10-Q/A

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

                                   FORM 10-Q/A

[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
         EXCHANGE ACT OF 1934
         For the quarterly period ended March 31, 2003

                                       OR

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

                                                Commission file number 0 - 24012

                            DEEP WELL OIL & GAS, INC.
                      (formerly ALLIED DEVICES CORPORATION)
             (Exact name of registrant as specified in its charter)

                 Nevada                                      13 - 3087510
      (State or other jurisdiction                         (I.R.S. Employer
    of incorporation or organization)                     Identification No.)

                        Suite 3175 246 Stewart Green SW
                        Calgary, Alberta, Canada T3H 3C8
              (Address of principal executive offices - Zip code)

                                 (403) 686-6104
              (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.  Yes [ ]   No [X]

    APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
                             PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.  Yes [X]   No [ ]

     As of October 30, 2003, the Registrant had approximately 2,168,292 shares
of Common Stock, $.001 par value per share outstanding. This figure accounts
for, or takes into consideration, a reverse split of the Company's common stock
that occurred and became effective on November 21, 2003.


EXPLANATORY NOTE
This Form 10-Q/A is being filed in conjunction with the review of the financial
statements and notes contained herein (Part I, Item 1) by our independent
accountants, Madsen & Associates, CPA's Inc.

Part I, Items 2 and 3, as well as all of Part II (excluding Item 6 Exhibits) of
Form 10-Q filed on December 12, 2003, is incorporated by reference to this Form
10-Q/A.




                            DEEP WELL OIL & GAS, INC.

                                      INDEX

PART I.  FINANCIAL INFORMATION ...............................................3

ITEM 1.  FINANCIAL STATEMENTS
         Condensed Consolidated Balance Sheets as of March 31, 2003
         (unaudited) and September 30, 2002 ..................................4
         Condensed Consolidated Statements of Operations (unaudited) for
         the three months and six months ended March 31, 2003 and 2002 .......5
         Condensed Consolidated Statements of Cash Flows (unaudited) for
         the three months and six months ended March 31, 2003 and 2002 .......6
         Notes to Condensed Consolidated Financial Statements ...............7-8

ITEM 4.  CONTROLS AND PROCEDURES .............................................9


PART II. OTHER INFORMATION ..................................................10

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K....................................10





                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

On February 19, 2003, Deep Well Oil & Gas, Inc. (formerly Allied Devices
Corporation) (the "Company" or the "Registrant") filed a Petition for Relief
under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy
Court in and for the Eastern District of New York titled In re: Allied Devices
Corporation, et al., Chapter 11, Case No. 03-80962-511 ("the Bankruptcy
Action"). See Form 8-K filed by the Company on February 20, 2003 for additional
information.

The Company's fiscal year-end is September 30 and the Company filed a Form 10-K
for the fiscal year-end September 30, 2002. On March 20, 2003, the Company's
auditors at the time, BDO Seidman, LLP, declined to continue as auditors of the
Company.

As a result of the Bankruptcy Action, the Registrant was unable to file
quarterly reports for the quarters ended December 31, 2002, March 31, 2003 and
June 30, 2003 with the Securities and Exchange Commission on a timely basis as
required under the Securities Exchange Act of 1934, as amended (the "Exchange
Act").

On September 10, 2003, after notice to all creditors and a formal hearing, U.S.
Bankruptcy Judge Melanie L. Cyganowski issued an "Order Confirming Liquidating
Plan of Reorganization" in the Bankruptcy Action (hereinafter "Bankruptcy
Order"). In conjunction with that Bankruptcy Order, the Company's liabilities,
among other things, were paid off and extinguished.

The Company emerged from Chapter 11 on September 11, 2003. The Bankruptcy Order,
among other things, implements a change of control whereby a group of new
investors, took control of the Company.

Upon emergence from Chapter 11 proceedings, the Company adopted fresh-start
reporting in accordance with the American Institute of Certified Public
Accountants Statement of Position 90-7, Financial Reporting By Entities in
Reorganization Under the Bankruptcy Code (SOP 90-7). In connection with the
adoption of fresh-start reporting, a new entity has been deemed created for
financial reporting purposes. For financial reporting purposes, the Company
adopted the provisions of fresh-start reporting effective September 12, 2003.
All periods presented prior to September 12, 2003, including the information
presented in this quarterly report, have been designated Predecessor Company.

