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EXCEL - IDEA: XBRL DOCUMENT - VERDE SCIENCE, INC.Financial_Report.xls
EX-32 - VERDE SCIENCE, INC.ex32-1.txt
EX-31 - VERDE SCIENCE, INC.ex31-1.txt

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

                                    FORM 10-Q

[X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange
    Act of 1934

                  For the quarterly period ended March 31, 2012

[ ] Transition report under Section 13 or 15(d) of the Exchange Act

            For the transition period from ___________ to ___________

                       Commission File Number: 333-1416686


                                RANGO ENERGY INC.
             (Exact name of Registrant as specified in its charter)

            Nevada                                                20-8387017
  (State or other jurisdiction                                 (I.R.S.Employer
of incorporation or organization)                            Identification No.)

                               213 E Arkansas Ave
                              Vivian, LA 71082, USA
                    (Address of principal executive offices)

                             Telephone: 318-734-4737
              (Registrant's telephone number, including area code)

       Former Name, Address and Fiscal Year, If Changed Since Last Report

Check whether the issuer: (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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 [X] No [ ]

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). YES [X] NO [ ]

We had a total of 1,088,543 shares of common stock issued and outstanding at
May 16, 2012.

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Transitional Small Business Disclosure Format: Yes [ ] No [X]

PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS The interim financial statements included herein are unaudited but reflect, in management's opinion, all adjustments, consisting only of normal recurring adjustments that are necessary for a fair presentation of our financial position and the results of our operations for the interim periods presented. Because of the nature of our business, the results of operations for the quarterly period ended March 31, 2012 are not necessarily indicative of the results that may be expected for the full fiscal year. 2
RANGO ENERGY INC. (formerly Avro Energy, Inc.) BALANCE SHEETS (Unaudited) March 31, December 31, 2012 2011 ------------ ------------ ASSETS CURRENT Cash $ 233,063 $ 233,085 Accounts Receivable 8,348 -- ------------ ------------ TOTAL ASSETS $ 241,411 $ 233,085 ============ ============ LIABILITIES CURRENT LIABILITIES Related Party Loan $ 6,657 $ 6,657 Loan Payable 815 815 Accounts payable and accrued liabilities 154,235 150,404 Deferred Gain 250,000 250,000 ------------ ------------ TOTAL CURRENT LIABILITIES 411,707 407,876 ------------ ------------ LONG TERM LIABILITIES ARO Obligation 120,000 120,000 ------------ ------------ TOTAL LONG TERM LIABILITIES 120,000 120,000 ------------ ------------ TOTAL LIABILITIES 531,707 527,87 STOCKHOLDERS' DEFICIT Common Stock, 100,000,000 authorized $0.001 par value shares 1,088,543 issued and outstanding as of specified dates 1,089 1,089 Additional Paid in Capital 1,199,536 1,199,536 Accumulated comprehensive income 2,803 2,803 Deficit accumulated (1,493,724) (1,498,219) ------------ ------------ TOTAL STOCKHOLDERS' DEFICIT (290,296) (294,791) ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 241,411 $ 233,085 ============ ============ The Accompanying notes are integral part of these financial statements. 3
RANGO ENERGY, INC. (formerly Avro Energy, Inc.) STATEMENTS OF OPERATIONS (unaudited) Three Months Ended March 31, March 31, 2012 2011 ---------- ---------- REVENUES Oil Revenues $ 73,774 $ 60,371 ---------- ---------- TOTAL REVENUES 73,774 60,371 EXPENSES Operations Expense 60,296 38,197 Accounting and Professional Fees 7,726 77,815 Office and Administration 1,257 5,169 ---------- ---------- TOTAL EXPENSES 69,279 121,181 ---------- ---------- NET INCOME (LOSS) 4,495 (60,810) Other comprehensive income (loss) -- -- ---------- ---------- TOTAL COMPREHENSIVE INCOME (LOSS) $ 4,495 $ (60,810) ========== ========== BASIC AND DILUTED INCOME (LOSS) PER SHARE $ 0.00 $ (0.08) ========== ========== WEIGHTED AVERAGE # OF SHARES OUTSTANDING - BASIC AND DILUTED 1,088,543 766,143 ========== ========== The Accompanying notes are integral part of these financial statements. 4
