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

                                   FORM S-1/A
                             REGISTRATION STATEMENT
                        UNDER THE SECURITIES ACT OF 1933



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

                                      1311
                          (Primary Standard Industrial
                           Classification Code Number)

             Nevada                                             90-0066187
   ------------------------                                --------------------
  (State or jurisdiction of                               (I.R.S. Employer
incorporation or organization)                            Identification Number)

                          11020 King Street, Suite 375
                          Overland Park, Kansas, 66210
                                 (913) 323-4925
      ----------------------------------------------------------------------
     (Address, including zip code and telephone number, including area code,
                  of registrant's principal executive offices)


                                                        with a copy to:
     Loren Moll, President                            Craig L. Evans, Esq.
   Petrol Oil and Gas, Inc.                       Stinson Morrison Hecker, LLP
11020 King Street, Suite 375                     1201 Walnut Street, Suite 2900
 Overland Park, Kansas 66210                       Kansas City, Missouri, 64106
       (913) 323-4925                                  (816) 691-3186
             --------------------------------------------------------
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                       N/A
         ---------------------------------------------------------------
        (Approximate date of commencement of proposed sale to the public)

If any of the  securities  being  registered on this Form are to be offered on a
delayed or continuous  basis  pursuant to Rule 415 under the  Securities  Act of
1933 check the following box. |X|

If this Form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, please check the following box and list
the  Securities  Act  registration  statement  number of the  earlier  effective
registration statement for the same offering. |_|

If this Form is a  post-effective  amendment filed pursuant to Rule 462(c) under
the  Securities  Act,  check  the  following  box and  list the  Securities  Act
registration  statement number of the earlier effective  registration  statement
for the same offering. |_|

If this Form is a  post-effective  amendment filed pursuant to Rule 462(d) under
the  Securities  Act,  check  the  following  box and  list the  Securities  Act
registration  statement number of the earlier effective  registration  statement
for the same offering. |_|

Indicate by check mark  whether  registrant  is a large  accelerated  filer,  an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
definitions  of "large  accelerated  filer,"  "accelerated  filer," and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

  Large accelerated filer            |_|        Accelerated Filer            |_|
  Non-accelerated filer (Do not      |_|        Smaller reporting company    |X|
  check if a smaller reporting
  company)




                          DEREGISTRATION OF SECURITIES

     Pursuant to Item 512(a)(3) of Regulation S-K, this Post-Effective Amendment
No.  1 on  Form  S-1 to the  Registration  Statement  on  Form  SB-2  (File  No.
333-120116) filed on November 1, 2004 (the "Registration Statement") is filed in
order to  terminate  the  offering  and to  deregister  any and all  shares  and
warrants  previously  registered under the Registration  Statement that have not
been sold or that otherwise remain unissued or unexercised.






                                   SIGNATURES

     Pursuant to the  requirements of the Securities Act of 1933, the registrant
has duly caused this  registration  statement  to be signed on its behalf by the
undersigned  thereunto  duly  authorized  in the City of Kansas  City,  State of
Missouri, on January 9, 2009.

                                            PETROL OIL AND GAS, INC.

                                            /s/  Loren Moll
                                            -----------------------------------
                                            By:  Loren Moll
                                                 CEO, Director and
                                                 Principal Accounting Officer


     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
registration  statement  has  been  signed  by  the  following  persons  in  the
capacities and on the dates indicated.

         Signature                         Title                     Date
         ---------                         -----                     ----

                                         President,
/s/  Loren Moll                        CEO, Director,           January 9, 2009
- -------------------------------      Principal Accounting
     Loren Moll                            Officer


/s/  Robert Kite                         Director               January 9, 2009
- -------------------------------
     Robert Kite