The Company is filing this Form 10-Q/A for the quarter ended March 31, 2003 in
order to become current in its filing obligations under the Exchange Act. THE
FINANCIAL STATEMENTS IN THIS FILING ARE FOR THE PREDECESSOR COMPANY. READERS ARE
CAUTIONED THAT THE PREDECESSOR COMPANY IS NO LONGER IN OPERATION AND THE
INFORMATION PRESENTED IN THESE FINANCIAL STATEMENTS DOES NOT REFLECT THE CURRENT
BUSINESS OF THE COMPANY. SEE "NOTES TO CONSOLIDATED FINANCIAL STATEMENTS" BELOW
FOR ADDITIONAL DETAILS.

                                      -3-




Deep Well Oil & Gas, Inc.
(formerly Allied Devices Corporation)
Consolidated Balance Sheets

                                                                          Predecessor       Predecessor
                                                                              Company           Company
                                                                              Mar. 31           Sep. 30
                                                                                 2003              2002
- --------------------------------------------------------------------------------------------------------
Assets
Current
Cash                                                                     $  1,599,462      $  1,536,299
Accounts receivable, net                                                    1,996,928         2,291,625
Inventories                                                                   885,415         5,620,833
Prepaid expenses and other assets                                                 643           299,511
Income tax refund receivable                                                        -           294,000
- --------------------------------------------------------------------------------------------------------
   Total current assets                                                     4,482,448        10,042,268
- --------------------------------------------------------------------------------------------------------
Property, plant and equipment, net                                          6,978,541         9,368,554
Goodwill, net                                                                       -         5,230,653
Other intangibles, net                                                              -            50,000
Other                                                                               -            63,768
- --------------------------------------------------------------------------------------------------------
   Total assets                                                          $ 11,460,989      $ 24,755,243
========================================================================================================

Liabilities and Stockholders' (Deficit) Equity
Current
Accounts payable                                                         $  2,802,714      $  2,017,381
Accrued expenses and other current liabilities                                877,300         1,184,787
Current portion of long-term debt and capital lease obligations                     -        16,478,259
Prepetition liabilities subject to compromise                              22,362,632                 -
- --------------------------------------------------------------------------------------------------------
   Total current liabilities                                               26,042,646        19,680,427
- --------------------------------------------------------------------------------------------------------
Long-term debt and accrued interest                                                 -         5,911,033
Other liabilities                                                                   -           435,980
- --------------------------------------------------------------------------------------------------------
   Total liabilities                                                       26,042,646        26,027,440
- --------------------------------------------------------------------------------------------------------

Stockholders' (Deficit) Equity
Capital stock                                                                   5,049             5,049
Paid-in capital                                                             3,520,970         3,520,970
Retained deficit                                                          (17,978,505)       (4,669,045)
- --------------------------------------------------------------------------------------------------------
   Subtotal                                                               (14,452,486)       (1,143,026)
Treasury stock, at cost                                                      (129,171)         (129,171)
- --------------------------------------------------------------------------------------------------------
   Total stockholders' deficit                                            (14,581,657)       (1,272,197)
- --------------------------------------------------------------------------------------------------------
   Total liabilities and stockholders' deficit                           $ 11,460,989      $ 24,755,243
========================================================================================================

                                      -4-




Deep Well Oil & Gas, Inc.
(formerly Allied Devices Corporation)
Consolidated Statements of Operations

                                                       Predecessor      Predecessor      Predecessor     Predecessor
                                                         Company          Company          Company         Company
                                                       Three months     Three months      Six months      Six months
                                                          ended            ended            ended           ended
                                                         Mar. 31          Mar. 31          Mar. 31         Mar. 31
                                                           2003             2002             2003            2002
- --------------------------------------------------------------------------------------------------------------------

Net sales                                              $ 3,501,617      $ 4,520,406      $ 7,336,132     $ 8,653,928
   Cost of sales                                         3,141,619        3,745,289        6,700,503       7,134,899
   Inventory write-downs                                         -                -                -               -
- --------------------------------------------------------------------------------------------------------------------
Gross profit                                               359,998          775,117          635,629       1,519,029

