Perkins Oil & Gas, Inc. - FORM 10-K/A

Attached files

file	filename
EX-32.2 - Perkins Oil & Gas, Inc.	ex32-2.htm
EX-32.1 - Perkins Oil & Gas, Inc.	ex32-1.htm
EX-31.2 - Perkins Oil & Gas, Inc.	ex31-2.htm
EX-31.1 - Perkins Oil & Gas, Inc.	ex31-1.htm
EX-10.2 - Perkins Oil & Gas, Inc.	ex10-2.htm
EX-10.1 - Perkins Oil & Gas, Inc.	ex10-1.htm

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

FORM 10-K/A
Amendment No. 1
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURUTIES EXCHANGE ACT OF 1934

For the fiscal year ended June 30, 2015

Commission file number 000-55343

Perkins Oil & Gas, Inc.
(Exact Name of Registrant as Specified in Its Charter)

Nevada 45-5361669
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)

P.O. Box 21
Bonita, CA 91908
Telephone (619) 247-9630
(Address of Principal Executive Offices, Zip Code & Telephone Number)

Sage International
1135 Terminal Way, Suite 209
Reno, NV 89502
Telephone (775) 786-5515 Facsimile (775) 786-2013
(Name, Address and Telephone Number of Agent for Service)

Securities registered pursuant to Section 12(b) of the Act:
None

Securities registered pursuant to section 12(g) of the Act:
Common Stock, $0.0001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.Yes [ ] No [X]

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 of 1934 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 [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 [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
7reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
(Do not check if a smaller reporting company)

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

As of July 26, 2016, the registrant had 6,750,000 shares of common stock
issued and outstanding. No market value has been computed based upon the fact
that no active trading market had been established.
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PERKINS OIL & GAS, INC.
TABLE OF CONTENTS

Page No.
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Part I

Item 1. Business 3
Item 1A. Risk Factors 10
Item 2. Properties 15
Item 3. Legal Proceedings 16
Item 4. Mine Safety Disclosures 16

Part II

Item 5. Market for Registrant's Common Equity, Related Stockholder
Matters and Issuer Purchases of Equity Securities 17
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations 18
Item 8. Financial Statements and Supplementary Data 23
Item 9A. Controls and Procedures 34
Item 9B. Other Information 35

Part III

Item 10. Directors and Executive Officers 36
Item 11. Executive Compensation 37
Item 12. Security Ownership of Certain Beneficial Owners and Management
and Related Stockholder Matters 38
Item 13. Certain Relationships and Related Transactions 39
Item 14. Principal Accounting Fees and Services 39

Part IV

Item 15. Exhibits 40

Signatures 40

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PART I

CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this annual report on Form 10-K contain or may contain
forward-looking statements that are subject to known and unknown risks,
uncertainties and other factors which may cause actual results, performance or
achievements to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. These
forward-looking statements were based on various factors and were derived
utilizing numerous assumptions and other factors that could cause our actual
results to differ materially from those in the forward-looking statements. These
factors include, but are not limited to, our ability to consummate a merger or
business combination, economic, political and market conditions and
fluctuations, government and industry regulation, interest rate risk, U.S. and
global competition, and other factors. Most of these factors are difficult to
predict accurately and are generally beyond our control. You should consider the
areas of risk described in connection with any forward-looking statements that
may be made herein. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this report.
Readers should carefully review this annual report in its entirety, including
but not limited to our financial statements and the notes thereto. Except for
our ongoing obligations to disclose material information under the Federal
securities laws, we undertake no obligation to release publicly any revisions to
any forward-looking statements, to report events or to report the occurrence of
unanticipated events. For any forward-looking statements contained in any
document, we claim the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform Act of 1995.

ITEM 1. BUSINESS

GENERAL INFORMATION

We are an exploration stage company, incorporated in the State of Nevada on May
25, 2012, as a for-profit company, and electing a fiscal year end of June 30.

We are an exploration stage company with limited revenues and operating history.
The mailing address of the principal executive offices is P.O. Box 21, Bonita,
CA 91908. The telephone number is (619)247-9630.

We were incorporated to engage in the exploration and development of oil and gas
properties. Our first lease was a 25% percent working interest and an 18.75% net
revenue interest in 3 acres located in the Perkins Lease in Caddo Pine Island
Field that lies in the northern part of Webster Parrish, Louisiana. Effective
April 18, 2015 the company transferred its interest in the Perkins Oil Slack
(Perkins No. 001, Serial No. 192865) to Indian Wells Investments of LA, LLC.
Also in conjunction with the transfer in exchange for cancellation of
outstanding debt of $8,475 the company agreed to pay Four Star Oil Company, Inc.
$5,500. The Company is currently looking for a new well.

We received our initial funding of $20,001 through the sale of common stock to
our former officer, J. Michael Page, who purchased 4,000,000 shares of our
common stock at $0.005 per share on June 15, 2012. On February 1, 2013 the
Company issued a total of 750,000 shares of common stock to Mr. Page for cash in
the amount of $0.01 per share for a total of $7,500. On March 15, 2014, the
Company issued a total of 2,000,000 shares of common stock to various
individuals for cash in the amount of $0.01 per share for a total of $20,000.
These shares were issued pursuant to the Company's Registration Statement on
Form S-1; the offering was closed on March 15, 2014. On June 20, 2014, in a
private transaction and pursuant to a share transfer agreement between J.
Michael Page and Howard H. Hendricks, Mr. Hendricks purchased 4,750,000 shares

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of common stock from J. Michael Page. As of June 30, 2015 the Company had
6,750,000 shares of common stock issued and outstanding.

From inception until the date of this filing we have had limited operating
activities. Our financial statements from inception (May 25, 2012) through June
30, 2015 report $5,207 in revenue and a net loss of $85,353. Our independent
auditor has issued an audit opinion for Perkins Oil & Gas Inc. which includes a
statement expressing substantial doubt as to our ability to continue as a going
concern.

Emerging Growth Company

We are an Emerging Growth Company as defined in the Jumpstart Our Business
Startups Act.

We shall continue to be deemed an emerging growth company until the earliest of:

a. the last day of the fiscal year of the issuer during which it had
total annual gross revenues of $1,000,000,000 (as such amount is
indexed for inflation every 5 years by the Commission to reflect the
change in the Consumer Price Index for All Urban Consumers published
by the Bureau of Labor Statistics, setting the threshold to the
nearest 1,000,000) or more;
b. the last day of the fiscal year of the issuer following the fifth
anniversary of the date of the first sale of common equity securities
of the issuer pursuant to an effective registration statement under
this title;
c. the date on which such issuer has, during the previous 3-year period,
issued more than $1,000,000,000 in non-convertible debt; or
d. the date on which such issuer is deemed to be a `large accelerated
filer', as defined in section 240.12b-2 of title 17, Code of Federal
Regulations, or any successor thereto.

As an emerging growth company we are exempt from Section 404(b) of Sarbanes
Oxley. Section 404(a) requires Issuers to publish information in their annual
reports concerning the scope and adequacy of the internal control structure and
procedures for financial reporting. This statement shall also assess the
effectiveness of such internal controls and procedures.

Section 404(b) requires that the registered accounting firm shall, in the same
report, attest to and report on the assessment on the effectiveness of the
internal control structure and procedures for financial reporting.

As an emerging growth company we are exempt from Section 14A and B of the
Securities Exchange Act of 1934 which require the shareholder approval of
executive compensation and golden parachutes.

We have irrevocably opted out of the extended transition period for complying
with new or revised accounting standards pursuant to Section 107(b) of the Act.

Smaller Reporting Company

IMPLICATIONS OF BEING AN EMERGING GROWTH COMPANY - THE JOBS ACT

We qualify as an emerging growth company as that term is used in the JOBS Act.
An emerging growth company may take advantage of specified reduced reporting and
other burdens that are otherwise applicable generally to public companies. These
provisions include:

* A requirement to have only two years of audited financial statements
and only two years of related MD&A ;

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* Exemption from the auditor attestation requirement in the assessment
of the emerging growth company's internal control over financial
reporting under Section 404 of the Sarbanes-Oxley Act of 2002;
* Reduced disclosure about the emerging growth company's executive
compensation arrangements; and
* No non-binding advisory votes on executive compensation or golden
parachute arrangements.

We may take advantage of the reduced reporting requirements applicable to
smaller reporting companies even if we no longer qualify as an "emerging growth
company."

In addition, Section 107 of the JOBS Act also provides that an emerging growth
company can take advantage of the extended transition period provided in Section
7(a)(2)(B) of the Securities Act of 1933, as amended (the "Securities Act") for
complying with new or revised accounting standards. We have irrevocably opted
out of the extended transition period for complying with new or revised
accounting standards pursuant to Section 107(b) of the Act.

We could remain an emerging growth company for up to five years, or until the
earliest of (i) the last day of the first fiscal year in which our annual gross
revenues exceed $1 billion, (ii) the date that we become a "large accelerated
filer" as defined in Rule 12b-2 under the Exchange Act, which would occur if the
market value of our common stock that is held by non-affiliates exceeds $700
million as of the last business day of our most recently completed second fiscal
quarter, or (iii) the date on which we have issued more than $1 billion in
non-convertible debt during the preceding three year period.

DESCRIPTION OF BUSINESS

We are an exploration stage company with limited revenues and operating history.
Our independent auditor has issued an audit opinion which includes a statement
expressing substantial doubt as to our ability to continue as a going concern.

We owned a 25% working interest and an 18.75% net revenue interest in a lease of
three acres located in Webster Parrish, Louisiana, known as the Perkins Lease.
Effective April 18, 2015 the company transferred its interest in the Perkins Oil
Slack (Perkins No. 001, Serial No. 192865) to Indian Wells Investments of LA,
LLC. Also in conjunction with the transfer in exchange for cancellation of
outstanding debt of $8,475 the company agreed to pay Four Star Oil Company, Inc.
$5,500. The Company is currently looking for a new well.

Our focus for the current fiscal year will be on further developing our existing
property, while continuing to pursue acquisition of additional leases and/or
existing oil and gas wells which have potential for production, if revenues
warrant.

