UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                    FORM 8-K


                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934


                                February 22, 2005
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                Date of Report (Date of earliest event reported)


                               PIONEER OIL AND GAS
              -----------------------------------------------------
             (Exact name of Registrant as specified in its charter)


           Utah                        0-30472                87-0365907
 -------------------------------   ------------------------  ----------------
 (State or other jurisdiction of   (Commission File Number)  (IRS Employer
         incorporation)                                   Identification No.)


           1206 W. South Jordan Parkway, Unit B South Jordan, UT 84095
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               (Address of principal executive offices) (Zip Code)


                                 (801) 566-3000
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              (Registrant's telephone number, including area code)


                                 Not Applicable
           -----------------------------------------------------------
          (Former name or former address, if changed since last report)

ITEM 5: Pioneer Oil and Gas (the "Company")is filing this form 8K because of the
press  release  issued on Februrary  22, 2005.  The press release is attached to
this Form 8K as an exhibit.

          (c) Exhibits. The following exhibit is furnished pursuant to Item 5 of
          Form 8-K:

          Press Release: PIONEER CLOSES ON FIRST PHASE OF CENTRAL UTAH PLAY;
                         SELLS REMAINING OVERPRESSURED GAS PLAY  

                                            SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.



     PIONEER OIL AND GAS Registrant


      Date: February 22, 2005             /s/ Don J. Colton
                                        ------------------------------
                                           Don J. Colton
                                           President





 
                                                          February 22, 2005

              PIONEER CLOSES ON FIRST PHASE OF CENTRAL UTAH PLAY;
                     SELLS REMAINING OVERPRESSURED GAS PLAY


     South  Jordan,  Utah --- Pioneer  Oil and Gas (OTC  Bulletin  Board:  PIOL)
announced  today it had closed on the first  phase of its central  Utah  project
selling  approximately  21,232 gross acres (7,962 net acres) in the Central Utah
Overthrust for $2,189,550. Pioneer will retain a 1.75 percent overriding royalty
interest in the 21,232 gross acres.

     Pioneer also announced  that it had closed on the remaining  portion of its
Uinta Basin  Overpressured  Gas Prospect  comprising  13,189 net acres.  Pioneer
received $454,709 and will retain a 3.25 percent  overriding royalty interest in
this project as well as a 10 percent carried working interest (eight percent net
revenue  interest)  on the first two wells  drilled on the  property.  After the
first two wells Pioneer can  participate  or farmout for its 10 percent  working
interest.

     Statements concerning future financial results,  production,  expenditures,
reserve  estimates,  and  other  items  are  forward-looking  statements.  These
statements  are  based on  assumptions  concerning  commodity  prices,  drilling
results and other factors management  believes are reasonable based on currently
available  information;  however,  management's  assumptions  and the  Company's
future performance are both subject to a wide range of business risks, and there
is no assurance that these goals and projections can or will be met.