RANGO ENERGY, INC. (formerly Avro Energy, Inc.) STATEMENTS OF CASH FLOWS (unaudited) Three Months Ended March 31, March 31, 2012 2011 ---------- ---------- OPERATING ACTIVITIES Net income (loss) for the period $ 4,495 $ (60,810) Change in: Accounts Receivable (8,349) (12,728) Accounts payable and accrued liabilities 3,832 77,815 ---------- ---------- CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (22) 4,277 INVESTING ACTIVITIES CASH USED IN INVESTING ACTIVITIES -- -- ---------- ---------- FINANCING ACTIVITIES CASH FROM FINANCING ACTIVITIES -- -- ---------- ---------- INCREASE (DECREASE) IN CASH FOR PERIOD (22) 4,277 Cash, beginning of period 233,085 1,994 ---------- ---------- CASH, END OF PERIOD $ 233,063 $ 6,271 ========== ========== Management Fees Paid With Shares $ -- $ -- ========== ========== Cash paid for interest $ -- $ -- ========== ========== Cash paid for income tax $ -- $ -- ========== ========== The Accompanying notes are integral part of these financial statements 5
RANGO ENERGY, INC. (formerly Avro Energy, Inc.) NOTES TO THE INTERIM FINANCIAL STATEMENTS March 31, 2012 (Unaudited) NOTE 1. DESCRIPTION OF BUSINESS DESCRIPTION OF BUSINESS AND HISTORY - Rango Energy Inc. (formerly Avro Energy, Inc.) (hereinafter referred to as the "Company") was incorporated on January 31, 2007 by filing Articles of Incorporation under the Nevada Secretary of State. The Company was formed to engage in the exploration of resource properties. On January 31, 2012, the Company changed its name from Avro Energy, Inc. to Rango Energy, Inc. The Company is currently engaged in the acquisition, exploration and development of oil and natural gas properties in the United States ArkLaTex region. The Company seeks to develop low risk opportunities by itself or with joint venture partners in the oil and natural gas sectors. The Company has applied to reverse split its issued and outstanding shares on the basis of fifty (50) existing shares for one of the post split shares. The application has been accepted by the SEC and FINRA and is expected to become effective in mid-May 2012. The shares have been retroactively applied for the reverse split. GOING CONCERN - The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. However, the Company has accumulated a loss and is new. This raises substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from this uncertainty. As shown in the accompanying financial statements, the Company has incurred an accumulated net loss of $1,493,724 for the period from January 31, 2007 (inception) to March 31, 2012 and has generated revenues of $439,090 over the same period. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of acquisitions. Management has plans to seek additional capital through a private placement and public offering of its common stock. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence. YEAR END - The Company's fiscal year end is December 31. NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES CASH AND CASH EQUIVALENT - The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. As at March 31, 2012 and December 31, 2011, the Company had no cash equivalents. USE OF ESTIMATES - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. REVENUE RECOGNITION - The Company recognizes revenue from oil in the period of delivery. Revenue will be recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service has been provided, and collectability is assured. The Company is not exposed to any credit risks as amounts are prepaid prior to performance of services. 6
BASIC AND DILUTED NET LOSS PER SHARE - The Company computes net loss per share in accordance with ASC 260, Earnings per Share. ASC 260 requires presentation of both basic and diluted earnings per share ("EPS") on the face of the income statement. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti dilutive. As at September 30, 2011, the Company had no potentially dilutive shares. FINANCIAL INSTRUMENTS - Pursuant to ASC 820, Fair Value Measurements and Disclosures and ASC 825, Financial Instruments, an entity is required to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 and 825 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 and 825 prioritizes the inputs into three levels that may be used to measure fair value: LEVEL 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. LEVEL 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. LEVEL 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Company's financial instruments consist principally of cash, accounts payable, accrued liabilities, and amounts due to related parties. Pursuant to ASC 820 and 825, the fair value of our cash is determined based on "Level 1" inputs, which consist of quoted prices in active markets for identical assets. We believe that the recorded values of all of our other financial instruments approximate their current fair values because of their nature and respective maturity dates or durations. RESOURCE PROPERTIES - Company follows the successful efforts method of accounting for its oil and gas properties. Unproved oil and gas properties are periodically assessed and any impairment in value is charged to exploration expense. The costs of unproved properties, which are determined to be productive are transferred to proved resource properties and amortized on an equivalent unit-of-production basis. Exploratory expenses, including geological and geophysical expenses and delay rentals for unevaluated resource properties, are charged to expense as incurred. Exploratory drilling costs are initially capitalized as unproved property but charged to expense if and when the well is determined not to have found proved oil and gas reserves. INCOME TAXES - Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted ASC 740 "Accounting for Income Taxes" as of its inception. Pursuant to ASC 740, the Company is required to compute tax asset benefits for net operating losses carried forward. The potential benefits of net operating losses have not been recognized in this financial statement because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years. 7