GENERAL INFORMATION ABOUT OUR CURRENT LEASE

ACQUISITION OF THE LEASE

On July 9, 2012 the Company signed an assignment agreement with Lanza Land
Management LLC which transferred a 25% working interest and a 18.75% net revenue
interest in three acres located in Webster Parrish, Louisiana, known as the
Perkins Lease, covering and affecting the property described as: Begin at the
point where the North line of the Porterville-Sikes Ferry Road intersects the
West line of the West Half of the Southeast Quarter of the Northeast Quarter
(W/2 of SE/4 of NE/4), Section 36, Township 23 North, Range 11 West, thence run

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in an easterly direction along the North line of said road 190 feet, thence run
North 380 feet, thence run West 285 feet to the West line of said W/2 of SE/4,
thence run South 345 feet to the point of beginning, Webster Parish, Louisiana.
The well coordinates are 32(Degree) 56' 43.779 N, 93(Degree) 26' 58.969 W,
elevation 79 meters. The consideration for the assignment was $17,500. The well
on the property was functioning until a lightning strike in June 2012; the pump
has been repaired and is currently producing approximately 85 barrels of oil per
month.

From June 1, 2012 through December 31, 2012 total production from the well was
189 barrels. The average sales price was $94 per barrel with an average cost of
$67 per barrel. From January 1, 2013 through December 31, 2013 total production
from the well was 39 barrels. The average sales price was $101 per barrel with
an average cost of $225 per barrel. In February 2013 the well was hit by
vandalism causing production delays and repair costs of $3,000. From January 1,
2014 through December 31, 2014 total production from the well was 33 barrels.
The average sales price was $93 per barrel with an average cost of $130 per
barrel. There was no production from July through October due to lighting
strikes and vandalism. Expenses during this period were $8,121. The well was
returned to production as of November 1, 2014. Effective April 18, 2015 the
company transferred its interest in the Perkins Oil Slack (Perkins No. 001,
Serial No. 192865) to Indian Wells Investments of LA, LLC. Also in conjunction
with the transfer in exchange for cancellation of outstanding debt of $8,475 the
company agreed to pay Four Star Oil Company, Inc. $5,500. The Company is
currently looking for a new well.

MARKETS

The availability of a ready market and the prices obtained for produced oil
depends on many factors, including the extent of domestic production and imports
of oil, the proximity and capacity of pipelines and other transportation
facilities, fluctuating demand, the marketing of competitive fuels, and the
effects of governmental regulation on production and sales. A ready domestic
market for oil exists because of the presence of pipelines for transport. The
existence of an international market exists depends upon the presence of
international delivery systems and political and pricing factors.

If we are successful in the continuing production of oil on a possible
additional property, the target customers for our oil are expected to be
refiners, remarketers and third party intermediaries, who either have, or have
access to, consumer delivery systems. We intend to sell our oil under both
short-term (less than one year) and long-term (one year or more) agreements at
prices negotiated with third parties. Currently Spears Oil, a third party
operator, picks up the oil and sells it to Shell Oil Company. The price is based
upon a 20-day floating average. Typically either the entire contract (in the
case of short-term contracts) or the price provisions of the contract (in the
case of long-term contracts) are renegotiated at intervals ranging in frequency
from daily to annually.

We have not yet adopted any specific sales and marketing plans. However, as we
purchase future properties, the need to hire marketing personnel will be
addressed.

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COMPETITION

We operate in a highly competitive environment for acquiring properties,
modernizing existing wells and marketing oil that is produced. The majority of
our competitors possess and employ financial, technical and personnel resources
substantially greater than ours, which can be particularly important in the
areas in which we plan to operate. Those companies may be able to pay more for
productive properties and exploratory prospects and to evaluate, bid for and
purchase a greater number of properties and prospects than our financial
resources permit. Our ability to acquire additional prospects and to find and
develop reserves in the future will depend on our ability to evaluate and select
suitable properties and to consummate transactions in a highly competitive
environment. Also, there is substantial competition for capital available for
investment in the oil and natural gas industry.

Current competitive factors in the domestic oil and gas industry are unique. The
actual price range of crude oil is largely established by major international
producers. Pricing for natural gas is more regional; however, more favorable
prices can usually be negotiated for larger quantities of oil and/or gas
product. In this respect, while we believe we have a price disadvantage when
compared to larger producers, we view our primary pricing risk to be related to
a potential decline in international prices to a level which could render our
production uneconomical.

We are committed to use the services of the existing gathering companies in our
present area of production. This potentially gives such gathering companies
certain short-term relative monopolistic powers to set gathering and
transportation costs, because obtaining the services of an alternative gathering
company may require substantial additional costs.

General competitive conditions may be substantially affected by various forms of
energy legislation and/or regulation introduced from time to time by the
governments of the United States and other countries, as well as factors beyond
our control, including international political conditions, overall levels of
supply and demand for oil and gas, and the markets for synthetic fuels and
alternative energy sources.

In the face of competition, we may not be successful in acquiring, exploring or
developing profitable oil and gas properties or interests, and we cannot give
any assurance that suitable properties or interests will be available for our
acquisition, exploration or development. Despite this, we hope to compete
successfully in the industry by:

* keeping our costs low;
* relying on the strength of our management's contacts; and
* using our size and experience to our advantage by adapting quickly to
changing market conditions or responding swiftly to potential
opportunities.

DISTRIBUTION METHODS

Any oil that we produce in the future will be distributed through oil gathering
companies. Typically the contract operator makes the arrangements with the
gathering companies.

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BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.

SOURCE AND AVAILABILITY OF RAW MATERIALS

We have no significant raw materials. However, if we are successful in our plan
of operations we may make use of numerous oil field service companies.

MAJOR CUSTOMERS

Any oil we may produce is sold through an operator to marketers and other
purchasers that have access to nearby pipeline facilities. Generally, in areas
where there is no practical access to pipelines, oil is trucked to storage
facilities. We believe that the loss of any of these oil purchasers would not
materially impact our business, because we could readily find other purchasers
for our oil as produced.

PATENTS, TRADEMARKS, FRANCHISES, ROYALTY AGREEMENTS OR LABOR CONTRACTS

We have no patents, trademarks, licenses, concessions, or labor contracts.

COMPLIANCE WITH GOVERNMENT AND ENVIRONMENTAL REGULATION

REGULATION OF TRANSPORTATION OF OIL

The sales of crude oil are not currently regulated and are made at negotiated
prices. Nevertheless, Congress could reenact price controls in the future.

Our sales of crude oil will be affected by the availability, terms and cost of
transportation. The transportation of oil in common carrier pipelines is also
subject to rate regulation. The Federal Energy Regulatory Commission, or the
FERC, regulates interstate oil pipeline transportation rates under the
Interstate Commerce Act. Intrastate oil pipeline transportation rates are
subject to regulation by state regulatory commissions. The basis for intrastate
oil pipeline regulation, and the degree of regulatory oversight and scrutiny
given to intrastate oil pipeline rates, varies from state to state.

Insofar as effective interstate and intrastate rates are equally applicable to
all comparable shippers, we believe that the regulation of oil transportation
rates will not affect our operations in any way that is of material difference
from those of our competitors. Further, interstate and intrastate common carrier
oil pipelines must provide service on a non-discriminatory basis. Under this
open access standard, common carriers must offer service to all shippers
requesting service on the same terms and under the same rates. When oil
pipelines operate at full capacity, access is governed by pro-rationing
provisions set forth in the pipelines' published tariffs. Accordingly, we
believe that access to oil pipeline transportation services generally will be
available to us to the same extent as to our competitors.

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REGULATION OF PRODUCTION

The production of oil is subject to regulation under a wide range of local,
state and federal statutes, rules, orders and regulations. Federal, state and
local statutes and regulations require permits for drilling operations, drilling
bonds and reports concerning operations. All states, in which we may operate in
the future, have regulations governing conservation matters, including
provisions for the unitization or pooling of oil properties, the establishment
of maximum allowable rates of production from oil wells, the regulation of well
spacing, and plugging and abandonment of wells. The effect of these regulations
is to limit the amount of oil that can be produced from wells and to limit the
number of wells or the locations, although companies can apply for exceptions to
such regulations or to have reductions in well spacing. Moreover, each state
generally imposes a production or severance tax with respect to the production
and sale of oil within its jurisdiction.

The failure to comply with these rules and regulations can result in substantial
penalties. Our competitors in the oil industry are subject to the same
regulatory requirements and restrictions that affect our operations.

ENVIRONMENTAL REGULATION

Oil exploration, development and production operations are subject to stringent
federal, state and local laws and regulations governing the discharge of
materials into the environment or otherwise relating to environmental
protection. Historically, most of the environmental regulation of oil production
has been left to state regulatory boards or agencies in those jurisdictions
where there is significant oil production, with limited direct regulation by
such federal agencies as the Environmental Protection Agency. However, while we
believe this generally to be the case for our production activities in
Louisiana, there are various regulations issued by the Environmental Protection
Agency ("EPA") and other governmental agencies that would govern significant
spills, blow-outs, or uncontrolled emissions.

In Louisiana, specific oil regulations apply to the drilling, completion and
operations of wells, and the disposal of waste oil and salt water. There are
also procedures incident to the plugging and abandonment of dry holes or other
non-operational wells, all as governed by the applicable governing state agency.

At the federal level, among the more significant laws and regulations that may
affect our business and the oil and gas industry are: The Comprehensive
Environmental Response, Compensation and Liability Act of 1980, also known as
"CERCLA" or Superfund; the Oil Pollution Act of 1990; the Resource Conservation
and Recovery Act, also known as "RCRA"; the Clean Air Act; Federal Water
Pollution Control Act of 1972, or the Clean Water Act; and the Safe Drinking
Water Act of 1974.

Compliance with these regulations may constitute a significant cost and effort
for us. No specific accounting for environmental compliance has been projected
by us at this time. We are not presently aware of any environmental demands,
claims, or adverse actions, litigation or administrative proceedings in which
our acquired property is involved or subject to, or arising out of any
predecessor operations.

