[As adopted in Release No. 34-32231, April 28, 1993, 58 F.R. 26509]

                     U.S. Securities and Exchange Commission

                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)
              [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended: September 30, 2005
                -------------------------------------------------

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
                                  EXCHANGE ACT

         For the transition period from                  to
                                       ------------------  ---------------------
                        Commission file number 333-102930
              ----------------------------------------------------

                            Silver Star Energy, Inc.
  ----------------------------------------------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)

                     Nevada                            90-0220668
--------------------------------------------------------------------------------
             (State or other jurisdiction            (IRS Employer
         of incorporation or organization)         Identification No.)

      11300 W. Olympic Boulevard, Suite 800, Los Angeles, California 90064
 ------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (310) 477-2211
                            Issuer's telephone number


                (Former name,  former address and former fiscal year, if changed
since last report.)

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

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



<PAGE>



                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDING DURING THE PRECEDING FIVE YEARS

         Check whether the registrant  filed all documents and reports  required
to be  filed  by  Section  12,  13 or  15(d)  of  the  Exchange  Act  after  the
distribution of securities under a plan confirmed by a court. Yes ----- No -----


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practical date: September 30, 2005 85,021,035


         Transitional Small Business Disclosure Format (check one).
Yes      ;  No   X
    ----       -----



<PAGE>



                                     PART I

ITEM 1.  FINANCIAL STATEMENTS

                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                                 BALANCE SHEETS

<TABLE>
<CAPTION>


                                                                                (Unaudited)
                                                                                September 30,       December 31,
ASSETS                                                                               2005               2004
------
                                                                              ------------------  -----------------
Current Assets
<S>                                                                           <C>                 <C>
  Cash                                                                        $            8,215  $         138,005
  Accounts Receivable                                                                    243,614                  -
  Prepaid Expense                                                                         13,000             18,825
                                                                              ------------------  -----------------

     Total Current Assets                                                                264,829            156,830
                                                                              ------------------  -----------------

Fixed Assets
  Furniture and Fixtures                                                                  10,199              7,751
  Computers                                                                                6,222              6,222
  Vehicles                                                                                64,087             18,316
   Accumulated Depreciation                                                               (7,883)            (4,809)
                                                                              ------------------  -----------------

     Net Fixed Assets                                                                     72,625             27,480
                                                                              ------------------  -----------------

Other Assets
  Oil and Gas Properties, net of depletion of $154,813 and $0                          3,391,829          2,586,353
  Debt Issue Costs, net of amortization of $93,688 and $11,059                           358,814            441,441
                                                                              ------------------  -----------------

     Total Other Assets                                                                3,750,643          3,027,794
                                                                              ------------------  -----------------

     Total Assets                                                             $        4,088,097  $       3,212,104
                                                                              ==================  =================

</TABLE>










                                        3

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                                 BALANCE SHEETS
                                   (Continued)

<TABLE>
<CAPTION>
                                                                                (Unaudited)
                                                                               September 30,        December 31,
                                                                                   2005                 2004
                                                                            -------------------  ------------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
<S>                                                                         <C>                  <C>
  Accounts Payable                                                          $            80,321  $           75,893
  Accrued Liabilities                                                                    54,150                   -
  Notes Payable                                                                         450,000             450,000
  Due to Related Party                                                                   93,418              92,318
  Convertible Debentures                                                              1,060,000                   -
  Accrued Interest                                                                       65,024               9,725
                                                                            -------------------  ------------------

     Total Current Liabilities                                                        1,802,913             627,936

Convertible Debentures                                                                  750,000             750,000
Accrued Interest                                                                         32,175               3,904
                                                                            -------------------  ------------------

     Total Liabilities                                                                2,585,088           1,381,840
                                                                            -------------------  ------------------

Stockholders' Equity
  Preferred stock (Par Value $.001), 5,000,000 shares
    authorized. -0- issued at September 30, 2005 and
    December 31, 2004                                                                         -                   -
  Common Stock (Par Value $.001), 300,000,000 shares
    authorized. 85,021,035 issued and outstanding at
    September 30, 2005 and December 31, 2004                                             85,021              85,021
  Paid in Capital in Excess of Par Value                                              3,056,658           3,056,658
  Retained Deficit                                                                   (1,638,670)         (1,311,415)
                                                                            -------------------  ------------------

     Total Stockholders' Equity                                                       1,503,009           1,830,264
                                                                            -------------------  ------------------

     Total Liabilities and Stockholders' Equity                             $         4,088,097  $        3,212,104
                                                                            ===================  ==================
</TABLE>



                             See accompanying notes.