ASSET RETIREMENT OBLIGATION (ARO) - The estimated costs of restoration and removal of facilities are accrued. The fair value of a liability for an asset's retirement obligation is recorded in the period in which it is incurred and the corresponding cost capitalized by increasing the carrying amount of the related long-lived asset. The liability is accreted to its then present value each period, if the liability is settled for an amount other than the recorded amount, a gain or loss is recognized. At March 31, 2012 and December 31 2011, the ARO of $120,000 is included in liabilities. RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS In April 2011, the FASB issued ASU 2011-02, "Receivables (Topic 310): A Creditor's Determination of Whether a Restructuring is a Troubled Debt Restructuring". This amendment explains which modifications constitute troubled debt restructurings ("TDR"). Under the new guidance, the definition of a troubled debt restructuring remains essentially unchanged, and for a loan modification to be considered a TDR, certain basic criteria must still be met. For public companies, the new guidance is effective for interim and annual periods beginning on or after June 15, 2011, and applies retrospectively to restructuring occurring on or after the beginning of the fiscal year of adoption. The Company does not expect that the guidance effective in future periods will have a material impact on its financial statements. In June 2011, the FASB issued ASU 2011-05, "Comprehensive Income (Topic 220): Presentation of Comprehensive Income", which is effective for annual reporting periods beginning after December 15, 2011. ASU 2011-05 will become effective for the Company on January 1, 2012. This guidance eliminates the option to present the components of other comprehensive income as part of the statement of changes in stockholders' equity. In addition, items of other comprehensive income that are reclassified to profit or loss are required to be presented separately on the face of the financial statements. This guidance is intended to increase the prominence of other comprehensive income in financial statements by requiring that such amounts be presented either in a single continuous statement of income and comprehensive income or separately in consecutive statements of income and comprehensive income. The adoption of ASU 2011-05 is not expected to have a material impact on our financial position or results of operations. In May 2011, the FASB issued ASU 2011-04, "Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs", which is effective for annual reporting periods beginning after December 15, 2011. This guidance amends certain accounting and disclosure requirements related to fair value measurements. Additional disclosure requirements in the update include: (1) for Level 3 fair value measurements, quantitative information about unobservable inputs used, a description of the valuation processes used by the entity, and a qualitative discussion about the sensitivity of the measurements to changes in the unobservable inputs; (2) for an entity's use of a nonfinancial asset that is different from the asset's highest and best use, the reason for the difference; (3) for financial instruments not measured at fair value but for which disclosure of fair value is required, the fair value hierarchy level in which the fair value measurements were determined; and (4) the disclosure of all transfers between Level 1 and Level 2 of the fair value hierarchy. ASU 2011-04 will become effective for the Company on January 1, 2012. We are currently evaluating ASU 2011-04 and have not yet determined the impact that adoption will have on our financial statements. In September 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2011-08, Intangibles - Goodwill and Other (Topic 350): Testing Goodwill for Impairment. The guidance in ASU 2011-08 is intended to reduce complexity and costs by allowing an entity the option to make a qualitative evaluation about the likelihood of goodwill impairment to determine whether it should calculate the fair value of a reporting unit. The amendments also improve previous guidance by expanding upon the examples of events and circumstances that an entity should consider between annual impairment tests in determining whether it is more likely than not that the fair 8