In the event of a breach of environmental regulations, these environmental
regulatory agencies have a broad range of alternative or cumulative remedies
which include: ordering a clean-up of any spills or waste material and
restoration of the soil or water to conditions existing prior to the
environmental violation; fines; or enjoining further drilling, completion or
production activities. In certain egregious situations the agencies may also
pursue criminal remedies against us or our principal officers.

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RESEARCH AND DEVELOPMENT

Since our inception to the date of this annual report, we have not spent any
money on research and development activities. We paid $17,500 for the lease on
the original Perkins property.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

Our only employee is our sole officer, Howard H. Hendricks. Mr. Hendricks
currently devotes 2-4 hours per week to company matters and after receiving
funding he plans to devote as much time as the board of directors determines is
necessary to manage the affairs of the company. There are no formal employment
agreements between the company and our current employee.

REPORTS TO SECURITY HOLDERS

Any member of the public may read and copy any materials filed by us with the
Securities and Exchange Commission at the Securities and Exchange Commission's
Public Reference Room at 100 F Street, N.E. Washington, D.C. 20549. Information
on the operation of the Public Reference Room may be obtained by calling the
Securities and Exchange Commission at 1-800-732-0330. The Securities and
Exchange Commission maintains an internet website (http://www.sec.gov) that
contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the Securities and Exchange
Commission.

ITEM 1A. RISK FACTORS

Please consider the following risk factors and other information in this annual
report relating to our business and prospects before deciding to invest in our
common stock.

We consider the following to be the material risks for an investor. Our company
should be viewed as a high-risk investment and speculative in nature. An
investment in our common stock may result in a complete loss of the invested
amount. Please consider the following risk factors before deciding to invest in
our common stock.

RISKS ASSOCIATED WITH OUR COMPANY

OUR AUDITORS' REPORTS CONTAIN A STATEMENT THAT OUR NET LOSS AND LIMITED WORKING
CAPITAL RAISE SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS A GOING
CONCERN.

Our independent registered public accountants have stated in their report,
included in this annual report under the heading "Financial Statements" that our
significant operating losses and working capital deficiency raise substantial
doubt about our ability to continue as a going concern. We had a net loss of
$85,353 from inception date to June 30, 2015. We may be required to raise
substantial capital to fund any capital expenditures or other cash requirements
if revenues do not increase. As such we may have to cease activities and you
could lose your investment.

WE LACK AN EXTENSIVE OPERATING HISTORY AND HAVE LOSSES WHICH WE EXPECT TO
CONTINUE INTO THE FUTURE. AS A RESULT, WE MAY HAVE TO SUSPEND OR CEASE
ACTIVITIES.

We were incorporated in May 2012 and we have only recently started our business
activities and only realized limited revenues. We have a very limited operating
history upon which an evaluation of our future success or failure can be made.

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Our net loss was $85,353 from inception to June 30, 2015. Our ability to achieve
and maintain profitability and positive cash flow is dependent upon:

* our ability to locate additional profitable oil & gas properties
* our ability to generate revenues
* our ability to reduce operating costs

Based upon current plans, we expect to incur operating losses in future periods
until revenues are sufficient to fund operations. Failure to generate enough
revenues for us to become profitable may cause us to suspend or cease
activities.

BECAUSE WE ARE SMALL AND DO NOT HAVE MUCH CAPITAL, WE MAY HAVE TO LIMIT OUR
ACQUISITION ACTIVITY WHICH MAY RESULT IN A LOSS OF YOUR INVESTMENT.

Because we are small and do not have much capital, we must limit our acquisition
activity. As such we may not be able to lease as many properties as we would
like. In that event, a profitable oil or gas reserve may go undiscovered.
Without producing wells we cannot generate revenues and you will lose your
investment.

THE OIL AND NATURAL GAS INDUSTRY IS HIGHLY COMPETITIVE AND THERE IS NO ASSURANCE
THAT WE WILL BE SUCCESSFUL IN ACQUIRING LEASES.

The oil and natural gas industry is intensely competitive. Although we do not
compete with other oil and gas companies for the sale of any oil and gas that we
may produce, as there is sufficient demand in the world market for these
products, we compete with numerous individuals and companies, including many
major oil and natural gas companies which have substantially greater technical,
financial and operational resources and staff. Accordingly, there is a high
degree of competition for desirable oil and natural gas leases, suitable
properties for drilling operations and necessary drilling equipment, as well as
for access to funds. We cannot predict if the necessary funds can be raised or
that any projected work will be completed.

THERE CAN BE NO ASSURANCE THAT WE WILL DISCOVER OIL OR NATURAL GAS IN ANY
COMMERCIAL QUANTITY ON ANY FUTURE PROPERTIES.

Exploration for economic reserves of oil and natural gas is subject to a number
of risks. There is competition for the acquisition of available oil and natural
gas properties. Few properties that are explored are ultimately developed into
producing oil and/or natural gas wells. If we cannot discover oil or natural gas
in any commercial quantity thereon, our business will fail.

WE WILL BE RELIANT UPON AN OUTSIDE OPERATOR TO MONITOR THE DAY TO DAY OPERATION
OF THE WELLS. IF THE OPERATOR FAILS TO CARRY OUT THE TERMS OF OUR AGREEMENT OR
WE LOSE THE SERVICES OF THE OPERATOR OUR BUSINESS MAY FAIL.

Any re-working of a well and monthly maintenance of the well once production
commences will be carried out by an independent operator. We do not currently
have an operating agreement in place, however; once a new well has been
identified and a new operating agreement in place the failure of the operator to
live up to the terms of the agreement or a cancellation of the agreement could
have an adverse effect on production and future revenues, consequently our
operations, earnings and ultimate financial success may suffer irreparable harm
as a result.

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BECAUSE OUR SOLE OFFICER AND/OR DIRECTOR DOES NOT HAVE ANY FORMAL TRAINING
SPECIFIC TO THE OIL AND GAS INDUSTRY, THERE IS A HIGHER RISK OUR BUSINESS WILL
FAIL.

Our sole officer and director is Howard H. Hendricks. Mr. Hendricks has no
formal training in the oil and gas industry or in the technical aspects of
management of an oil and gas company. His prior business experience has
primarily been in the computer industry specializing in wireless electronic
systems and smart card readers. With no direct training or experience in the oil
and gas industry, he may not be fully aware of the specific requirements related
to working within this industry. His decisions and choices may not take into
account standard business or managerial approaches oil and gas companies
commonly use. Consequently, our operations, earnings, and ultimate financial
success could suffer irreparable harm due to his lack of experience in this
industry.

BECAUSE OUR OFFICER AND DIRECTOR HAS OTHER OUTSIDE BUSINESS ACTIVITIES AND WILL
ONLY BE DEVOTING 5 TO 10% OF HIS TIME OR APPROXIMATELY TWO TO FOUR HOURS PER
WEEK TO OUR OPERATIONS, OUR OPERATIONS MAY BE SPORADIC WHICH MAY RESULT IN
PERIODIC INTERRUPTIONS OR SUSPENSIONS OF EXPLORATION.

Because our officer and director has other outside business activities and will
only be devoting 5 to 10% of his time or two to four hours per week to our
operations, our operations may be sporadic and occur at times which are
convenient to our officer and director. As a result our business plan may be
periodically interrupted or suspended.

OUR DIRECTOR WILL CONTINUE TO EXERCISE SIGNIFICANT CONTROL OVER OUR OPERATIONS,
WHICH MEANS AS A MINORITY STOCKHOLDER, YOU WOULD HAVE NO CONTROL OVER CERTAIN
MATTERS REQUIRING STOCKHOLDER APPROVAL THAT COULD AFFECT AN INVESTOR'S ABILITY
TO EVER RESELL ANY SHARES THEY MAY PURCHASE.

Our current director, Howard H. Hendricks, owns 70% of our common stock. He will
have significant influence in determining the outcome of all corporate
transactions, including the election of directors, approval of significant
corporate transactions, changes in control of the company or other matters that
could affect your ability to ever resell your shares. His interests may differ
from the interests of the other stockholders and thus result in corporate
decisions that are disadvantageous to other stockholders.

BECAUSE OUR SOLE OFFICER AND DIRECTOR LIVES IN CALIFORNIA, AND THE POTENTIAL
WELLS ARE LOCATED IN WEBSTER PARISH, LOUISIANA, THERE MAY BE A HIGHER RISK THAT
OUR BUSINESS MAY FAIL.

The distance from where Mr. Hendricks lives and where the well operations will
be located may create a detrimental situation due to lack of oversight. Though
we will have an operating agreement with an independent operator to monitor the
well production, there is no assurance that it will be carried out properly
without direct oversight by our officer and director. This could have an adverse
effect on production and future revenues, consequently our operations, earnings
and ultimate financial success may suffer irreparable harm as a result.

RISKS RELATING TO THE OIL AND NATURAL GAS INDUSTRY

THE MARKETABILITY OF NATURAL RESOURCES IS AFFECTED BY NUMEROUS FACTORS BEYOND
OUR CONTROL WHICH MAY RESULT IN US NOT RECEIVING AN ADEQUATE RETURN ON INVESTED
CAPITAL TO BE PROFITABLE OR VIABLE.

The marketability of natural resources which may be acquired or discovered by us
will be affected by numerous factors beyond our control. These factors include
market fluctuations in oil and natural gas pricing and demand, the proximity and
capacity of natural resource markets and processing equipment, governmental
regulations, land tenure, land use, regulation concerning the importing and

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exporting of oil and natural gas and environmental protection regulations. The
exact effect of these factors cannot be accurately predicted, but the
combination of these factors may result in us not receiving an adequate return
on invested capital to be profitable or viable.

OIL AND NATURAL GAS OPERATIONS ARE SUBJECT TO COMPREHENSIVE REGULATION WHICH MAY
CAUSE SUBSTANTIAL DELAYS OR REQUIRE CAPITAL OUTLAYS IN EXCESS OF THOSE
ANTICIPATED CAUSING AN ADVERSE EFFECT ON OUR COMPANY.