   Selling, general and administrative expenses          1,266,390        1,560,793        2,517,356       3,097,835
   Write-downs                                                   -                -                -               -
- --------------------------------------------------------------------------------------------------------------------
Income (loss) from operations                             (906,392)        (785,676)      (1,881,727)     (1,578,806)
- --------------------------------------------------------------------------------------------------------------------

   Other (income) expense                                        -                -                -               -
   Interest expense (net)                                  139,627          378,605          527,986         818,590
- --------------------------------------------------------------------------------------------------------------------
Income (loss) before reorganization items
and income taxes                                        (1,046,019)      (1,164,281)      (2,409,713)     (2,397,396)
- --------------------------------------------------------------------------------------------------------------------

Reorganization items
   Inventory write-downs                                         -                -        4,231,528               -
   Write-downs (recoveries)                               (693,924)               -        6,668,219               -
- --------------------------------------------------------------------------------------------------------------------
                                                          (693,924)               -       10,899,747               -

   Income taxes                                                  -                -                -               -

- --------------------------------------------------------------------------------------------------------------------
Net income (loss)                                      $  (352,095)     $(1,164,281)    $(13,309,460)    $(2,397,396)
====================================================================================================================

Net income (loss) per share - basic                    $     (0.07)     $     (0.24)     $     (2.69)    $     (0.48)
====================================================================================================================

Basic weighted average number of shares
   of common stock outstanding                           4,948,392        4,948,392        4,948,392       4,948,392
====================================================================================================================

Net income (loss) per share - diluted                  $     (0.07)     $     (0.24)     $     (2.69)    $     (0.48)
====================================================================================================================

Diluted weighted average number of shares
   of common stock outstanding                           4,948,392        4,948,392        4,948,392       4,948,392
====================================================================================================================

                                      -5-




Deep Well Oil & Gas, Inc.
(formerly Allied Devices Corporation)
Consolidated Statements of Cash Flows

                                                        Predecessor     Predecessor       Predecessor    Predecessor
                                                           Company         Company           Company        Company
                                                        Three months    Three months       Six months     Six months
                                                            ended           ended             ended          ended
                                                           Mar. 31         Mar. 31           Mar. 31        Mar. 31
                                                            2003            2002              2003           2002
- --------------------------------------------------------------------------------------------------------------------
Cash flows from operating activities
 Net (loss) income                                         (352,095)     (1,164,281)      (13,309,460)    (2,397,396)
 Adjustments to reconcile net loss to net
    cash provided by (used in) operating
    activities:
    Depreciation and amortization                           342,457         746,640           837,864      1,495,478
    Allowance for doubtful accounts                              --              --                --             --
    Provision (benefit) for income taxes                         --              --                --             --
    Write-downs of assets and goodwill                           --              --        11,593,671             --
    Recoveries of liabilities                              (693,924)             --          (693,924)            --
    Loss (gain) on sale of equipment                             --              --                --             --
    Recoveries of debt and capital lease obligations             --              --                --             --
    Unrealized loss (gain) on interest rate collar               --              --           (30,939)            --
 Changes in assets and liabilities, net of
    effects from acquisitions:
    Decrease (increase) in:
    Accounts receivable                                    (270,529)       (321,062)          294,697       (440,334)
    Inventories                                             529,251         196,020           503,890        279,735
    Prepaid expenses and other current assets                55,378         (15,960)         (157,065)       156,647
    Income tax refund receivable                            289,699              --           294,000             --
    Other assets                                                 --              --                --             --
    (Decrease) increase in:                                      --              --                --             --
    Accounts payable and accrued expenses                   398,952         566,325           861,820        999,959
    Other liabilities                                        (8,962)        (45,439)               --        (32,726)
- --------------------------------------------------------------------------------------------------------------------
 Total adjustments                                          642,322       1,126,524        13,504,014      2,458,759
- --------------------------------------------------------------------------------------------------------------------
 Net cash provided by (used in) operating activities        290,227         (37,757)          194,554         61,363
- --------------------------------------------------------------------------------------------------------------------

 Cash flows from investing activities
 Capital expenditures                                            --         (10,915)           (9,640)       (13,791)
 Proceeds from sale of equipment                                 --              --                --             --
- --------------------------------------------------------------------------------------------------------------------
 Net cash provided by (used in) investing activities             --         (10,915)           (9,640)       (13,791)
- --------------------------------------------------------------------------------------------------------------------

