Gross revenues for the three months ended September 30 decreased from 
$116,000 in 1996 to $ 44,000 in 1997 primarily due to the sale of several 
wells which were reaching their economic limit.

     Oil and gas production, operating and development costs decreased from
$42,000 (54% of oil and gas sales) in 1996 to $19,000 (47% of oil and gas 
sales) in 1997.  Selling, general and administrative expenses decreased from
$36,000 in 1996 to $30,000 in 1997 due to cost control.

     Operating income and net income decreased from $3,000 in 1996 to a loss
of ($ 5,000) in 1997 due to sale of several wells.  

LIQUIDITY AND CAPITAL RESOURCES

     The Company used from its operating activities $2,000 of net cash,
$33,000 was received from the sale of stock, $2,000 of net cash from the 
payment of notes receivable, of which $13,000 was paid on borrowings and the 
remainder for the purchase of property and equipment of $25,000.

     The Company's total long term debt at September 30, 1997 was $278,000 of
which $69,000 was classified as current.  This compares to total long term 
debt of $291,000 outstanding at June 30, 1997 of which $76,000 was classified
as current.


<PAGE>

                                    PART II - OTHER INFORMATION



ITEM 1.   LEGAL PROCEEDINGS

     An action was filed against certain directors of a former subsidiary of 
Roseland Oil and Gas, Inc., alleging that the settlement entered into 
breached a duty to the creditors of that subsidiary and the directors are 
liable for the debt of this creditor.  Roseland Oil and Gas, Inc. has an 
indemnification agreement to pay defense and pay any judgement of the
directors since the settlement was directed by Roseland Oil and Gas, Inc. 
The amount in question is $65,000 plus interest, plus cost of defense.  
Roseland Oil and Gas, Inc. attorneys have advised that Roseland Oil and Gas,
Inc. exposure beyond the cost of defense, is minimal.

ITEM 2.  CHANGES IN SECURITIES

     On September 5, 1997 Roseland amended its Certificate of Incorporation 
with the Secretary of State of Oklahoma to increase the aggregate number of
authorized shares of common stock from 10,000,000 shares to 50,000,000 shares.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     None.

ITEM 5.  OTHER INFORMATION

     None.

     Subsequent Events:

     A Definitive Agreement for an interest in a drilling prospect has been 
executed in exchange for Roseland Stock.  Whereby Calvin Wallen III will 
transfer a working interest in a lease for 12,500,000 shares of Common Stock.
This would substantially change control of the company.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     None.

<PAGE>


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



                                                  ROSELAND OIL AND GAS, INC. 


DATE:  January 21, 1998                 BY:       ___________________________
                                                     William G. Vandever
                                                          President



<PAGE>


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



                                                   ROSELAND OIL AND GAS, INC.  


DATE:  January 21, 1998                    BY:  /S/William G. Vandever          
                                                   William G. Vandever
                                                        President





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<TABLE>

   ROSELAND OIL AND GAS,INC.        
   BALANCE SHEET               
   SEPTEMBER 30, 1997 AND JUNE 30, 1997           
   (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)       

<CAPTION>

                             ASSETS                   SEPT 30       JUNE 30    
                                                        1997          1997

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

Current Assets:                     
   Cash and cash equivalents                    $         14  $         19  
   Accounts receivable:             
        Trade                                            151           148  
        Related Parties                                    0             0  
   Notes Receivable:                
        Trade                                              0             2  
        Related Parties                                    0  
   Inventory                                              33            14  
                                                ------------       --------     
                    Current Assets                       198           183   
                                                ------------       --------
Property and equipment, at cost                  
   Oil and gas properties:                       
   (successful efforts method):                  
        Proved properties                        
        (including wells and related            
         equipment and facilities)              $      3,000   $     2,977  
                                                
        Real Estate holdings                     
             Buildings                                   210           210  
   Office and other equipment                             73            71
                                                -------------  ------------  
                  Total property and equipment         3,283         3,258  