Oil and natural gas operations are subject to federal, state, and local laws
relating to the protection of the environment, including laws regulating removal
of natural resources from the ground and the discharge of materials into the
environment. Oil and natural gas operations are also subject to federal, state,
and local laws and regulations which seek to maintain health and safety
standards by regulating the design and use of drilling methods and equipment.
Various permits from government bodies are required for drilling operations to
be conducted; no assurance can be given that standards imposed by federal,
provincial, or local authorities may be changed and any such changes may have
material adverse effects on our activities. Moreover, compliance with such laws
may cause substantial delays or require capital outlays in excess of those
anticipated, thus causing an adverse effect on us. Additionally, we may be
subject to liability for pollution or other environmental damages. To date, we
have not been required to spend any material amount on compliance with
environmental regulations. However, we may be required to do so in the future
and this may affect our ability to expand or maintain our operations.

EXPLORATION AND PRODUCTION ACTIVITIES ARE SUBJECT TO CERTAIN ENVIRONMENTAL
REGULATIONS WHICH MAY PREVENT OR DELAY THE COMMENCEMENT OR CONTINUATION OF OUR
OPERATIONS.

In general, our exploration and production activities are subject to certain
federal, state and local laws and regulations relating to environmental quality
and pollution control. Such laws and regulations increase the costs of these
activities and may prevent or delay the commencement or continuation of a given
operation. Specifically, we may be subject to legislation regarding emissions
into the environment, water discharges and storage and disposition of hazardous
wastes. In addition, legislation has been enacted which requires well and
facility sites to be abandoned and reclaimed to the satisfaction of state
authorities. However, such laws and regulations are frequently changed and we
are unable to predict the ultimate cost of compliance. Generally, environmental
requirements do not appear to affect us any differently or to any greater or
lesser extent than other companies in the industry.

ANY CHANGE TO GOVERNMENT REGULATION/ADMINISTRATIVE PRACTICES MAY HAVE A NEGATIVE
IMPACT ON OUR ABILITY TO OPERATE AND OUR PROFITABILITY.

The business of oil and natural gas exploration and development is subject to
substantial regulation under various countries laws relating to the exploration
for, and the development, upgrading, marketing, pricing, taxation, and
transportation of oil and natural gas and related products and other matters.
Amendments to current laws and regulations governing operations and activities
of oil and natural gas exploration and development operations could have a
material adverse impact on our business. In addition, there can be no assurance
that income tax laws, royalty regulations and government incentive programs
related to the properties subject to our farm-out agreements and the oil and
natural gas industry generally will not be changed in a manner which may
adversely affect our progress and cause delays, inability to explore and develop
or abandonment of these interests.

Permits, leases, licenses, and approvals are required from a variety of
regulatory authorities at various stages of exploration and development. There
can be no assurance that the various government permits, leases, licenses and
approvals sought will be granted in respect of our activities or, if granted,

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<PAGE>
will not be cancelled or will be renewed upon expiry. There is no assurance that
such permits, leases, licenses, and approvals will not contain terms and
provisions which may adversely affect our exploration and development
activities.

IF OUR ASSESSMENT OF A LEASED PROPERTY, OR ANY FUTURE LEASED PROPERTIES, IS
MATERIALLY INACCURATE, IT COULD HAVE SIGNIFICANT IMPACT ON FUTURE OPERATIONS AND
EARNINGS.

The successful acquisition of producing properties requires assessments of many
factors, which are inherently inexact and may be inaccurate, including the
following:

* the amount of recoverable reserves;
* future oil and natural gas prices;
* estimates of operating costs;
* estimates of future development costs;
* estimates of the costs and timing of plugging and abandonment; and
* potential environmental and other liabilities.

Our assessment will not reveal all existing or potential problems, nor will it
permit us to become familiar enough with the properties to assess fully their
capabilities and deficiencies.

IF OIL AND NATURAL GAS PRICES DECREASE, WE MAY BE REQUIRED TO TAKE WRITE-DOWNS
OF THE CARRYING VALUE OF OUR OIL AND NATURAL GAS PROPERTY, POTENTIALLY
NEGATIVELY IMPACTING THE TRADING VALUE OF OUR SECURITIES.

Accounting rules require that we review periodically the carrying value of our
oil and natural gas property for possible impairment. Based on specific market
factors and circumstances at the time of prospective impairment reviews, and the
continuing evaluation of development plans, production data, economics and other
factors, we may be required to write down the carrying value of our oil and
natural gas property. A write-down could constitute a non-cash charge to
earnings. It is likely the cumulative effect of a write-down could also
negatively impact the trading price of our securities.

WE MAY INCUR SUBSTANTIAL LOSSES AND BE SUBJECT TO SUBSTANTIAL LIABILITY CLAIMS
AS A RESULT OF OUR OIL AND NATURAL GAS OPERATIONS.

We do not currently have insurance for possible risks. Losses and liabilities
arising from uninsured events could materially and adversely affect our
business, financial condition or results of operations. The oil and natural gas
production activities will be subject to all of the operating risks associated
with the production of oil and natural gas, including the possibility of:

* environmental hazards, such as uncontrollable flows of oil, natural
gas, brine, well fluids, toxic gas or other pollution into the
environment, including groundwater and shoreline contamination;
* abnormally pressured formations;
* mechanical difficulties;
* fires and explosions;
* personal injuries and death; and
* natural disasters.

Any of these risks could adversely affect our ability to conduct operations or
result in substantial losses to our company. We may elect not to obtain
insurance if we believe that the cost of available insurance is excessive

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<PAGE>
relative to the risks presented. In addition, pollution and environmental risks
generally are not fully insurable. If a significant accident or other event
occurs and is not fully covered by insurance, then it could adversely affect us.

WE COULD NOT ACT AS THE "OPERATOR" ON OUR PROPERTY, AND SO WE ARE EXPOSED TO THE
RISKS OF OUR THIRD-PARTY OPERATORS.

We will be relying on the expertise of contracted third-party oil and gas
exploration and development operators and third-party consultants for their
judgment, experience and advice. We can give no assurance that these third party
operators or consultants will always act in our best interests, and we are
exposed as a third party to their operations and actions and advice in those
properties and activities in which we are contractually bound.

UNLESS WE REPLACE OUR OIL AND NATURAL GAS RESERVES, OUR RESERVES AND PRODUCTION
WILL DECLINE, WHICH WOULD ADVERSELY AFFECT OUR CASH FLOWS AND INCOME.

Unless we conduct successful development and exploitation activities or acquire
properties containing proved reserves, our proved reserves when we find them
will decline as those reserves are produced. We currently have no proved
reserves on our property. Producing oil and natural gas reservoirs generally are
characterized by declining production rates that vary depending upon reservoir
characteristics and other factors. Our future oil and natural gas reserves and
production, and, therefore our cash flow and income, are highly dependent on our
success in efficiently developing and exploiting our current reserves and
economically finding or acquiring additional recoverable reserves. If we are
unable to develop, exploit, find or acquire additional reserves to replace our
current and future production, our cash flow and income will decline as
production declines, until our existing property would be incapable of
sustaining commercial production.

IF ACCESS TO MARKETS IS RESTRICTED, IT COULD NEGATIVELY IMPACT OUR PRODUCTION,
OUR INCOME AND ULTIMATELY OUR ABILITY TO RETAIN OUR LEASE AND ANY FUTURE LEASES.

Market conditions or the unavailability of satisfactory oil and natural gas
gathering arrangements may hinder access to oil and natural gas markets or delay
production. The availability of a ready market for our oil and natural gas
production depends on a number of factors, including the demand for and supply
of oil and natural gas and the proximity of reserves to pipelines and terminal
facilities. The ability to market production depends in substantial part on the
availability and capacity of gathering systems, pipelines and processing
facilities owned and operated by third parties. Our failure to obtain such
services on acceptable terms could materially harm our business.

ITEM 2. PROPERTIES

We do not currently own any property. The Company utilizes space at the home of
our officer and director. The mailing address for the Company is P.O. Box 21,
Bonita, CA 91908. The telephone number is (619)247-9630. The office space is
provided at no charge to the Company. Management believes the current premises
are sufficient for its needs at this time.

We currently have no investment policies as they pertain to real estate, real
estate interests or real estate mortgages.

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In June 2012 the company paid $17,500 for 25% working interest and an 18.75% net
revenue interest in the Perkins Lease in Caddo Pine Island Field that lies in
the northern part of Webster Parish, Louisiana. Effective April 18, 2015 the
company transferred its interest in the Perkins Oil Slack (Perkins No. 001,
Serial No. 192865) to Indian Wells Investments of LA, LLC. Also in conjunction
with the transfer in exchange for cancellation of outstanding debt of $8,475 the
company agreed to pay Four Star Oil Company, Inc. $5,500. The Company is
currently looking for a new well.

ITEM 3. LEGAL PROCEEDINGS

We are not currently involved in any legal proceedings nor do we have any
knowledge of any threatened litigation.

ITEM 4. MINE SAFETY DISCLOSURES

None.

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PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

MARKET INFORMATION

Our common stock is listed for trading on the OTCBB exchange. There has been no
active trading of our stock.

OTC Bulletin Board securities are not listed and traded on the floor of an
organized national or regional stock exchange. Instead, OTC Bulletin Board
securities transactions are conducted through a telephone and computer network
connecting dealers. OTC Bulletin Board issuers are traditionally smaller
companies that do not meet the financial and other listing requirements of a
regional or national stock exchange. To have our common stock listed on any of
the public trading markets, including the OTC Bulletin Board, we required a
market maker to sponsor our securities.

HOLDERS

As of the date of this annual report there are fifteen (15) holders of record of
our common stock.

DIVIDENDS

To date, we have not paid dividends on shares of our common stock and we do not
expect to declare or pay dividends on shares of our common stock in the
foreseeable future. The payment of any dividends will depend upon our future
earnings, if any, our financial condition, and other factors deemed relevant by
our Board of Directors.

EQUITY COMPENSATION PLANS

As of the date of this annual report we did not have any equity compensation
plans.