                                        4

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                            STATEMENTS OF OPERATIONS


<TABLE>
<CAPTION>
                                                  For the Three Months Ended              For the Nine Months Ended
                                                         September 30,                          September 30,
                                             -------------------------------------  -------------------------------------
                                                   2005              2004                  2005             2004
                                             -----------------  ------------------  ------------------  -----------------
<S>                                          <C>                <C>                 <C>                 <C>
Production Revenue                           $         539,414  $                -  $        1,026,167  $               -
                                             -----------------  ------------------  ------------------  -----------------

Expenses
  Production Costs                                     144,760                   -             404,355                  -
  Consulting and Management Fees                       134,403              40,905             306,448            163,671
  General and Administrative                           108,409             133,866             389,687            552,326
  Professional Fees                                     52,220              29,571              83,496             84,174
                                             -----------------  ------------------  ------------------  -----------------
     Total Expenses                                    439,792             204,342           1,183,986            800,171
                                             -----------------  ------------------  ------------------  -----------------

Other Income ( Expense)
   Gain (loss) on disposal of assets                    (3,237)                  -              (3,237)
   Interest Expense                                    (60,140)             (1,830)           (166,199)            (1,830)
                                             -----------------  ------------------  ------------------  -----------------

Net Income (Loss)                            $          36,245  $         (206,172) $         (327,255) $        (802,001)
                                             =================  ==================  ==================  =================

Income (Loss) per Common Share               $               -  $                -  $                -  $          (0.01)
                                             =================  ==================  ==================  =================

Weighted Average Shares Outstanding                 85,021,035          84,143,945          85,021,035         94,252,550
                                             =================  ==================  ==================  =================
</TABLE>

                             See accompanying notes.

                                        5

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                 For the Nine Months Ended
                                                                                       September 30,
                                                                           -------------------------------------
                                                                                  2005               2004
                                                                           ------------------  -----------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                        <C>                 <C>
Net Loss                                                                   $         (327,255) $        (802,001)
Adjustments used to reconcile net loss to net
  cash provided by (used in) operating activities:
   Depreciation, Amortization and Depletion                                           245,094              3,355
   Common stock issued for account payable                                                  -             25,000
   (Gain) loss on disposal of assets                                                    3,237                  -
(Increase) decrease in other assets & prepaids                                          5,825             26,560
(Increase) decrease in accounts receivable                                           (243,614)                 -
Increase (decrease) in accounts payable                                                 4,428            122,603
Increase (decrease) in accrued liabilities                                            138,819                  -
                                                                           ------------------  -----------------
Net cash used in operating activities                                                (173,466)          (624,483)
                                                                           ------------------  -----------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition/Sale of equipment, net                                                    (56,036)           (30,008)
Acquisition of oil & gas property interests                                          (960,288)        (1,747,366)
Proceeds on sale of Netcash (net of cash)                                                   -                  -
                                                                           ------------------  -----------------
Net cash used by investing activities                                              (1,016,324)        (1,777,374)
                                                                           ------------------  -----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from convertible debentures                                                1,060,000                  -
Proceeds from loans                                                                         -            250,000
Proceeds from shareholder loans                                                             -                  -
Proceeds on sale of common stock                                                            -          1,655,000
                                                                           ------------------  -----------------
Net Cash Provided by Financing  Activities                                          1,060,000          1,905,000
                                                                           ------------------  -----------------

Net Increase (Decrease) in cash and cash equivalents                                 (129,790)          (496,857)
Cash and Cash Equivalents at beginning of the period                                  138,005            502,428
                                                                           ------------------  -----------------
Cash and Cash Equivalents at end of the period                             $            8,215  $           5,571
                                                                           ==================  =================

SUPPLEMENTAL DISCLOSURE OF CASH
  FLOW INFORMATION:
Interest                                                                   $                -  $               -
Income Taxes                                                               $                -  $               -

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES: NONE
-----------
</TABLE>

                             See accompanying notes.

                                        6

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - NATURE OF OPERATIONS AND GOING CONCERN

         The accompanying  financial  statements have been prepared on the basis
of accounting principles applicable to a "going concern",  which assume that the
Company  will  continue in  operation  for at least one year and will be able to
realize  its assets  and  discharge  its  liabilities  in the  normal  course of
operations.

         The  Company's  general  business  strategy  is to acquire  oil and gas
properties either directly or through the acquisition of operating entities. The
continued  operations  of the  Company  and  the  recoverability  of oil and gas
property  acquisition,  exploration and development  costs is dependent upon the
existence of economically recoverable reserves and the ability of the Company to
obtain  necessary  financing to complete the development of those reserves,  and
upon future  profitable  production.  To date,  the  Company  has not  generated
significant  revenues from operations and will require  additional funds to meet
its obligations and the costs of its operations. As a result, significant losses
are anticipated prior to the generation of any revenues. The Company is planning
additional  ongoing  equity  financing by way of private  placements to fund its
obligations and operations.

