QUARTERLY REPORT FOR THE PERIOD ENDING 31 MARCH 2005

HIGHLIGHTS FOR THE QUARTER

1. Acquisition of 12.5% working interest in first US gas producing interest, the Flour Bluff Gas Field, Texas Gulf Coast with 92.5 billion cubic feet of 3P recoverable gas reserves and the potential to contain additional gas reserves of up to 204 billion cubic feet for total field potential of up to 300 billion cubic feet of gas.
2. Commencement of three well deep development drilling program on Flour Bluff Gas Field in early February 2005 to increase production from current 3.2 million cubic feet per day to gas production target with development success within 12 months to 40 million cubic feet per day.
3. Initial development success in first well in Flour Bluff Project BG Webb-1 increasing 3P reserves to 107 billion cubic feet of gas in Frio J sands and upper K sands with remaining potential of 23 billion cubic feet of gas assigned to as yet untested deeper lower Frio K sand discovery. Testing taking place in May 2005.
4. Planned commencement of Mirage and Ventura oil field production at 500 barrels of oil per day in April and May 2005 (200 barrels of oil per day net to Victoria) to produce estimated recoverable reserves of up to 2.8 million barrels of oil.
5. Development drilling on Mirage Oil Field planned for second quarter 2005 to increase oil production.
6. Continuing exploration drilling program in 2005 in South Australian Cooper Basin permits with nine wells planned. First exploration well Kitson-1 drilling in mid May 2005 testing target with up to 44 million barrel oil potential, if oil is present.
7. Planned increase in oil production in Jingemia Oil Field, North Perth Basin from current 3,500 barrels of oil per day (175 barrels of oil per day net to Victoria) to 5,000 barrels of oil per day (250 barrels of oil per day net to Victoria) in mid 2005 by operator Origin Energy.
8. Planned drilling in second quarter 2005 of Eagle-2 development well on California Eagle Oil Pool Development Project, with potential to contain up to 34 million barrels of oil and 58 billion cubic feet of gas, after farmout.
9. Victoria Petroleum N.L. has an 11% interest in Samson Oil & Gas N.L which has through its 75% shareholding in Kestrel Energy, Inc. reserves attributable to Samson of 18.9 billion cubic feet of gas equivalent with a 10% net present value of A$36.4 million.
10. Planned exploration and development drilling program of up to 6 wells over the next three months as per the attached drilling schedule.
11. Victoria Petroleum exploration, development and production activities in Australia and USA are being carried out against a background of historical high oil prices in the range of A$60-70 per barrel. The current and planned Victoria net oil production of 400 barrels of oil per day in calendar 2005 to generate net cash flow estimated at $6 million per year.

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