REGULATION M

Our officer and director, who will offer and sell the shares, is aware that he
is required to comply with the provisions of Regulation M, promulgated under the
Securities Exchange Act of 1934, as amended. With certain exceptions, Regulation
M precludes the officer and director, sales agent, any broker-dealer or other
person who participate in the distribution of shares in our offering from
bidding for or purchasing, or attempting to induce any person to bid for or
purchase any security which is the subject of the distribution until the entire
distribution is complete.

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<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

This section of the annual report includes a number of forward-looking
statements that reflect our current views with respect to future events and
financial performance. Forward-looking statements are often identified by words
like: believe, expect, estimate, anticipate, intend, project and similar
expressions, or words which, by their nature, refer to future events. You should
not place undue certainty on these forward-looking statements, which apply only
as of the date of this annual report. These forward-looking states are subject
to certain risks and uncertainties that could cause actual results to differ
materially from historical results or out predictions.

RESULTS OF OPERATIONS

We are an exploration stage company and have generated $5,207 in revenues since
inception (May 25, 2012) and have incurred $99,382 in operating expenses,
$14,029 in other income resulting in net loss of $85,353 through June 30, 2015.
We received our initial funding of $20,000 through the sale of common stock to J
Michael Page, the officer and director of the Company at that time, who
purchased 4,000,000 shares of our common stock at $0.005 per share in June,
2012. On February 1, 2013 an additional 750,000 shares were issued to Mr. Page
for consideration of $7,500 or $.01 per share. On March 15, 2014, the Company
issued a total of 2,000,000 shares of common stock to various individuals for
cash in the amount of $0.01 per share for a total of $20,000. These shares were
issued pursuant to the Company's Registration Statement on Form S-1, the
offering was closed on March 15, 2014. On June 20, 2014 in a private transaction
and pursuant to a share transfer agreement between J. Michael Page and Howard H.
Hendricks, Mr. Hendricks purchased 4,750,000 shares of common stock from J.
Michael Page.

For the years ended June 30, 2015 and 2014, we had $0 and $1,339 in revenues,
respectively and incurred $17,876 and $19,757 in general and administrative
expenses, $0 and $3,789 in amortization expense and $9,635 and $6,167 in oil
well operating and maintenance expense, respectively.

From June 1, 2012 through December 31, 2012 total production from the well was
189 barrels. The average sales price was $94 per barrel with an average cost of
$67 per barrel. From January 1, 2013 through December 31, 2013 total production
from the well was 39 barrels. The average sales price was $101 per barrel with
an average cost of $225 per barrel. In February 2013 the well was hit by
vandalism causing production delays and repair costs of $3,000. From January 1,
2014 through December 31, 2014 total production from the well was 33 barrels.
The average sales price was $93 per barrel with an average cost of $130 per
barrel. There was no production from July through October due to lighting
strikes and vandalism. Expenses during this period were $8,121. Effective April
18, 2015 the company transferred its interest in the Perkins Oil Slack (Perkins
No. 001, Serial No. 192865) to Indian Wells Investments of LA, LLC. Also in
conjunction with the transfer in exchange for cancellation of outstanding debt
of $8,475 the company agreed to pay Four Star Oil Company, Inc. $5,500. The
Company is currently looking for a new well.

The following table provides selected financial data about our company for the
years ended June 30, 2015 and 2014.

Balance Sheet Data: 6/30/15 6/30/14
------------------- ------- -------

Cash $ 6 $ 11,484
Total assets $ 6 $ 11,484
Total liabilities $ 37,859 $ 29,327
Shareholders' equity (deficit) $(37,852) $(17,843)

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Our cash balance at June 30, 2017 was $6. Our cash balance and revenues
generated from the well lease may not be sufficient to cover the expenses we
will incur during the next twelve months. If we experience a shortage of funds
prior to funding we may utilize funds from our director, who has informally
agreed to advance funds to allow us to pay for filing fees and professional
fees, however he has no formal commitment, arrangement or legal obligation to
advance or loan funds to the company. The Company's former president, Mr. Page,
made loans to the Company of $34,400 which have accrued interest of $1,554
through June 30, 2015. We are an exploration stage company and have generated
$5,207 in revenue to date.

Our auditor has issued a going concern opinion. This means that there is
substantial doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our bills. This is
because we have only generated limited revenues from our oil sales.

Our plan of operation for the twelve months following the date of this annual
report is to secure another property/well to continue exploration activities. As
we were only able to sell 40% of the securities from our recent offering
($20,000), substantially all of the funds raised by the offering were spent on
the monthly maintenance of the Perkins well and assuring that we meet our
corporate and disclosure obligations so that we remain in good standing with the
State of Nevada and maintain our status as a reporting issuer with the SEC.

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

There is no historical financial information about us upon which to base an
evaluation of our performance. We are an exploration stage corporation and have
generated limited revenues from operations. We cannot guarantee we will be
successful in our business operations. Our business is subject to risks inherent
in the establishment of a new business enterprise, including limited capital
resources, possible delays in the exploration of our properties, and possible
cost overruns due to price and cost increases in services.

To become profitable and competitive, we must continue to receive revenues from
our current lease and find other profitable properties in which we will invest.
We believe that our current cash balance and loans from our director or outside
persons will allow us to operate for one year based on our current limited
operations.

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance at June 30, 2015 was $6, with $37,859 in outstanding current
liabilities, consisting of $1,905 in accounts payable, $1,048 in accrued
interest payable and $15,500 in notes payable to a related party. The company
has $19,405 in outstanding long term liabilities consisting of $505 in accrued
interest payable and $18,900 in promissory notes payable to a related party. If
we experience a shortfall of cash our director has agreed to loan us additional
funds for operating expenses, however he has no legal obligation to do so. Total
expenditures over the next 12 months are expected to be approximately $25,000.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.

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SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING BASIS

The statements were prepared following generally accepted accounting principles
of the United States of America consistently applied. The Company's fiscal year
end is June 30.

The accompanying financial statements have been prepared using the accrual basis
of accounting in accordance with accounting principles generally accepted in the
United States of America and are presented in U.S. dollars. The Company is
currently an exploration stage enterprise. An exploration stage enterprise is
one in which planned principal operations have not commenced or if its
operations have commenced, there has been no significant revenues there from.
All losses accumulated since the inception of the business have been considered
as part of its exploration stage activities.

USE OF ESTIMATES

Management uses estimates and assumptions in preparing these financial
statements in accordance with generally accepted accounting principles. Those
estimates and assumptions affect the reported amounts of assets and liabilities,
the disclosure of contingent assets and liabilities, and the reported revenues
and expenses.

CASH AND CASH EQUIVALENTS

Cash equivalents include short-term, highly liquid investments with maturities
of three months or less at the time of acquisition. The Company had $7 in cash
at June 30, 2015.

INVESTMENTS IN OIL AND GAS PROPERTY

The Company is an exploration stage oil and gas company and expects to receive
some revenue from its operations. In June 2012 the company paid $17,500 for 25%
working interest and an 18.75% net revenue interest in the Perkins Lease in
Caddo Pine Island Field that lies in the northern part of Webster Parish,
Louisiana. The lease shall be for a period of TWO (2) years (called "primary
term") and as long thereafter as (1) oil, gas, sulphur or other mineral is
produced or (2) is maintained in force in any other manner provided within the
lease. The lease is from October 20, 2011 until October 20, 2013 and is
effective May 31, 2012. The terms of the lease have been met and the lease is
currently active. Amortization of the lease will be calculated from May 31, 2012
through October 31, 2013. Amortization expenses for the year ending June 30,
2015 were $0, the year ending June 30, 2014 were $3,789.

Effective April 18, 2015 the company transferred its interest in the Perkins Oil
Slack (Perkins No. 001, Serial No. 192865) to Indian Wells Investments of LA,
LLC. Also in conjunction with the transfer in exchange for cancellation of
outstanding debt of $8,475 the company agreed to pay Four Star Oil Company, Inc.
$5,500. The Company is currently looking for a new well.

The Company follows the successful efforts method of accounting for its oil and
gas activities. Under the successful efforts method, lease acquisition costs and
all development costs are capitalized. Exploratory drilling costs are
capitalized until the results are determined. If proved reserves are not
discovered, the exploratory drilling costs are expensed. Other exploratory
costs, such as seismic costs and other geological and geophysical expenses, are
expensed as incurred. Depletion of capitalized oil and gas well costs is
provided using the units of production method based on estimated proved
developed oil and gas reserves of the respective oil and gas properties.

To date, exploration costs have been expensed as incurred. To date the Company
has not established any proven or probable reserves on its property.

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<PAGE>
REVENUE RECOGNITION

The Company is still in the exploration stage and has realized only limited
revenues. The Company recognizes revenue when delivery of goods or completion of
services has occurred provided there is persuasive evidence of an agreement,
acceptance has been approved by its customers, the fee is fixed or determinable
based on the completion of stated terms and conditions, and collection of any
related receivable is reasonably assured.

INCOME TAXES

The Company accounts for its income taxes in accordance with FASB Accounting
Standards Codification ("ASC") No.740, "Income Taxes". Under this method,
deferred tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
balances. Deferred tax assets and liabilities are measured using enacted or
substantially enacted tax rates expected to apply to the taxable income in the
years in which those differences are expected to be recovered or settled.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the date of enactment or substantive enactment.

FINANCIAL INSTRUMENTS

Fair value measurements are determined based on the assumptions that market
participants would use in pricing an asset or liability. ASC 820-10 establishes
a hierarchy for inputs used in measuring fair value that maximizes the use of
observable inputs and minimizes the use of unobservable inputs by requiring that
the most observable inputs be used when available. FASB ASC 820 establishes a
fair value hierarchy that prioritizes the use of inputs used in valuation
methodologies into the following three levels:

* Level 1: Quoted prices (unadjusted) for identical assets or
liabilities in active markets. A quoted price in an active market
provides the most reliable evidence of fair value and must be used to
measure fair value whenever available.
* Level 2: Significant other observable inputs other than Level 1 prices
such as quoted prices for similar assets or liabilities; quoted prices
in markets that are not active; or other inputs that are observable or
can be corroborated by observable market data.
* Level 3: Significant unobservable inputs that reflect a reporting
entity's own assumptions about the assumptions that market
participants would use in pricing an asset or liability. For example,
level 3 inputs would relate to forecasts of future earnings and cash
flows used in a discounted future cash flows method.