         The Company's future capital  requirements will depend on many factors,
including  costs of exploration of the  properties,  cash flow from  operations,
costs to complete well  production,  if warranted,  and  competition  and global
market  conditions.  The Company's present cash flow from operations now exceeds
its monthly general and  administrative  and other operational  expenses.  As of
October  14,  2005 the company  has closed and  received  the net  proceeds of a
financing totaling a gross amount of $3,350,000 USD.

         These  financial  statements do not reflect  adjustments  that would be
necessary  if the Company  were unable to continue as a "going  concern".  While
management believes that the actions already taken or planned, will mitigate the
adverse conditions and events which raise doubt about the validity of the "going
concern" assumption used in preparing these financial  statements,  there can be
no assurance that these actions will be successful.

         If the  Company  were unable to  continue  as a "going  concern",  then
substantial adjustments would be necessary to the carrying values of assets, the
reported amounts of its liabilities, the reported revenues and expenses, and the
balance sheet classifications used.

Organization and Basis of Presentation

         Silver Star Energy,  Inc. (the "Company") was incorporated on September
25,  2002 in the State of Nevada and  commenced  operations  on October 3, 2002.
During the year ended  December  31,  2003,  the  Company  changed its name from
Movito Holdings Ltd. to Silver Star Energy Inc.




                                        7

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - NATURE OF OPERATIONS AND GOING CONCERN (continued)

Nature of Business

         The Company is in the production stage of the oil and gas industry. The
Company's  primary  objective  is to identify,  acquire and develop  significant
working interest  percentages in underdeveloped oil and gas projects that do not
meet the  requirements of the larger  producers and developers.  During 2003 and
2004 the Company was in the development stage and acquired  interests in several
oil and gas  prospects  and in 2005  has set up the  extraction  process  and is
further continuing that program.

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES

         This summary of  accounting  policies  for Silver Star Energy,  Inc. is
presented to assist in understanding  the Company's  financial  statements.  The
accounting policies conform to generally accepted accounting principles and have
been consistently applied in the preparation of the financial statements.

         The unaudited  financial  statements as of September 30, 2005,  and for
the  three and nine  month  periods  then  ended,  reflect,  in the  opinion  of
management,  all adjustments  (which include only normal recurring  adjustments)
necessary to fairly state the financial  position and results of operations  for
the three  and nine  months.  Operating  results  for  interim  periods  are not
necessarily indicative of the results which can be expected for full years.

Cash Equivalents

         For the purpose of  reporting  cash flows,  the Company  considers  all
highly liquid debt  instruments  purchased with maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Pervasiveness of Estimates

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Reclassifications

         Certain   reclassifications  have  been  made  in  the  2004  financial
statements to conform with the 2005 presentation.

                                        8

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES (continued)

Concentration of Credit Risk

         The  Company has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign hedging arrangements.

Loss per Share

         Basic  earnings per common share were  computed by dividing net loss by
the weighted  average  number of shares of common stock  outstanding  during the
year. Diluted loss per common share for the nine months ended September 30, 2005
and 2004 are not presented as it would be anti- dilutive. At September 30, 2005,
the total number of potentially  dilutive common stock  equivalents was 750,000.
There were no common stock equivalents at September 30, 2004.

Fixed Assets

         Fixed   assets  are  recorded  at  cost  and   depreciated   using  the
straight-line  method over the estimated  useful lives of the assets which range
from three to seven years.  Fixed assets consisted of the following at September
30, 2005 and December 31, 2004:

<TABLE>
<CAPTION>
                                                          (Unaudited)
                                                         September 30,        December 31,

                                                       ,
                                                              2005                2004
                                                       ------------------  ------------------
<S>                                                    <C>                 <C>
Furniture and Fixtures                                 $           10,199  $            7,751
Computers                                                           6,222               6,222
Vehicles                                                           64,087              18,316
Less: Accumulated Depreciation                                     (7,883)             (4,809)
                                                       ------------------  ------------------
Total                                                  $           72,625  $           27,480
                                                       ==================  ==================
</TABLE>

         One-half  year  depreciation  is taken in the  year of  acquisition  on
certain fixed assets.

         Maintenance  and  repairs are charged to  operations;  betterments  are
capitalized.  The  cost  of  property  sold  or  otherwise  disposed  of and the
accumulated  depreciation  thereon are eliminated  from the property and related
accumulated depreciation accounts, and any resulting gain or loss is credited or
charged to income.