   Less accumulated depreciation    
   depletion, and amortization                           866           866  
                                                -------------  ------------
                  Net Property and Equipment           2,417         2,392  
                                                -------------  ------------ 
Other Assets:                       
   Marketable equity securities of  
   related parties at lower cost or market      $          0   $         0  
   Notes Receivable; less current portion                  0             0  
   Other                                                 602           544  
                                                -------------  ------------
                   Total Other Assets                    602           544
                                                -------------  ------------
                   Total Assets                 $      3,217         3,119
                                                =============  ============ 


                                (continued)   

The accompanying notes are part of these financial statements.   

                                   F-1         

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<TABLE>

   ROSELAND OIL AND GAS,INC.        
   BALANCE SHEET                    
   SEPTEMBER 30, 1997 AND JUNE 30, 1997           
   (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)       

<CAPTION>

    LIABILITIES & STOCKHOLDERS EQUITY               SEPT 30       JUNE 30    
                                                      1997          1997 
      
<S><S>    <S>          <S>                     <C>           <C>
Current Liabilities:                       
   
   Current portion of long-term debt           $         69  $         76 
   Accounts Payable                                     176            93  
   Oil and gas revenues payable                           1             1  
   Accrued income taxes                                   0             0  
   Other accrued liabilities                              0             0  
                                               -------------  ------------  
         Total Current Liabilities                      246           170   
                                               -------------  ------------

Long-term Debt, less current portion:  
   Oil and gas revenue payable                  $         0             0  
   Other                                                209           215  
                                               -------------  ------------ 
                     Total Long-term Debt               209           215
                                               -------------  ------------

Deferred Income taxes                           $         0 $           0  

Stockholders Equity                 
   Series A preferred stock, 
   par value $.01 per share                     $         0 $           0  
   authorized 10,000,000 shares, 
   issued -0- shares                                      0             0  
   Common stock, $.05 par value, 
   authorized 50,000,000 shares, 
   issued 5,030,847 shares                              252           252
   Additional paid-in capital                         2,391         2,395  
   Stock Subscribed - to be issued                      110            72  
   Retained earnings                                     63            69  
   Treasury stock (25,340 shares),
   at cost                                              (54)          (54)  
                                                ------------- ------------
           Total Stockholders' Equity                 2,762         2,734  
                                                ------------- ------------
           Total Liability & Stockholders' Equity     3,217         3,119  
                                                ============= ============  


The accompanying notes are part of these financial statements


                                                  F-2         
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<TABLE>

   ROSELAND OIL AND GAS, INC.       
   STATEMENTS OF OPERATION          
   FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996     
   (In thousands, except per share amounts)       

<CAPTION>
                                                      THREE MONTHS ENDING 
                                                          September 30,
    
                                                      1997          1996

<S> <S>                <S>                     <C>           <C>
                             
   Oil and gas sales                           $        40   $        77  
   Overhead recovery fees                                4            39  
                       Total Revenues                   44           116

Costs and Expenses:                 
   Oil and gas production, operating 
       and development costs                   $        19   $        42  
   Abandoned leases                 
        Selling, general and 
        administrative expenses                         30            36  
        Depreciation, depletion and amortization         0            35
  
                       Total Costs and Expenses         49           113  

Operating Income (Loss):                       $        (5)  $         3  

Non-operating Income (Expenses):    
   Interest Income                             $         0   $         0  
   Gain (loss) on sale of assets                         0             0  
   Other income                                          0             0  
   interest expense                                      0             0  

Income before provision for income taxes       $       (5)   $         3  

Provision (benefit) for income taxes                    0              0  

Net Income (loss)                              $       (5)   $         3  

EARNINGS (LOSS) PER COMMON SHARE:              $        0    $         0  

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:         5,031          5,031  


The accompanying notes are part of these financial statements   


                                                   F-3        
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<TABLE>

   ROSELAND OIL AND GAS, INC. AND SUBSIDIARY      
   CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY   
   September 30, 1997               