The recorded amounts of financial instruments, including cash equivalents and
accounts payable approximate their market values as of June 30, 2015.

NET LOSS PER SHARE

Basic loss per share includes no dilution and is computed by dividing loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive loss per share reflects the potential
dilution of securities that could share in the losses of the Company. Because
the Company does not have any potentially dilutive securities, the accompanying
presentation is only of basic loss per share.

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SHARE BASED EXPENSES

The Company records stock based compensation in accordance with the guidance in
ASC Topic 718 which requires the Company to recognize expenses related to the
fair value of its employee stock option awards. This eliminates accounting for
share-based compensation transactions using the intrinsic value and requires
instead that such transactions be accounted for using a fair-value-based method.
The Company recognizes the cost of all share-based awards on a graded vesting
basis over the vesting period of the award.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

GOING CONCERN

Our auditor has issued a going concern opinion. This means that there is
substantial doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our bills or generate
sufficient revenues from our oil and gas properties. There is no assurance we
will ever reach that point.

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ITEM 8. FINANCIAL STATEMENTS

PLS CPA, A PROFESSIONAL CORP.
* 4725 MERCURY STREET #210 * SAN DIEGO * CALIFORNIA 92111 *
* TELEPHONE (858)722-5953 * FAX (858) 761-0341 * FAX (858) 433-2979
* E-MAIL changgpark@gmail.com *

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders
Perkins Oil & Gas Inc.

We have audited the accompanying balance sheets of Perkins Oil & Gas Inc. (An
Exploration Stage "Company") as of June 30, 2015 and 2014 and the related
statements of operations, changes in shareholders' deficit and cash flows for
the years ended June 30, 2015 and 2014, and the period from May 25, 2012
(inception) to June 30, 2015. These financial statements are the responsibility
of the Company's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statements presentation. We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Perkins Oil & Gas Inc. as of
June 30, 2015 and 2014, and the result of its operations and its cash flows for
the year ended June 30, 2015 and 2014, the period from May 25, 2012 (inception)
to June 30, 2015 in conformity with U.S. generally accepted accounting
principles.

The financial statements have been prepared assuming that the Company will
continue as a going concern. As discussed in Note 6 to the financial statements,
the Company's losses from operations raise substantial doubt about its ability
to continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

/s/ PLS CPA
----------------------------------
PLS CPA, A Professional Corp.

August 25, 2015
San Diego, CA. 92111

Registered with the Public Company Accounting Oversight Board

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Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Balance Sheets
--------------------------------------------------------------------------------

As of As of
June 30, 2015 June 30, 2014
------------- -------------

ASSETS

CURRENT ASSETS
Cash $ 6 $ 11,484
-------- --------
TOTAL CURRENT ASSETS 6 11,484

OTHER ASSETS
Oil and Gas Property (Successful Efforts Method) 17,500 17,500
Less: Accumulated Amortization (17,500) (17,500)
-------- --------
TOTAL OTHER ASSETS -- --
-------- --------

TOTAL ASSETS $ 6 $ 11,484
======== ========

LIABILITIES & STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
Accounts payable $ 1,905 $ 5,728
Accrued interest payable 1,048 0
Promissory notes payable--long tem notes due in one year 15,500 0
-------- --------
TOTAL CURRENT LIABILITIES 18,453 5,728

LONG TERM LIABILITIES
Accrued interest payable 505 599
Promissory notes payable 18,900 23,000
-------- --------
TOTAL LONG TERM LIABILITIES 19,405 23,599

TOTAL LIABILITIES 37,858 29,327

STOCKHOLDERS' DEFICIT
Common stock, ($0.001 par value, 75,000,000 shares authorized;
6,750,000 and 6,750,000 shares issued and outstanding
as of June 30, 2015 and June 30, 2014 6,750 6,750
Additional paid-in capital 40,751 40,751
Deficit accumulated during exploration stage (85,353) (65,344)
-------- --------
TOTAL STOCKHOLDERS' DEFICIT (37,852) (17,843)
-------- --------

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT) $ 6 $ 11,484
======== ========

See Notes to Financial Statements

24
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Statements of Operations
--------------------------------------------------------------------------------

May 25, 2012
(inception)
Year ended Year ended through
June 30, 2015 June 30, 2014 June 30, 2015
------------- ------------- -------------

REVENUES
Revenues $ -- $ 1,399 $ 5,207
---------- ---------- ----------
TOTAL REVENUES -- 1,399 5,207

GENERAL & ADMINISTRATIVE EXPENSES
Administrative Expenses 17,876 19,757 53,204
Amortization -- 3,789 17,500
Oil Well Operating and Maintenance Expenses 9,635 6,167 33,885
---------- ---------- ----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES 27,511 29,713 104,589
---------- ---------- ----------

LOSS FROM OPERATION (27,511) (28,314) (99,382)
---------- ---------- ----------
OTHER INCOME (EXPENSE)
Interest Expense (955) (577) (1,554)
Interest Income -- 1 1
Gain on Debt Forgiveness 8,457 -- 15,582
---------- ---------- ----------
TOTAL OTHER INCOME (EXPENSE) 7,502 (576) 14,029
---------- ---------- ----------

NET INCOME (LOSS) $ (20,009) $ (28,890) $ (85,353)
========== ========== ==========

BASIC EARNINGS PER SHARE $ (0.00) $ (0.01)
========== ==========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 6,750,000 5,336,301
========== ==========

See Notes to Financial Statements

25
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Statement of changes in Shareholders' Equity
From May 25, 2012 (inception) to June 30, 2015
--------------------------------------------------------------------------------

Deficit
Common Stock Additional During
---------------------- Paid-in Exploration
Shares Amount Capital Stage Total
------ ------ ------- ----- -----

Balance, May 25, 2012 (Inception) -- $ -- $ -- $ -- $ --

Commn stock issued, May 28, 2012
at $.005 per share 4,000,000 4,000 16,001 -- 20,001

Loss for the period beginning
May 25, 2012 (inception) to
June 30, 2012 -- -- -- (8,872) (8,872)
---------- ------- -------- -------- --------

BALANCE, JUNE 30, 2012 4,000,000 4,000 16,001 (8,872) 11,129
========== ======= ======== ======== ========
Commn stock issued, February 1, 2013
at $.01 per share 750,000 750 6,750 -- 7,500

Loss for the period ended June 30, 2013 (27,582) (27,582)
---------- ------- -------- -------- --------

BALANCE, JUNE 30, 2013 4,750,000 4,750 22,751 (36,454) (8,953)
========== ======= ======== ======== ========
Commn stock issued, March 15 2014
at $.01 per share 2,000,000 2,000 18,000 20,000

Loss for the period ended June 30, 2014 (28,890) (28,890)
---------- ------- -------- -------- --------

BALANCE, JUNE 30, 2014 6,750,000 6,750 40,751 (65,344) (17,843)
========== ======= ======== ======== ========

Loss for the period ended June 30, 2015 (20,009) (20,009)
---------- ------- -------- -------- --------

BALANCE, JUNE 30, 2015 6,750,000 $ 6,750 $ 40,751 $(85,353) $(37,852)
========== ======= ======== ======== ========

See Notes to Financial Statements

26
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Statements of Cash Flows
(Unaudited)
--------------------------------------------------------------------------------

May 25, 2012
(inception)
Year ended Year ended through
June 30, 2015 June 30, 2014 June 30, 2015
------------- ------------- -------------

CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $(20,009) $(28,890) $(85,353)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Amortization -- 3,789 17,500
Gain on Debt Forgiveness (8,457) -- (8,457)
Changes in operating assets and liabilities:
Increase(Decrease) in accounts payable 4,634 (4,397) 10,362
Increase(Decrease) in interest payable 954 577 1,553
-------- -------- --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (22,878) (28,921) (64,395)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of Oil and Gas Property -- -- (17,500)
-------- -------- --------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- (17,500)

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock -- 20,000 47,501
Proceeds form issuance of notes payable 11,400 15,500 34,400
-------- -------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 11,400 35,500 81,901
-------- -------- --------

NET INCREASE (DECREASE) IN CASH (11,478) 6,579 6

CASH AT BEGINNING OF PERIOD 11,484 4,905 --
-------- -------- --------

CASH AT END OF PERIOD $ 6 $ 11,484 $ 6
======== ======== ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
Interest $ -- $ -- $ --
======== ======== ========

Income Taxes $ -- $ -- $ --
======== ======== ========

See Notes to Financial Statements

27
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Notes to Financial Statements
June 30, 2014
--------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Perkins Oil & Gas, Inc. (the "Company") was incorporated on May 25, 2012 under
the laws of the State of Nevada. The Company is in the exploration stage as
defined under Accounting Standards Codification ("ASC 915") and it intends to
engage in the exploration and development of oil and gas properties. The
Company's activities to date have been limited to organization and capital.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING BASIS
The statements were prepared following generally accepted accounting principles
of the United States of America consistently applied. The Company's fiscal year
end is June 30, 2015.

USE OF ESTIMATES

CASH AND CASH EQUIVALENTS

Cash equivalents include short-term, highly liquid investments with maturities
of three months or less at the time of acquisition. The Company had $7 of cash
at June 30, 2015.

INVESTMENTS IN OIL AND GAS PROPERTY

The Company is an exploration stage oil and gas company. In June 2012 the
company paid $17,500 for 25% working interest and an 18.75% net revenue interest
in the Perkins Lease in Caddo Pine Island Field that lies in the northern part
of Webster Parish, Louisiana. The lease shall be for a period of TWO (2) years
(called "primary term") and as long thereafter as (1) oil, gas, sulphur or other
mineral is produced or (2) is maintained in force in any other manner provided
within the lease. The lease is from October 20, 2011 until October 20, 2013 and
is effective May 31, 2012. Amortization of the lease will be calculated from May
31, 2012 through October 31, 2013. Amortization expenses for the year ending
June 30, 2014 were $3,789, and period ending June 30, 2015 were $0.