         Total depreciation expense for the nine months ended September 30, 2005
and 2004 was $7,653 and $3,355 respectively.

                                        9

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES (continued)

Intangibles

         The  Company has adopted the  provisions  of the  Financial  Accounting
Standards  Board ("FASB")  Statement No. 142,  "Goodwill and Intangible  Assets"
("SFAS 142").  Under SFAS 142,  goodwill and intangible  assets with  indefinite
lives will no longer be amortized  and will be tested for  impairment  annually.
The  determination  of any  impairment  would  include a comparison of estimated
future operating cash flows  anticipated  during the remaining life with the net
carrying  value of the asset as well as a  comparison  of the fair  value to the
book value of the Company or the  reporting  unit to which the  goodwill  can be
attributed.

Oil and Gas Properties

         The Company  follows the full cost method of accounting for its oil and
gas  operations  whereby all costs related to the  acquisition  of petroleum and
natural  gas  interests  are  capitalized.  Such  costs  include  land and lease
acquisition  costs,   annual  carrying  charges  of  non-producing   properties,
geological and geophysical costs, costs of drilling and equipping productive and
non- productive  wells, and direct  exploration  salaries and related  benefits.
Proceeds from the disposal of oil and gas properties are recorded as a reduction
of the related  capitalized  costs without  recognition of a gain or loss unless
the  disposal  would  result in a change of 20 percent or more in the  depletion
rate. The Company operates in two cost centers, being Canada and the U.S.A.

         Depletion and depreciation of the capitalized  costs are computed using
the unit-of-production  method based on the estimated proven reserves of oil and
gas determined by independent consultants.

         Estimated future removal and site  restoration  costs are provided over
the life of proven reserves on a unit-of-production  basis. Costs, which include
the  cost of  production  equipment  removal  and  environmental  clean-up,  are
estimated  each  period  by  management  based on  current  regulations,  costs,
technology and industry  standards.  The charge is included in the provision for
depletion and depreciation and the actual  restoration  expenditures are charged
to the accumulated provision amounts as incurred.

         Total  depletion  expense for the nine months ended  September 30, 2005
and 2004 was $154,813 and $0 respectively.






                                       10

<PAGE>



                             SILVER STAR ENERGY, INC
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES (continued)

         The Company applies a ceiling test to capitalized  costs to ensure that
such costs do not exceed estimated future net revenues from production of proven
reserves  at year end market  prices  less  future  production,  administrative,
financing,  site  restoration,  and  income  tax costs plus the lower of cost or
estimated  market  value  of  unproved  properties.  If  capitalized  costs  are
determined to exceed  estimated  future net  revenues,  a write-down of carrying
value is charged to depletion in the period.

Fair Value of Financial Instruments

         In accordance  with the  requirements  of SFAS No. 107, the Company has
determined the estimated  fair value of financial  instruments  using  available
market information and appropriate  valuation  methodologies.  The fair value of
financial  instruments  classified as current assets or liabilities  approximate
carrying value due to the short-term maturity of the instruments.

Foreign currency transactions

         The financial  statements  are presented in United States  dollars.  In
accordance  with Statement of Financial  Accounting  Standards No. 52,  "Foreign
Currency  Translation",  foreign denominated monetary assets and liabilities are
translated  to their United  States dollar  equivalents  using foreign  exchange
rates that  prevailed  at the balance  sheet  date.  Revenue  and  expenses  are
translated at average  rates of exchange  during the year.  Related  translation
adjustments  are  reported  as a separate  component  of  stockholders'  equity,
whereas  gains or  losses  resulting  from  foreign  currency  transactions  are
included in results of operations.

Stock-based compensation

         In December  2002,  the  Financial  Accounting  Standards  Board issued
Financial Accounting Standard No. 148, "ACCOUNTING FOR STOCK-BASED  COMPENSATION
-  TRANSITION  AND  DISCLOSURE"  ("SFAS No.  148"),  an  amendment  of Financial
Accounting  Standard No. 123 "ACCOUNTING FOR STOCK- BASED  COMPENSATION"  ("SFAS
No. 123"). The purpose of SFAS No. 148 is to: (1) provide alternative methods of
transition for an entity that voluntarily changes to the fair value based method
of accounting for stock-based  employee  compensation,  (2) amend the disclosure
provisions  to require  prominent  disclosure  about the effects on reported net
income of an entity's  accounting  policy  decisions with respect to stock-based
employee compensation, and (3) to require disclosure of those effects in interim
financial information.  The disclosure provisions of SFAS No. 148 were effective
for the Company commencing December 31, 2002.