value of a reporting unit is less than its carrying amount. Also, the amendments improve the examples of events and circumstances that an entity having a reporting unit with a zero or negative carrying amount should consider in determining whether to measure an impairment loss, if any, under the second step of the goodwill impairment test. The amendments in this ASU are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011. Early adoption is permitted, including for annual and interim goodwill impairment tests performed as of a date before September 15, 2011, if an entity's financial statements for the most recent annual or interim period have yet been issued. The adoption of this guidance is not expected to have a material impact on the Company's financial position or results of operations. NOTE 3. OIL AND GAS PROPERTIES The oil and gas properties that the company has have had all costs related to the properties expensed in accordance with Generally Accepted Accounting Principles for the industry. Currently the Company does not have proven reserves confirmed with a geological study and will only be able to capitalize properties once reserves have been proven. The company performed an impairment analysis at the end of 2009 and determined that the properties were not economically viable; at that point the company impaired the properties. JOINT VENTURE On May 24, 2011, the Company entered into a Farm-Out Agreement with First Pacific Oil and Gas Ltd. ("First Pacific"). Under this Agreement First Pacific has acquired the right to earn 50% of the Company's working interest in its existing 12 hydrocarbon wells located in Southern Arkansas. Under this Agreement First Pacific has paid the Company $250,000; and will pay $800,000 on or before June 30, 2012. The Company retains a 50% working interest. First Pacific will earn its working interest upon improvements of the existing hydrocarbon wells being completed with the final $800,000 investment. The $250,000 received has been recorded as Deferred Gain. The initial $250,000 has been paid, however the $800,000 has been delayed by mutual verbal agreement until June 30, 2012. None of the twelve wells are currently producing. Title to 50% ownership does not vest with First Pacific until the Company receives the $800,000. HOSS HOLMES LEASE On August 26, 2009, the Company entered into an agreement to acquire for $100,000 the Hoss Holmes Lease located near Hosston, Louisiana, from Fredco LLC, a Louisiana private oil and gas operator. The company closed the acquisition of the property on September 30, 2009. This purchase was charged as an exploration expense. On February 23, 2010 the company divested a non core asset being the Hoss Holmes Lease, near Hosston Louisiana for $60,000. The sale of the resulted in an gain on sale of $60,000 recorded as other income. HERRINGS LEASE On August 10, 2009, the Company entered into an agreement to acquire various oil leases near Hosston, Louisiana, from S.A.M., a Louisiana private partnership, and private oil and gas operator. Under the terms of the agreement, the Company has agreed to pay a total of ten dollars ($10) plus a one-fifth royalty interest in exchange for the exclusive grant, lease, and let of the following oil and gas leases: One, Two, Three and Four (1-4) inclusive, Block One (1) Town of Hosston, together with all abandoned alleyways and streets insofar as it covers and affects the surface of the earth and the base of the Nacatosh Formation together with wells being Herring No. 1, Serial No 184124, and Herring No. 2, Serial No. 184735. 9
On June 30, 2011, the Company's interest in the Herrings Lease and the Muslow Lease were sold for $33,000 plus a 20% royalty interest in these mineral leases. The sale resulted in a gain of $148,000 recorded as other income, which includes gain of $115,000 due to the decrease in ARO from $235,000 as of December 31, 2011. MUSLOW LEASE On September 9, 2009, the Company entered into an agreement to acquire four oil and gas leases in Caddo Parish, Louisiana, from a private oil and gas operator. The first three leases are the Muslow A, B, and C Leases, which in total comprise of 8 wells and equipment, of which 2 are currently producing. The fourth lease is the Caddo Levee Board Lease, comprising of 13 wells and equipment, of which 4 are currently producing. On June 30, 2011, the Company's interest in the Herrings Lease and the Muslow Lease were sold for $33,000 plus an option to retain 20% royalty interest in these mineral leases. The sale resulted in a gain of $148,000, which includes $115,000 gain on decrease in Assets Retirement Obligation from $235,000 in December 31, 2011. ARKANSAS LEASE On October 24, 2009 the Company signed a letter agreement to acquire eleven producible deep oil wells north of Hosston, Louisiana, and in Southern Arkansas. Seven of these wells are in production. The deepest of these wells produce from