28
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Notes to Financial Statements
June 30, 2014
--------------------------------------------------------------------------------

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

Effective April 18, 2015 the company transferred its interest in the Perkins Oil
Slack (Perkins No. 001, Serial No. 192865) to Four Star Oil Company, Inc. In
exchange for cancellation of outstanding debt $8,475 and the company agreed to
pay Four Star Oil Company, Inc. $5,500.

To date, mineral property exploration costs have been expensed as incurred. To
date the Company has not established any proven or probable reserves on its
mineral properties.

REVENUE RECOGNITION

The Company has yet to realize revenues from operations and is still in the
exploration stage. The Company will recognize revenue when delivery of goods or
completion of services has occurred provided there is persuasive evidence of an
agreement, acceptance has been approved by its customers, the fee is fixed or
determinable based on the completion of stated terms and conditions, and
collection of any related receivable is reasonably assured.

INCOME TAXES

FINANCIAL INSTRUMENTS

29
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Notes to Financial Statements
June 30, 2014
--------------------------------------------------------------------------------

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

The recorded amounts of financial instruments, including cash equivalents,
accounts payable and notes payable approximate their market values as of June
30, 2015.

NET LOSS PER SHARE

SHARE BASED EXPENSES

NOTE 3 - PROVISION FOR INCOME TAXES

Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and
carry-forwards are expected to be available to reduce taxable income. As the
achievement of required future taxable income is uncertain, the Company recorded
a valuation allowance.

June 30, 2015 June 30, 2014
------------- -------------

Net operating loss carryforward $ 29,020 $ 22,217
Valuation allowance (29,020) (22,217)
-------- --------
Net deferred income tax asset $ -- $ --
======== ========

30
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Notes to Financial Statements
June 30, 2014
--------------------------------------------------------------------------------

NOTE 4 - COMMITMENTS AND CONTINGENCIES

LITIGATION

The Company is not presently involved in any litigation.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Company has implemented all new accounting pronouncements that are in effect
and that may impact its financial statements and does not believe that there are
any other new accounting pronouncements that have been issued that might have a
material impact on its financial position or results of operations.

NOTE 6 - GOING CONCERN

Future issuances of the Company's equity or debt securities will be required in
order for the Company to continue to finance its operations and continue as a
going concern. The Company's present revenues are insufficient to meet operating
expenses.

The financial statements of the Company have been prepared assuming that the
Company will continue as a going concern, which contemplates, among other
things, the realization of assets and the satisfaction of liabilities in the
normal course of business. The Company has incurred cumulative net losses of
$85,353 since its inception and requires capital for its contemplated
operational and exploration activities to take place. The Company's ability to
raise additional capital through the future issuances of common stock is
unknown. The obtainment of additional financing, the successful development of
the Company's contemplated plan of operations, and its transition, ultimately,
to the attainment of profitable operations are necessary for the Company to
continue operations. The ability to successfully resolve these factors raise
substantial doubt about the Company's ability to continue as a going concern.
The financial statements of the Company do not include any adjustments that may
result from the outcome of these aforementioned uncertainties.

NOTE 7 - RELATED PARTY TRANSACTIONS

Howard H. Hendricks, the sole officer and director of the Company, may in the
future, become involved in other business opportunities as they become
available, thus he may face a conflict in selecting between the Company and his
other business opportunities. The Company has not formulated a policy for the
resolution of such conflicts.

31
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Notes to Financial Statements
June 30, 2014
--------------------------------------------------------------------------------

NOTE 7 - RELATED PARTY TRANSACTIONS - CONTINUED

Howard H. Hendricks, the sole officer and director of the Company, will not be
paid for any underwriting services that he performs on behalf of the Company
with respect to the Company's S-1 offering. He will also not receive any
interest on any funds that he advances to the Company for offering expenses
prior to the offering being closed which will be repaid from the proceeds of the
offering.

NOTE 8 - NOTES PAYABLE - RELATED PARTY

Since inception the Company received cash totaling $34,400 from J. Michael Page
and Howard H. Hendricks in the form of notes totaling $34,400. As of June 30,
2015 the amount due to J. Michael Page was $23,000 and the amount due to Howard
H. Hendricks was $11,400.

On April 30, 2013, the Company received a $4,500 loan. This loan is at 2%
interest with principle and interest all due on May 1, 2015. On May 1, 2015, the
loan was extended to May 1, 2017.

On June 7, 2013, the Company received a $3,000 loan. This loan is at 4% interest
with principle and interest all due on June 7, 2015. On June 7, 2015, the loan
was extended to June 7, 2017.

On September 6, 2013, the Company received a $9,000 loan. This loan is at 4%
interest with principle and interest all due on September 6, 2015.

On September 30, 2013, the Company received a $500 loan. This loan is at 4%
interest with principle and interest all due on September 30, 2015.

On November 15, 2013, the Company received a $2,000 loan. This loan is at 4%
interest with principle and interest all due on November 15, 2015.

On January 21, 2014, the Company received a $4,000 loan. This loan is at 4%
interest with principle and interest all due on January 21, 2016

On February 6, 2015, the Company received a $1,200 loan. This loan is at 4%
interest with principle and interest all due on February 6, 2017

On March 9, 2015, the Company received a $3,000 loan. This loan is at 4%
interest with principle and interest all due on March 9, 2017

On April 16, 2015, the Company received a $5,500 loan. This loan is at 4%
interest with principle and interest all due on April 16, 2017.

On May 13, 2015, the Company received a $1,700 loan. This loan is at 4% interest
with principle and interest all due on May 13, 2017.

As of June 30, 2014, accrued interest is $599, and June 30, 2015 accrued
interest is $1,554.

32
<PAGE>
Perkins Oil & Gas Inc.
(An Exploration Stage Company)
Notes to Financial Statements
June 30, 2014
--------------------------------------------------------------------------------

NOTE 9 - STOCK TRANSACTIONS

On May 28, 2012, the Company issued a total of 4,000,000 shares of common stock
to one director for cash in the amount of $0.005 per share for a total of
$20,001

On February 1, 2013, the Company issued a total of 750,000 shares of common
stock to one director for cash in the amount of $0.01 per share for a total of
$7,500

On March 15, 2014, the Company issued a total of 2,000,000 shares of common
stock to various individuals for cash in the amount of $0.01 per share for a
total of $20,000

As of June 30, 2015 the Company had 6,750,000 shares of common stock issued and
outstanding.

NOTE 10 - STOCKHOLDERS' EQUITY

The stockholders' equity section of the Company contains the following classes
of capital stock as of June 30, 2015:

Common stock, $ 0.001 par value: 75,000,000 shares authorized; 6,750,000 shares
issued and outstanding.

NOTE 11 - SUBSEQUENT EVENT

On August 8, 2015, the Company received a $1,000 loan. This loan is at 4%
interest with principle and interest all due on August 8, 2017.

33
<PAGE>
ITEM 9A. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer (our
president), we have conducted an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures, as defined in Rules
13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the
end of the period covered by this report. Based on this evaluation, our
principal executive officer and principal financial officer concluded as of the
evaluation date that our disclosure controls and procedures were effective such
that the material information required to be included in our Securities and
Exchange Commission reports is accumulated and communicated to our management,
including our principal executive and financial officer, recorded, processed,
summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms relating to our company, particularly during
the period when this report was being prepared.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting, as such term is defined in Rules 13a-15(f) and
15d-15(f) under the Exchange Act, for the Company.

Internal control over financial reporting includes those policies and procedures
that: (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of our assets;
(2) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted
accounting principles, and that our receipts and expenditures are being made
only in accordance with authorizations of its management and directors; and (3)
provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of our assets that could have a
material effect on the financial statements.

Management recognizes that there are inherent limitations in the effectiveness
of any system of internal control, and accordingly, even effective internal
control can provide only reasonable assurance with respect to financial
statement preparation and may not prevent or detect material misstatements. In
addition, effective internal control at a point in time may become ineffective
in future periods because of changes in conditions or due to deterioration in
the degree of compliance with our established policies and procedures.

A material weakness is a significant deficiency, or combination of significant
deficiencies, that results in there being a more than remote likelihood that a
material misstatement of the annual or interim financial statements will not be
prevented or detected.

Under the supervision and with the participation of our president, management
conducted an evaluation of the effectiveness of our internal control over
financial reporting, as of June 30, 2015, based on the framework set forth in
Internal Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). Based on our evaluation under
this framework, management concluded that our internal control over financial
reporting was not effective as of the evaluation date due to the factors stated
below.

34
<PAGE>
Management assessed the effectiveness of the Company's internal control over
financial reporting as of evaluation date and identified the following material
weaknesses:

INSUFFICIENT RESOURCES: We have an inadequate number of personnel with requisite
expertise in the key functional areas of finance and accounting.

INADEQUATE SEGREGATION OF DUTIES: We have an inadequate number of personnel to
properly implement control procedures.

LACK OF AUDIT COMMITTEE & OUTSIDE DIRECTORS ON THE COMPANY'S BOARD OF DIRECTORS:
We do not have a functioning audit committee or outside directors on our board
of directors, resulting in ineffective oversight in the establishment and
monitoring of required internal controls and procedures.

Management is committed to improving its internal controls and will (1) continue
to use third party specialists to address shortfalls in staffing and to assist
the Company with accounting and finance responsibilities, (2) increase the
frequency of independent reconciliations of significant accounts which will
mitigate the lack of segregation of duties until there are sufficient personnel
and (3) may consider appointing outside directors and audit committee members in
the future.

Management, including our president, has discussed the material weakness noted
above with our independent registered public accounting firm. Due to the nature
of this material weakness, there is a more than remote likelihood that
misstatements which could be material to the annual or interim financial
statements could occur that would not be prevented or detected.