                                       11

<PAGE>



                             SILVER STAR ENERGY, INC
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES (continued)

Recent accounting pronouncements

         In April 2003, the Financial Accounting Standards Board issued SFAS No.
149,  "AMENDMENT  OF  STATEMENT  133  ON  DERIVATIVE   INSTRUMENTS  AND  HEDGING
ACTIVITIES",  which clarifies financial  accounting and reporting for derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts  and for  hedging  activities  under  SFAS No.  133,  "ACCOUNTING  FOR
DERIVATIVE  INSTRUMENTS AND HEDGING  ACTIVITIES".  SFAS No. 149 is effective for
contracts  entered  into or  modified  after  June  30,  2003  and  for  hedging
relationships  designated after June 30, 2003. The adoption of SFAS 149 does not
affect the Company's financial position or results of operations.

         In May 2003, SFAS 150,  "ACCOUNTING FOR CERTAIN  FINANCIAL  INSTRUMENTS
WITH CHARACTERISTICS OF BOTH LIABILITIES AND EQUITY", was issued. This Statement
establishes  standards  for  how  an  issuer  classifies  and  measures  certain
financial  instruments with  characteristics  of both liabilities and equity. It
requires that an issuer classify a financial instrument that is within its scope
as a liability (or an asset in some  circumstances).  Many of those  instruments
were previously classified as equity. Generally, a financial instrument, whether
in the form of shares or otherwise,  that is mandatorily  redeemable,  i.e. that
embodies  an  unconditional  obligation  requiring  the  issuer  to redeem it by
transferring its shares or assets at a specified or determinable date (or dates)
or upon an event that is certain to occur, must be classified as a liability (or
asset in some  circumstances).  In some cases,  a financial  instrument  that is
conditionally  redeemable  may  also be  subject  to the  same  treatment.  This
Statement does not apply to features that are embedded in a financial instrument
that is not a derivative (as defined) in its entirety. For public entities, this
Statement is effective for financial  instruments entered into or modified after
May 31, 2003.  The adoption of SFAS 150 does not affect the Company's  financial
position or results of operations.

         In November 2004, the FASB issued  Statement No. 151,  INVENTORY COSTS,
to amend the  guidance  in  Chapter 4,  INVENTORY  PRICING,  of FASB  Accounting
Research  Bulletin  No. 43,  RESTATEMENT  AND  REVISION OF  ACCOUNTING  RESEARCH
BULLETINS,  which will  become  effective  for the  Company in fiscal year 2006.
Statement  151 clarifies the  accounting  for abnormal  amounts of idle facility
expense, freight, handling costs, and wasted material (spoilage).  The Statement
requires that those items be recognized as current-period charges. Additionally,
Statement 151 requires that allocation of fixed production overhead to the costs
of conversion be based on the normal capacity of the production facilities.  The
adoption of SFAS 151 will not affect the Company's financial position or results
of operations.









                                       12

<PAGE>



                             SILVER STAR ENERGY, INC
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES (continued)

         In  December  2004,  FASB  issued  Statement  No. 123 (R),  SHARE-BASED
PAYMENT,  which  establishes  accounting  standards for transactions in which an
entity receives employee services in exchange for (a) equity  instruments of the
entity  or (b)  liabilities  that are  based on the fair  value of the  entity's
equity instruments or that may be settled by the issuance of equity instruments.
Effective in the third quarter of 2005, SFAS 123(R) will require us to recognize
the grant-date fair value of stock options and equity based compensation  issued
to employees in the statement of  operations.  The statement  also requires that
such transactions be accounted for using the  fair-value-based  method,  thereby
eliminating  use of the  intrinsic  value  method of  accounting  in APB No. 25,
Accounting for STOCK ISSUED TO EMPLOYEES,  which was permitted  under  Statement
123, as originally  issued.  We currently are evaluating the impact of Statement
123 (R) on our financial condition and results of operations.

NOTE 3 - OIL AND GAS PROPERTIES

         The Company  entered into  agreements  to acquire  interests in various
unproven oil and gas properties as follows:

Alberta Prospects, Canada

         In October 2003, the Company  entered into two agreements  with 1048136
Alberta Ltd.  Pursuant to these  agreements,  the Company  acquired the right to
participate  and earn an interest in two oil and gas exploration and development
projects  located in the province of Alberta,  Canada known  respectively as the
Evi prospect and the Verdigris  prospect.  In February 2004, the Company entered
into  two  agreements  with  1048136  Alberta  Ltd.  to  acquire  the  right  to
participate  and earn an interest in two additional oil and gas  exploration and
development  projects  located in the  province of Alberta  known as the Joarcam
prospect  and the  Buffalo  Lake  prospect.  1048136  Alberta  Ltd. is a private
Alberta company (see Note 6).