 Financing Activities
 Increase (decrease) in bank borrowings                          --              --                --        200,000
 Principal payments on long-term debt and
capital lease obligations                                  (117,382)         (4,246)         (121,751)       (56,077)
- --------------------------------------------------------------------------------------------------------------------
 Net cash provided by (used in) financing activities       (117,382)         (4,246)         (121,751)       143,923
- --------------------------------------------------------------------------------------------------------------------

 Net increase (decrease) in cash                            172,845         (52,918)           63,163        191,495
 Cash, beginning of period                                1,426,617         299,135         1,536,299         54,722
- --------------------------------------------------------------------------------------------------------------------
 Cash, end of period                                      1,599,462         246,217         1,599,462        246,217
====================================================================================================================

                                      -6-




DEEP WELL OIL & GAS, INC.
(FORMERLY ALLIED DEVICES CORPORATION)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.  BUSINESS

Deep Well Oil & Gas, Inc. (formerly Allied Devices Corporation) (the "Company")
is a company that intends to engage in the oil and gas exploration business. At
this time, the Company is in discussions to acquire properties or projects
involving "heavy oil" projects.

Prior to September 12, 2003, the Predecessor Company, known as Allied Devices
Corporation, was engaged primarily in the manufacture and distribution of
standard and custom precision mechanical assemblies and components throughout
the United States.

2.  REORGANIZATION

On February 19, 2003, the Company filed a Petition for Relief under Chapter 11
of the U.S. Bankruptcy Code in the United States Bankruptcy Court in and for the
Eastern District of New York titled In re: Allied Devices Corporation, et al.,
Chapter 11, Case No. 03-80962-511 ("the Bankruptcy Action").

On July 23, 2003, a Liquidating Plan of Reorganization ("Plan") was filed and
submitted to the Bankruptcy Court for the Court's approval. See Form 8-K/A filed
by the Company on November 25, 2003 for additional information.

On September 10, 2003, after notice to all creditors and a formal hearing, U.S.
Bankruptcy Judge Melanie L. Cyganowski issued an "Order Confirming Liquidating
Plan of Reorganization" in the Bankruptcy Action (hereinafter "Bankruptcy
Order"). In conjunction with that Bankruptcy Order, the Company's liabilities,
among other things, were paid off and extinguished.

The Bankruptcy Order, among other things, implements a change of control whereby
Champion Equities, a Utah limited liability company ("Champion"), a Mr. David
Roff, of Toronto, Canada ("Roff"), and a group of new investors, took control of
the Company. The principal provisions of the Plan, which are authorized and
implemented by the Bankruptcy Order, are the following, which is not an
exhaustive list thereof:

a)   the termination of present management and the present Board of Directors
     and appointment of Mr. David Roff in their place and stead;

b)   giving a Utah entity known as Champion Industries ("Champion"), the power
     and authority to appoint such other directors, in addition to Mr. Roff, as
     Champion, in its sole discretion deems appropriate;

c)   the reverse split of the Company's common capital stock 1-for-30 on the
     basis of 5,048,782 shares issued and outstanding immediately prior to the
     Bankruptcy Order;

d)   authorizing Champion to amend the Company's Articles of Incorporation and
     Bylaws to (i) effect a quasi-reorganization for accounting purposes, (ii)
     provide the maximum indemnification or other protections to the Company's
     officers and directors that is allowed under applicable law, (iii) conform
     to the provisions of the Plan and the corollary Confirmation Order, (iv)
     set the authorized stock of the Company, post-reverse split, at fifty
     million (50,000,000) common capital shares; and (v) take all action
     necessary and appropriate to carry out the terms of the Plan;

e)   authorizing Champion, without solicitation of or notice to shareholders, to
     issue (i) 2,000,000 post-reverse split shares of the Company's common stock
     to the Company's new management, and (ii) 4,000,000 post-reverse split
     shares, legend free, in the sole and unfettered discretion of Champion;

f)   the Company's Board of Directors, was authorized, without seeking or
     obtaining shareholder approval to take any and all actions necessary or
     appropriate to effectuate amendments to the Company's Certificate of
     Incorporation and/or Bylaws called for under the Plan and the Company's
     Board of Directors and officers was authorized to execute, verify,
     acknowledge, file and publish any and all instruments or documents that may
     be required to accomplish the same; and

g)   the Company's charter is to be amended in conformance with applicable
     bankruptcy rules and the amended charter or bylaws shall, among other
     provisions, authorize the issuance of any new shares while simultaneously
     prohibiting the issuance of nonvoting equity securities to the extent
     required by section 1123(a)(6) of the United States Bankruptcy Code.