the Smackover formation at 7800 feet. Four other wells are capable of production after work over operation has been completed. Also included with the agreement are three disposal wells. The terms of this agreement allowed the Company to pay $385,000, over a seven month period, with the first payment of $50,000 paid on November 24, 2009. The terms of the agreement allow the Company to receive production starting from November 1, 2009. On September 30, 2010 the last payment to complete the purchase for this property was made. NOTE 4. LOANS PAYABLE As of March 31, 2012 and December 31, 2010 the Company owed Mike P. Kurtanjek, Company's previous president, the amount of $4,157. The loan had no interest and no fixed repayment date. As of March 31, 2012 and December 31, 2011 the Company owed Donny Fitzgerald, the Company's president, a total advance of $2,500. There are no repayment terms or interest. As of March 31, 2012, the Company owed a shareholder who owns 264,000 (approximately 1.037% of issued and outstanding) shares a total of $815. The loan is unsecured, is payable in five years from August 13, 2009 and bears interest at 3% per annum. NOTE 5. COMMON STOCK On March 3, 2011 the Company cancelled 3,000 (150,000 pre-reverse split) share per SEC order. This was due to a investigation, by the SEC, of an unrelated party that allegedly touted U.S. microcap companies. All shares owned by the unrelated party was ordered by the SEC to be returned to their respective companies. Further, 20,000 (1,000,000 pre-reverse split) shares was cancelled due to non-performance of service contract. On August 23, 2011, the Company issued 300,000 (15,000,000 pre-reverse split) shares to its Director in exchange for services valued at the fair value of the common stock as quoted on the OTC at the date of grant of $75,000. NOTE 6. RELATED PARTY TRANSACTIONS As of March 31, 2012 the company owed Mike P. Kurtanjek, the company's previous president, the amount of $4,157. The loan had no interest and no fixed repayment date. 10
As of March 31, 2012 and December 31, 2011 the Company owed Donny Fitzgerald, the Company's president, a total advance of $2,500. There are no repayment terms or interest. NOTE 7. ASSET RETIREMENT OBLIGATION The Company accounts for asset retirement obligations as required by the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 410--Asset Retirement and Environmental Obligations. Under these standards, the fair value of a liability for an asset retirement obligation is recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. If a reasonable estimate of fair value cannot be made in the period the asset retirement obligation is incurred, the liability is recognized when a reasonable estimate of fair value can be made. If a tangible long-lived asset with an existing asset retirement obligation is acquired, a liability for that obligation shall be recognized at the asset's acquisition date as if that obligation were incurred on that date. In addition, a liability for the fair value of a conditional asset retirement obligation is recorded if the fair value of the liability can be reasonably estimated. As of March 31, 2012, the ARO liability remained the same as of December 31, 2011. NOTE 8. SUBSEQUENT EVENTS As of the date of filing, the Company has not entered into any transactions that would have a material impact on the financial statements. 11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION FORWARD-LOOKING STATEMENTS The information set forth in this section contains certain "forward-looking statements," including, among other things, (i) expected changes in our revenues and profitability, (ii) prospective business opportunities, and (iii) our strategy for financing our business. Forward-looking statements are statements other than historical information or statements of current condition. Some forward-looking statements may be identified by use of terms such as "believes," "anticipates," "intends," or "expects." These forward-looking statements relate to our plans, objectives and expectations for future operations. Although we believe that our expectations with respect to the forward-looking statements are based upon reasonable assumptions within the bounds of our knowledge of our business and operations, in light of the risks and uncertainties inherent in all future projections, the inclusion of forward-looking statements in this report should not be regarded as a representation by us or any other person that our objectives or plans will be achieved. PLAN OF OPERATION The Company is an independent energy company engaged in the acquisition, exploration and development of oil and natural gas properties in North America, with current operations in the ArkLaTex region. The Company's objective is to seek out and develop opportunities in the oil and natural gas sectors that represent low risk opportunities for the Company and its shareholders. In addition, the Company aims to seek