         Pursuant  to the  agreements,  the  Company  shall  advance  funds,  as
required, in connection with the drilling, testing,  completion,  capping and/or
abandonment of up to three wells on each of the properties. Once the Company has
completed its funding obligation,  it will have earned the following interest in
each prospect:


         Evi Prospect                                               66.67%
         Verdigris Prospect                                         66.67%
         Joarcam Prospect                                           70.00%
         Buffalo Lake Prospect                                      70.00%




                                       13

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 3 - OIL AND GAS PROPERTIES (continued)

         In the event the Company  does not provide the funds as  required,  the
Company will retain no interest in the prospects.

         During the year ended  December 31, 2004,  the Company paid  $1,283,149
towards the exploration and development of the oil and gas prospects in Alberta.
During the nine months  ended  September  30, 2005,  the Company  paid  $517,086
towards the exploration and development of the oil and gas prospects in Alberta.
All of these costs have been capitalized.

California Prospects, U.S.A.

         On December 5, 2003,  the Company  entered  into two option  agreements
with Archer  Exploration,  Inc. (Archer) to acquire Archer's interest in certain
unproven oil and gas prospects located in the State of California, U.S.A., known
as North Franklin Prospect and Winter Pinchout Prospect.

         To  earn an  assignment  of 100% of  Archer's  interests  in the  North
Franklin Prospect, being a 100% working interest (76% net revenue interest), the
Company  made an initial  cash payment of $85,000 and is required to pay $15,000
at spud of the initial test well and $25,000 at  completion  of the initial test
well.  In  addition,  the  Company is  responsible  for all  expenses  for lease
extensions and rental of existing leases  (including a 20% fee),  acquisition of
any  additional  leases  (including  a 20% fee) and  costs  in  connection  with
drilling and completion of the initial test well.

         Pursuant to the agreement,  Archer retains a 2.5% overriding royalty, a
5% working  interest  through the  completion  of the initial  test well and the
right to participate in a 5% working interest.

         The Company has an agreement to farm-out a 35% working  interest in the
North Franklin Project to Fidelis Energy,  Inc. (see Note 6). Under the terms of
the  agreement,  Fidelis  will  contribute  $500,000  towards the  drilling  and
completion  of the  Archer-Whitney  #1 well and  participate  as a full  working
interest partner on all further costs including drilling of any additional wells
on the project.

         To earn an  assignment  of 100% of  Archer's  interests  in the  Winter
Pinchout Prospect, being a 100% working interest (76% net revenue interest), the
Company  made an initial cash payment of $100,000 and is required to pay $15,000
at spud of the  initial  test  well of the first  three  prospects  drilled  and
$25,000 at  completion  of the initial test well of each  prospect  drilled.  In
addition,  the Company is responsible for all expenses for acquisition of leases
acquired  (including  a 20% fee),  acquisition  and  analysis  of seismic  data,
drilling and completion of the initial test well on the first  prospect  drilled
and a monthly management fee in the amount of $10,000 commencing January 2004.



                                       14

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 3 - OIL AND GAS PROPERTIES (continued)

         Pursuant to the agreement,  Archer retains a 2.5% overriding royalty, a
5% working  interest  through the  completion  of the initial  test well and the
right to participate in a 10% working interest.

         In August 2004, the Company  executed  acquisition  and joint operating
agreements on five natural gas propects in California  with Archer  Exploration,
Inc. Pursuant to the agreements, the Company has acquired a 7.5% carried working
interest  on four  of the  prospects  and has  acquired  a 25%  carried  working
interest in the fifth  prospect.  The Company is carried on all costs related to
the prospect through the licensing,  permitting,  drilling and completion of the
first well on each project. In the event of a successful gas well being drilled,
the Company,  following  testing and  completion,  would be responsible  for the
working interest costs of well tie-in and pipeline.  The Company would also be a
working interest participant on any additional gas wells drilled.

         During the year ended December 31, 2003,  the Company  incurred a total
of $405,000 in  acquisition  and  exploration  costs  relating to the California
prospects. During the year ended December 31, 2004, the Company incurred a total
of $898,204 in acquisition,  exploration  and development  costs relating to the
California  prospects.  During the nine months ended  September  30,  2005,  the
Company incurred a total of $443,202 in acquisition, exploration and development
costs  relating to the  California  prospects.  As of September 30, 2005,  total
capitalized costs for the California prospects was $1,746,406.