                                      -7-



After the entry of the Bankruptcy Order, the Company drafted and submitted a
form of Restated and Amended Articles of Incorporation to the Secretary of State
of Nevada implementing the foregoing, including but not limited to other
provisions required of the Company under the Bankruptcy Order.

3.  FRESH START REPORTING

Upon emergence from Chapter 11 proceedings, the Company adopted fresh-start
reporting in accordance with the American Institute of Certified Public
Accountants Statement of Position 90-7, Financial Reporting By Entities in
Reorganization Under the Bankruptcy Code (SOP 90-7). In connection with the
adoption of fresh-start reporting, a new entity has been deemed created for
financial reporting purposes. For financial reporting purposes, the Company
adopted the provisions of fresh-start reporting effective September 12, 2003.
All periods presented prior to September 12, 2003, including the financial
information contained in this quarterly report, have been designated Predecessor
Company.

In adopting the requirements of fresh-start reporting as of September 12, 2003,
the Company was required to value its assets and liabilities at fair value and
eliminate its accumulated deficit as of September 12, 2003. The Company emerged
from Chapter 11 proceedings with no assets and liabilities pursuant to the
Bankruptcy Order and its balance sheet at that time is stated as such.

4.  PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements include the accounts of the
Predecessor Company as of March 31, 2003 and 2002. All significant intercompany
balances and transactions have been eliminated in consolidation.

5.  REORGANIZATION ITEMS

As a result of the Bankruptcy Action, the Company has written down its assets to
their estimated realizable values at March 31, 2003. Accordingly, the Company
recognized reorganization charges for asset write-downs during the three and six
months ended March 31, 2003 as follows:

                                      Three months ended      Six months ended
                                          March 31, 2003        March 31, 2003
- -------------------------------------------------------- ----------------------

Write downs:

Inventory                                       -                  $ 4,231,528
Prepaid expenses and other assets               -                      479,139
Property, plant and equipment                   -                    1,602,351
Goodwill and other intangibles                  -                    5,280,653
                                               ---                    ---------
                                                -                  $11,593,671
                                               ===                 ===========

As a result of the Bankruptcy Action, the Company recognized recoveries of
certain liabilities for the three and six months ended March 31, 2003 as
follows:

                                        Three months ended    Six months ended
                                            March 31, 2003      March 31, 2003
- ----------------------------------------------------------- -------------------

Recoveries:

Accrued expenses and other
  current liabilities                           $288,883              $288,883
Other liabilities                                405,041               405,041
                                                --------               -------
                                                $693,924              $693,924
                                                ========              ========

As a result of the Bankruptcy Action, the Company has classified its secured and
unsecured debt, notes and capital lease obligations as prepetition liabilities
subject to compromise.

                                      -8-




ITEM 4. CONTROLS AND PROCEDURES:

As of March 31, 2003, the end of the period covered by this report, an
evaluation was performed under the supervision and with the participation of our
management, including our Principal Executive Officer and Principal Financial
Officer, of the effectiveness of the design and operation of our disclosure
controls and procedures to ensure that information required to be disclosed by
the Company in the reports filed or submitted by it under the Securities
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported as specified in the Securities and Exchange Commission's rules and
forms, and include controls and procedures designed to ensure that information
required to be disclosed by the Company in such reports is accumulated and
communicated to the Company's management, as appropriate, to allow timely
decisions regarding required disclosure. Based on that evaluation, our
management, including our Principal Executive Officer and Principal Financial
Officer, concluded that our disclosure controls and procedures were effective as
of March 31, 2003.

There have been no changes in our internal control over financial reporting
during the last quarter, which ended March 31, 2003, that have materially
affected or are reasonably likely to materially affect, our internal control
over financial reporting.