<CAPTION>

                       Cumulative    Common   Common     Additional             Stock       Preferred             Total
                        Preferred    Shares    Stock       Paid-In   Retained   Subscripts  Dividend   Treasury  Stockholder
                         Stock         O/S   Par Value    Capital    Earnings   Receivable  Payable    Stock       Equity

<S><S>                   <C>      <C>        <C>        <C>         <C>         <C>         <C>        <C>       <C> 
                                                                                                                        
Balance, June 30, 1996   $ 2,000  4,572,149  $ 228,607  $ 2,383,715  $ 64,570   $        0  $       0  $(53,877) $ 2,625,015
Preferred dividend             0          0          0            0   (35,000)           0     35,000         0            0
Conversion of Preferred                                                                                                    
to Common                 (2,000)   400,000     20,000       13,500                                                   31,500
Conversion of Dividend                                                                                                     
Pay to Stock                   0     58,698      3,500        4,769                           (35,000)               (26,731)
Sale of stock -                                                                                                            
  Private Placements           0          0          0            0         0       71,500          0         0       71,500
  Sale of stock-10% Commission                  (7,150)                                                               (7,150)
Net income,                                                                                                                 
year ended June 30, 1997       0          0          0            0    39,500            0          0         0       39,520 
Balance, June 30, 1997   $     0  5,030,847  $ 252,107  $ 2,394,834  $ 69,090   $   71,500  $       0  $(53,877) $ 2,733,654

Sale of stock -                                                              
  Private Placements           0          0          0            0         0       38,500          0         0       38,500
  Sale of stock-10% Commission                               (3,850)                                                  (3,850)
Net income,                                                                 
quarter ended Sept. 30, 1997   0          0          0            0    (5,676)           0          0         0       (5,676)
Balance,                                                                                                                    
September 30, 1997       $     0  5,030,847  $ 252,107  $ 2,390,984  $ 63,414    $ 110,000   $      0  $(53,877) $ 2,762,628
                                               
The accompanying notes are part of these financial statements


                                    F-4

</TABLE>
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<TABLE>

   ROSELAND OIL AND GAS, INC. AND SUBSIDIARY      
   STATEMENTS OF CASH FLOWS         
   FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997  
   UNAUDITED                        

<CAPTION>
                                                                 THREE MONTHS  
                                                                 ENDED      
                                                                 SEPT. 30   
                                                                 1997       

<S> <S>                                                         <C>       
CASH FLOWS FROM OPERATING ACTIVITIES:  
   Net income (loss)                                          $    (5)  
   Adjustments to reconcile net income (loss)     
   to cash provided (used) by operating activities:           
   Depreciation, depletion and amortization                         0  

   (Gain) loss from sale of assets                                  0  
   Provision (benefit) for deferred income tax    
   Change in assets and liabilities   
    (Increase) in accounts receivable                              (3)  
    (Increase) in notes receivable                                  0  

   (Increase) decrease in other assets                            (77)          
   Increase (decrease) in accounts payable                         83  

   Net cash provided (used) by operating activites             $   (2) 

Cash flows from investing activities:  
   Proceeds from disposal property and equipment               $    0  
   Purchase of property and equipment                             (25)  
   Loans to related parties                                         0  
   Net cash provided (used) by investing activities            $  (25)
                                                  
Cash flows from financing activities:  
   Issuance of common stock                                    $   33  
   Retirement of common stock                                       0  
   Issuance of preferred stock                                      0  
   Dividend payment                                                 0  
   Additional debt                                                  2  
   Payments on debt                                               (13)  
   Net cash provided (used) by financing activites             $   22 

Net increase (decrease) in cash and cash equivalents           $   (5)  

Cash beginning of period                                           19  

Cash at end of period                                          $   14  
                                                             
The accompanying notes are part of these financial statements   

                                    F-5         
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