         Silver Star has received a reservoir  engineering  reserve  report from
Chapman  Petroleum  Engineering,  Ltd. on the North  Franklin  Project.  The two
producing  gas wells,  Archer-Whitney  #1 and  Archer-Wildlands  #1 were used to
assign the following net reserves to Silver Star's 40% working interest.

         The reserves in the category of Proved Developed  Producing total 3.593
Bcf with a N.P.V. (Net Present Value) at a 10% D.C.F.  (Discounted Cash Flow) of
$12,220,000.  These reserves  reflect the two producing  wells only.  Additional
"Probable"  reserves  have been  estimated for  incremental  recovery on the two
existing  wells and for one down dip location.  However,  under SEC  regulations
probable reserves are not recognized and therefore are not reported.

NOTE 4 - COMMON STOCK

         On November  20,  2003,  the  Company  restructured  its share  capital
whereby the total common shares  presently  issued and  outstanding  was forward
split on a 1 (old) to 12 (new)  basis.  Effective  January  5, 2004 the  Company
restructured  its share capital whereby the total common shares presently issued
and outstanding was forward split on a 1 (old) to 2 (new) basis.  All references
to common stock,  common shares  outstanding,  average  numbers of common shares
outstanding  and per share amounts in these  Financial  Statements  and Notes to
Financial  Statements  prior to the  effective  date of the forward stock splits
have been  restated  to reflect  the 12:1 and the 2:1 common  stock  splits on a
retroactive basis.

                                       15

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 4 - COMMON STOCK (continued)

         On December  5, 2003,  the Company  received  $500,000 in  subscription
proceeds  from a director and officer for the purchase of 444,444  common shares
of the company's  stock pursuant to a Regulation S Private  Placement  Financing
which was  announced on November 25, 2003 and whereby the Company plans to issue
up to  3,555,556  common  shares of its capital  stock.  During the three months
ended March 31, 2004,  the Company  received  subscription  proceeds of $750,000
pursuant to the Private Placement Financing. During the three months ended March
31, 2004,  1,112,102  shares were issued in  accordance  with the  $1,250,000 in
subscription proceeds received.

         On March 23,  2004,  the Company  entered  into an  agreement  with two
shareholders  for the  shareholders  to surrender  for  cancellation  24,600,000
regulation 144 restricted shares of the Company's common stock.

         During the three  months  ended June 30,  2004,  the  Company  received
subscription  proceeds of $630,000 pursuant to the Private Placement  Financing.
During the three  months  ended June 30,  2004,  661,915  shares  were issued in
accordance with the $630,000 in subscription proceeds received.

         On June 30, 2004, the Company received share  subscription  proceeds of
$275,000 for 500,000  shares of restricted  common stock pursuant to the Private
Placement  Financing  announced on November  25,  2003.  During the three months
ended  September 30, 2004,  500,000  shares were issued in  accordance  with the
$275,000 in subscription proceeds received.

         On August 18, 2004,  the Company issued  250,000  restricted  shares of
common stock for $25,000 in accounts payable.

         On October 18, 2004, the Company issued  156,000  restricted  shares of
common stock for consulting expense of $15,600.

         On November 23, 2004, the Company issued 362,394 shares of common stock
for debt issue  costs of  $350,000  associated  with the  Company's  issuance of
convertible debt.

         As of December  31,  2004,  the Company has not adopted a stock  option
plan  or  granted  any  stock  options  and  accordingly  has not  recorded  any
stock-based compensation.

Treasury Stock

         On  December  18,  2003,  upon the  resignation  of an  officer  of the
Company,  48,000,000 common shares were returned to Treasury,  for consideration
of $3,500. The shares were cancelled on January 23, 2004.



                                       16

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 5- RELATED PARTY TRANSACTIONS

         Pursuant  to  consulting   agreements   dated  November  15,  2003  and
renegotiated July 1, 2005 the Company agreed to pay $12,000 per month to the CFO
and director of the Company and $15,000 per month to the  President and director
of the Company.

         During 2003 and 2004,  the Company  entered  into  several  acquisition
agreements  with  1048136  Alberta  Ltd.  (see Note 4).  The  Company's  current
president,  Robert  McIntosh,  was a director of 1048136  Alberta  Ltd.  and had
resigned  from that  position  prior to his  involvement  with the Company.  Sak
Narwal, a shareholder of the Company, was also a director of 1048136 Alberta Ltd
and Scott  Marshall,  the majority  shareholder of 1048136  Alberta Ltd., is the
spouse of Naomi Patricia  Johnston,  owner of a 11.76%  interest in the Company.
Despite the  existence of these related  parties,  the  consideration  exchanged
under the  Agreements  described  above was negotiated at "arms length," and the
directors  and  executive  officers of the Company used criteria used in similar
uncompleted  proposals  involving  the Company in comparison to those of 1048136
Alberta Ltd.