larger projects that can be developed and produced with Joint Venture partners. The ArkLaTex is a U.S. socio-economic region where Arkansas, Louisiana, Texas, and Oklahoma intersect. The region is centered on the Shreveport/Bossier metropolitan area in Northwest Louisiana. The region's history is heavily linked with the oil industry. The geology associated with the deposition of sediments from the Mississippi River, in particular, makes this area an abundant source for the oil and gas industries, which leads to the high levels of oil production within the region. RESULTS OF OPERATIONS The Company has acquired oil and natural gas properties in the ArkLaTex region. Specifically the company has acquired the Hoss Holmes Lease and the Herrings Lease and has begun work on these properties. Over the three months ending March 31, 2012 and March 31, 2011 we have generated $73,774 and $60,371, respectively, in oil and gas revenue. Over the same period of time we incurred $69,279 and $121,181 respectively in expenses giving the company a net income (loss) for the three months ended 2012 and 2011 of $4,495 and ($60,810) respectively. The bulk of our operating expenses were incurred in connection with the improvement, expenses, and maintenance of our oil producing properties. SELECTED FINANCIAL INFORMATION March 31, December 31, 2012 2011 -------- -------- Current Assets $241,811 $233,085 Total Assets $241,811 $233,085 Current Liabilities $411,707 $407,876 LIQUIDITY AND CAPITAL RESOURCES At March 31, 2012, we had unrestricted cash held in trust by the attorney of $233,063. We are contemplating raising additional capital to finance our exploration programs. No final decisions regarding the program or financing have been made at this time. 12
OFF-BALANCE SHEET ARRANGEMENTS We have no off-balance sheet arrangements. CRITICAL ACCOUNTING POLICIES We have not changed our accounting policies since December 31, 2007. ITEM 4. CONTROLS AND PROCEDURES EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934 , as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president (also our principal executive officer) and our secretary, treasurer and chief financial officer (also our principal financial and accounting officer) to allow for timely decisions regarding required disclosure. As of March 31, 2012, we carried out an evaluation, under the supervision and with the participation of our president (also our principal executive officer), and our chief financial officer (also our principal financial and accounting officer) of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our President and Chief Financial Officer concluded that our disclosure controls and procedures were not effective in providing reasonable assurance in the reliability of our corporate reporting as of the end of the period covered by this Quarterly Report due to certain deficiencies that existed in the design or operation of our internal controls over financial reporting as disclosed below and that may be considered to be material weaknesses. CHANGES IN INTERNAL CONTROLS. There was no change in our internal controls or in other factors that could affect these controls during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect our internal control over financial reporting. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS We are not a party to any material legal proceedings and to our knowledge, no such proceedings are threatened or contemplated. ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS Not applicable. ITEM 3. DEFAULTS UPON SENIOR SECURITIES None. ITEM 4. MINE SAFETY DISCLOSURES None. ITEM 5. OTHER INFORMATION None. 13
ITEM 6. EXHIBITS EXHIBIT NUMBER DESCRIPTION OF EXHIBIT ------ ---------------------- 3.1 Articles of Incorporation - Filed by Form SB-1 on March 30, 2007 3.2 Bylaws - - Filed by Form SB-1 on March 30, 2007 10.1 Lease Acquisition Agreement between the Company and Fredco LLC filed on August 26, 2009, and has been incorporated herein by reference. 10-2 Lease Acquisition Agreement filed on September 9, 2009 and has been incorporated herein by reference. 10-3 Farmout and Acquisition Agreement filed on May 17, 2011 and has been incorporated herein by reference. 32-1 Certification by Chief Executive Officer and Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, promulgated pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith 32.2 Certification by Chief Executive Officer and Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Cod of the Sarbanes-Oxley Act of 2002 filed herewith 101 Interactive data files pursuant to Rule 405 of Regulation S-T filed herewith 14
SIGNATURES In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Signature Title Date --------- ----- ---- By: /s/ Donald Fitzgerald Chief Executive Officer, May 16, 2012 --------------------------- Chief Financial Officer, Donald Fitzgerald President, Secretary, Treasurer and Director (Principal Executive Officer and Principal Accounting Officer) 1