This annual report does not include an attestation report of our registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to provide
only management's report in this annual report.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting that
occurred during the last fiscal quarter for our fiscal year ended June 30, 2015
that have materially affected, or are reasonably likely to materially affect,
our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

SUBSEQUENT EVENT

On August 8, 2015, the Company received a $1,000 loan. This loan is at 4%
interest with principle and interest all due on August 8, 2017.

35
<PAGE>
PART III

ITEM 10. DIRECTOR AND EXECUTIVE OFFICER

The officer and director of Perkins Oil & Gas, whose one year terms will expire
6/30/16, or at such a time as his successor(s) shall be elected and qualified is
as follows:

Name & Address Age Position Date First Elected Term Expires
-------------- --- -------- ------------------ ------------

Howard H. Hendricks 82 President, 6/30/14 6/30/16
P.O. Box 21 Secretary,
Bonita, CA 91908 Treasurer,
CFO, CEO &
Director

The foregoing person is a promoter of Perkins Oil & Gas, as that term is defined
in the rules and regulations promulgated under the Securities and Exchange Act
of 1933. Directors are elected to serve until the next annual meeting of
stockholders and until their successors have been elected and qualified.
Officers are appointed to serve until the meeting of the board of directors
following the next annual meeting of stockholders and until their successors
have been elected and qualified.

Mr. Hendricks currently devotes 2-4 hours per week to company matters, in the
future he intends to devote as much time as the board of directors deems
necessary to manage the affairs of the company.

No executive officer or director of the corporation has been the subject of any
order, judgment, or decree of any court of competent jurisdiction, or any
regulatory agency permanently or temporarily enjoining, barring, suspending or
otherwise limiting him from acting as an investment advisor, underwriter, broker
or dealer in the securities industry, or as an affiliated person, director or
employee of an investment company, bank, savings and loan association, or
insurance company or from engaging in or continuing any conduct or practice in
connection with any such activity or in connection with the purchase or sale of
any securities.

No executive officer or director of the corporation has been convicted in any
criminal proceeding (excluding traffic violations) or is the subject of a
criminal proceeding which is currently pending.

BACKGROUND INFORMATION

Mr. Hendricks has been an independent certified public accountant for the past
10 years. He received his Bachelor of Science degree from San Diego State
University in 1961 and his Master's degree in Business Administration from San
Bernardino University in 1978.

CODE OF ETHICS

We do not currently have a code of ethics, because we have only limited business
operations and only one officer and director, we believe a code of ethics would
have limited utility. We intend to adopt such a code of ethics as our business
operations expand and we have more directors, officers and employees.

36
<PAGE>
ITEM 11. EXECUTIVE COMPENSATION

Our current officer receives no compensation. The current Board of Directors is
comprised of Mr. Hendricks.

SUMMARY COMPENSATION TABLE

Change in
Pension
Value and
Non-Equity Nonqualified
Incentive Deferred All
Name and Plan Compen- Other
Principal Stock Option Compen- sation Compen-
Position Year Salary Bonus Awards Awards sation Earnings sation Totals
------------ ---- ------ ----- ------ ------ ------ -------- ------ ------

Howard Hendricks 2014 0 0 0 0 0 0 0 0
President,
CFO & CEO

J Michael Page, 2014 0 0 0 0 0 0 0 0
Former President, 2013 0 0 0 0 0 0 0 0
CFO & CEO 2012 0 0 0 0 0 0 0 0

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

Option Awards Stock Awards
----------------------------------------------------------------- ----------------------------------------------
Equity
Incentive
Equity Plan
Incentive Awards:
Plan Market or
Awards: Payout
Equity Number of Value of
Incentive Number Unearned Unearned
Plan Awards; of Market Shares, Shares,
Number of Number of Number of Shares Value of Units or Units or
Securities Securities Securities or Units Shares or Other Other
Underlying Underlying Underlying of Stock Units of Rights Rights
Unexercised Unexercised Unexercised Option Option That Stock That That That
Options (#) Options (#) Unearned Exercise Expiration Have Not Have Not Have Not Have Not
Name Exercisable Unexercisable Options (#) Price Date Vested(#) Vested Vested Vested
---- ----------- ------------- ----------- ----- ---- --------- ------ ------ ------

Howard 0 0 0 0 0 0 0 0 0
Hendricks,
CEO & CFO

DIRECTOR COMPENSATION

Change in
Pension
Value and
Fees Non-Equity Nonqualified
Earned Incentive Deferred
Paid in Stock Option Plan Compensation All Other
Name Cash Awards Awards Compensation Earnings Compensation Total
---- ---- ------ ------ ------------ -------- ------------ -----

Howard Hendricks, 0 0 0 0 0 0 0
Director

37
<PAGE>
There are no current employment agreements between the company and its executive
officer.

In June 2012 Mr. Page, our former officer and director, purchased 4,000,000
shares of our common stock at $0.005 per share. In February 2013 Mr. Page
purchased 750,000 shares of our common stock at $0.01 per share. The terms of
these stock issuances were as fair to the company, in the opinion of the board
of directors, as could have been made with an unaffiliated third party.

On June 20, 2014 in a private transaction and pursuant to a share transfer
agreement between J. Michael Page and Howard H. Hendricks, Mr. Hendricks
purchased 4,750,000 shares of common stock from J. Michael Page.

Mr. Hendricks currently devotes approximately 2-4 hours per week to manage the
affairs of the company. He has agreed to work with no remuneration until such
time as the company receives sufficient revenues necessary to provide management
salaries. At this time, we cannot accurately estimate when sufficient revenues
will occur to implement this compensation, or what the amount of the
compensation will be.

There are no annuity, pension or retirement benefits proposed to be paid to
officers, directors or employees in the event of retirement at normal retirement
date pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information on the ownership of Perkins Oil and
Gas' voting securities by officers, directors and major stockholders as well as
those who own beneficially more than five percent of our common stock as of the
date of this annual report:

Name of No. of Percentage
Beneficial Owner(1) Shares of Ownership
------------------- ------ -------------

Howard H. Hendricks 4,750,000 70%

All Officers and
Directors as a Group 4,750,000 70%

----------
(1) The person named may be deemed to be a "parent" and "promoter" of the
Company, within the meaning of such terms under the Securities Act of 1933,
as amended.

FUTURE SALES BY EXISTING STOCKHOLDERS

A total of 4,750,000 shares have been issued to the sole officer/director and
are considered restricted securities, as that term is defined in Rule 144 of the
Rules and Regulations of the SEC promulgated under the Act. Under Rule 144, such
shares can be publicly sold, subject to volume restrictions and certain
restrictions on the manner of sale, commencing six months after their
acquisition.

38
<PAGE>
Rule 144(i)(1) states that the Rule 144 safe harbor is not available for the
resale of securities "initially issued" by a shell company (other than a
business combination related shell company) or an issuer that has "at any time
previously" been a shell company (other than a business combination related
shell company). Consequently, the Rule 144 safe harbor is not available for the
resale of such securities unless and until all of the conditions in Rule
144(i)(2) are satisfied at the time of the proposed sale.

Any sale of shares held by the existing stockholder (after applicable
restrictions expire) and/or the sale of shares purchased in our current offering
(which would be immediately resalable after the offering), may have a depressive
effect on the price of our common stock in any market that may develop, of which
there can be no assurance. Our principal shareholder does not have any plans to
sell his shares at any time after our offering is complete.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In June 2012 Mr. Page purchased 4,000,000 shares of our common stock at $0.005
per share. In February 2013 Mr. Page purchased 750,000 shares of our common
stock at $0.01 per share. On June 20, 2014 in a private transaction and pursuant
to a share transfer agreement between J. Michael Page and Howard H. Hendricks,
Mr. Hendricks purchased 4,750,000 shares of common stock from J. Michael Page.
All of such shares are "restricted" securities, as that term is defined by the
Securities Act of 1933, as amended, and are held by Mr. Hendricks, the officer
and director of the Company. (See "Principal Stockholders".)

Mr. Page has over the years loaned the company funds for operations. As of June
30, 2014 the amount owed Mr. Page is $34,400 with accumulated interest of
$1,554.

We do not currently have any conflicts of interest by or among our current
officer, director, key employee or advisors. We have not yet formulated a policy
for handling conflicts of interest; however, we intend to do so prior to hiring
any additional employees.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The total fees charged to the Company for audit services, including quarterly
reviews, were $9,200 for audit-related services were $Nil, for tax services were
$Nil and for other services were $Nil during the year ended June 30, 2015.

The total fees charged to the Company for audit services, including quarterly
reviews, were $8,900 for audit-related services were $Nil, for tax services were
$Nil and for other services were $Nil during the year ended June 30, 2014.

39
<PAGE>
PART IV

ITEM 15. EXHIBITS

The following exhibits are included with this filing:

Exhibit
Number Description
------ -----------

3(i) Articles of Incorporation*
3(ii) Bylaws*
10.1 Assignment of Oil & Gas Lease
10.2 Letter of Confirmation - Four Star Oil Company, Inc.
31.1 Sec. 302 Certification of CEO
31.2 Sec. 302 Certification of CFO
32.1 Sec. 906 Certification of CEO
32.2 Sec. 906 Certification of CFO
101 Interactive data files pursuant to Rule 405 of Regulation S-T**

----------
* Included in our S-1 filing under Commission File Number 333-186286.
** Previously filed.

SIGNATURES

Pursuant to the requirements of Section 13(a) or 15(d) 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.

July 26, 2016 Perkins Oil & Gas, Inc., Registrant

By: /s/ Betty N. Myers
---------------------------------------
Betty N. Myers
President, Chief Executive Officer,
Principal Accounting Officer, and
Chief Financial Officer

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

July 26, 2016 Perkins Oil & Gas, Inc., Registrant

By: /s/ Betty N. Myers
---------------------------------------
Betty N. Myers
President, Chief Executive Officer,
Principal Accounting Officer, and
Chief Financial Officer

Perkins Oil & Gas, Inc. - FORM 10-K/A - July 28, 2016

Attached files

Perkins Oil & Gas, Inc. Reports