Since the Company filed its Form 10-K for the year ended September 30, 2002, the
Company has entered and emerged from Chapter 11 protection under the U.S.
Bankruptcy Code with a new board of directors and new management. The Company
contracted the past management of the Company, including its CFO, to assist in
the preparation of the financial statements presented herein (for the
Predecessor Company) and believes that the control environment that existed to
prepare this financial information is not dissimilar to the control environment
in existence at the time the Company filed its Form 10-K for the year ended
September 30, 2002.

                                      -9-



                           PART II. OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS
31.1 -  Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 -  Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 -  Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2 -  Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

We hereby incorporate the following additional documents by reference: (a) our
Form 10-K for the year ended September 30, 2003 which was filed on January 5,
2004 and amended on January 28, 2004; and (b) our Form 10-Q and amendment
thereto for the quarter ended December 31, 2002, which was filed on December 11,
2003, and our Form 10-Q for the quarter ended March 31, 2003, which was filed on
December 12, 2003.


REPORTS ON FORM 8-K

The Company has filed the following Form 8-K's since it filed a Form 10-K for
the year ended September 30, 2002 with the SEC on January 14, 2003:

o    February 20, 2003 - Form 8-K filed to announce the Company's voluntary
     filing for relief under Chapter 11 of the U.S. Bankruptcy Code.
o    April 15, 2003 - Form 8-K filed with a press release announcing that the
     Company's auditors had declined to continue as auditors of the Company and
     that the Company intended at the time to wind down its operations and
     liquidate its assets.
o    November 18, 2003 - Form 8-K filed to announce the Company's emergence from
     Chapter 11 of the U.S. Bankruptcy Code, the change in control of the
     Company, the change in the Company's certifying accountant and the changes
     in the Company's directors.
o    November 25, 2003 - Form 8-K/A filed to amend the Company's discussion of
     the change in the Company's certifying accountant.
o    On February 23, 2004, we filed Form 8-K to disclose a change in auditors.
o    On March 5, 2004, we filed Form 8-K to report on Items 1, 3, 5, 6 and 7
     regarding a change in control, a stock split, an amendment to our articles
     of incorporation, resignation of our director, and bankruptcy disclosure.
o    On April 28, 2004, we filed a Form 8-K/A regarding the change in the
     Company's certified accountant.

                                      -10-





                                   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 thereunto duly authorized.


                                       DEEP WELL OIL & GAS, INC.
                                         (Registrant)


Dated: May 6, 2004        By: /s/ Steven Gawne
                                  Steven Gawne
                              President, Chief (Principal) Executive
                              Officer, Director


Dated: May 6, 2004        By: /s/ Curtis J. Sparrow
                                  Curtis J. Sparrow
                              Chief (Principal) Financial Officer, Director





                                      -11-

EX-31

Exhibit 31.1

       CERTIFICATION ACCOMPANYING PERIODIC REPORT PURSUANT TO SECTION 302
                        OF THE SARBANES-OXLEY ACT OF 2002

I, Steven Gawne, certify that:

1. I have reviewed this amended quarterly report on Form 10-Q/A of Deep Well Oil
& Gas, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of Deep Well Oil &
Gas, Inc. as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for Deep
Well Oil & Gas, Inc. and have:
     a. Designed such disclosure controls and procedures, or caused such
     disclosure controls and procedures to be designed under our supervision, to
     ensure that material information relating to the registrant, including its
     consolidated subsidiaries, is made known to us by others within those
     entities, particularly during the period in which this report is being
     prepared;
     b. Designed such internal control over financial reporting, or caused such
     internal control over financial reporting to be designed under our
     supervision, to provide reasonable assurance regarding the reliability of
     financial reporting and the preparation of financial statements for
     external purposes in accordance with generally accepted accounting
     principles;
     c. Evaluated the effectiveness of Deep Well Oil & Gas, Inc.'s disclosure
     controls and procedures and presented in this report our conclusions about
     the effectiveness of the disclosure controls and procedures, as of the end
     of the period covered by this report based on such evaluation; and
     d. Disclosed in this report any change in Deep Well Oil & Gas, Inc.'s
     internal control over financial reporting that occurred during Deep Well
     Oil & Gas, Inc.'s most recent fiscal quarter (the registrant's fourth
     fiscal quarter in the case of an annual report) that has materially
     affected, or is reasonably likely to materially affect, Deep Well Oil &
     Gas, Inc.'s internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on
our most recent evaluation of internal control over financial reporting, to Deep
Well Oil & Gas, Inc.'s auditors and the audit committee of Deep Well Oil & Gas,
Inc.'s board of directors (or persons performing the equivalent functions):
     a. All significant deficiencies and material weaknesses in the design or
     operation of internal control over financial reporting which are reasonably
     likely to adversely affect the registrant's ability to record, process,
     summarize and report financial information; and
     b. Any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal control
     over financial reporting.


Date: May 6, 2004

/s/ Steven Gawne
    Steven Gawne
    President/Chief (Principal) Executive Officer

EX-31

Exhibit 31.2

       CERTIFICATION ACCOMPANYING PERIODIC REPORT PURSUANT TO SECTION 302
                        OF THE SARBANES-OXLEY ACT OF 2002

I, Curtis J. Sparrow, certify that:

1. I have reviewed this amended quarterly report on Form 10-Q/A of Deep Well Oil
& Gas, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements
made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of Deep Well Oil &
Gas, Inc. as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for Deep
Well Oil & Gas, Inc. and have:
     a. Designed such disclosure controls and procedures, or caused such
     disclosure controls and procedures to be designed under our supervision, to
     ensure that material information relating to the registrant, including its
     consolidated subsidiaries, is made known to us by others within those
     entities, particularly during the period in which this report is being
     prepared;
     b. Designed such internal control over financial reporting, or caused such
     internal control over financial reporting to be designed under our
     supervision, to provide reasonable assurance regarding the reliability of
     financial reporting and the preparation of financial statements for
     external purposes in accordance with generally accepted accounting
     principles;
     c. Evaluated the effectiveness of Deep Well Oil & Gas, Inc.'s disclosure
     controls and procedures and presented in this report our conclusions about
     the effectiveness of the disclosure controls and procedures, as of the end
     of the period covered by this report based on such evaluation; and
     d. Disclosed in this report any change in Deep Well Oil & Gas, Inc.'s
     internal control over financial reporting that occurred during Deep Well
     Oil & Gas, Inc.'s most recent fiscal quarter (the registrant's fourth
     fiscal quarter in the case of an annual report) that has materially
     affected, or is reasonably likely to materially affect, Deep Well Oil &
     Gas, Inc.'s internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on
our most recent evaluation of internal control over financial reporting, to Deep
Well Oil & Gas, Inc.'s auditors and the audit committee of Deep Well Oil & Gas,
Inc.'s board of directors (or persons performing the equivalent functions):
     a. All significant deficiencies and material weaknesses in the design or
     operation of internal control over financial reporting which are reasonably
     likely to adversely affect the registrant's ability to record, process,
     summarize and report financial information; and
     b. Any fraud, whether or not material, that involves management or other
     employees who have a significant role in the registrant's internal control
     over financial reporting.


Date: May 6, 2004

/s/ Curtis J. Sparrow
    Curtis J. Sparrow
    Chief (Principal) Financial Officer

EX-32

Exhibit 32.1


                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Deep Well Oil & Gas, Inc. ("the
Company") on Form 10-Q/A for the period ended March 31, 2003 filed with the
Securities and Exchange Commission on the date hereof ("the Report"), I, Steven
Gawne, Chief (Principal) Executive Officer and President, certify, pursuant to
18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that to my knowledge:

     (1)  the Report fully complies with the requirements of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     (2)  the information contained in the Report fairly presents, in all
          material respects, the financial condition and result of operations of
          the Company.


Date: May 6, 2004

/s/ Steven Gawne
    Steven Gawne
    President/Chief (Principal) Executive Officer

EX-32

Exhibit 32.2


                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Deep Well Oil & Gas, Inc. ("the
Company") on Form 10-Q/A for the period ended March 31, 2003 filed with the
Securities and Exchange Commission on the date hereof ("the Report"), I, Curtis
J. Sparrow, Chief (Principal) Financial Officer, certify, pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, that to my knowledge:

     (1)  the Report fully complies with the requirements of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     (2)  the information contained in the Report fairly presents, in all
          material respects, the financial condition and result of operations of
          the Company.


Date: May 6, 2004

/s/ Curtis J. Sparrow
    Curtis J. Sparrow
    Chief (Principal) Financial Officer