         At September 30, 2005, the Company owed $93,418 to 1048136 Alberta Ltd.
for expenses related to corporate development.

         The Company has a "working  interest"  relationship  with joint venture
partner Fidelis Energy Inc. (FDEI: OTC: BB) (see Note 4). Both companies have an
interest in the North  Franklin  gas  project in  Sacramento,  California.  More
recently  in  January  2005  Fidelis  entered  into an  agreement  to acquire an
interest in 2 oil wells at the Joarcam Project  located in Alberta  Canada.  The
Company is earning a 70% working interest in the entire Joarcam Project. Fidelis
has also entered into an agreement for the first right of refusal to acquire the
remaining  30% working  interest on all future  drilling  locations  at Joarcam.
Silver Star and Fidelis will  collectively have acquired a 100% working interest
at Joarcam.

         In  addition,  Silver Star and Fidelis  management  work closely in the
evaluation of other potential, jointly feasible exploration prospects. Also, the
two companies share a common origin in that certain  beneficial  shareholders of
both companies have contributed to their formation.

NOTE 6 - INCOME TAXES

         As of December 31, 2004, the Company has incurred  operating  losses of
approximately  $1,212,000  which, if utilized,  will expire through 2024. Future
tax benefits which may arise as a result of these losses and resource deductions
have not been recognized in these financial statements,  as their realization is
determined not likely to occur.




                                       17

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 7 - NOTES PAYABLE

         During the year ended  December  31,  2004,  the Company  received  the
following short-term loans:

<TABLE>
<CAPTION>

                                                                           (Unaudited)
                                                                           September 30,       December 31,
                                                                               2005                2004
                                                                         -----------------   -----------------
<S>                           <C>           <C> <C>                      <C>                 <C>
Note payable with interest at 8% due August 24, 2005                     $         150,000   $         150,000
Note payable with interest at 8% due September 2, 2005                             100,000             100,000
Note payable with interest at 8% due October 12, 2005                               50,000              50,000
Note payable with interest at 8% due October 27, 2005                               50,000              50,000
Note payable with interest at 8% due November 5, 2005                              100,000             100,000
                                                                         -----------------   -----------------

     Total Notes Payable                                                 $         450,000   $         450,000
                                                                         =================   =================
</TABLE>

         As of September  30, 2005 and December  31, 2004,  accrued  interest on
these  loans was $37,785 and  $9,725,  respectively.  For the nine months  ended
September 30, 2005 and 2004, interest expense charged to these loans was $28,060
and $0, respectively.

NOTE 8 - CONVERTIBLE DEBENTURES

         On November 23, 2004, the Company sold $750,000 in secured  convertible
debentures  to  Cornell  Capital  Partners,  L.P.  (Cornell).   The  convertible
debentures  carry an interest rate of 5% per annum.  Principal and interest will
be due on November 23, 2007. At any time,  Cornell is entitled to convert all or
any part of the principal amount of the debenture,  plus accrued interest,  into
shares of the  Company's  common  stock.  On November 23, 2007, at the Company's
option, the entire principal amount and all accrued interest shall be either (a)
paid to Cornell or (b)  converted  to common  stock.  For the nine months  ended
September  30,  2005 and  2004,  interest  expense  charged  to the  convertible
debentures was $28,271 and $0, respectively.

         As part of the  purchase of the  debentures,  Cornell was also issued a
Warrant to purchase  750,000 shares of the Company's  common stock.  The Warrant
will expire on November 23, 2009. The exercise price of the warrant shall be one
hundred twenty  percent (120%) of the closing bid price of the Company's  common
stock on the exercise date or as subsequently adjusted.





                                       18

<PAGE>



                            SILVER STAR ENERGY, INC.
                     (Formerly A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 8 - CONVERTIBLE DEBENTURES (continued)

         On November 23, 2004,  the Company paid $102,500 in cash for debt issue
costs. The Company also issued 362,394 shares of common stock valued at $350,000
for debt issue costs.  Total debt issue costs of $452,500 have been  capitalized
in financial  statements.  These debt issue costs are being amortized over three
years.  As of September  30, 2005 and  December  31,  2004,  debt issue costs of
$93,688 and $11,059 have been  amortized  and recorded as interest  expense.  At
September 30, 2005 and December 31, 2004, net debt issue costs were $358,814 and
$441,441, respectively.

         On March 10, 2005,  the Company  executed a  Convertible  Debenture for
$550,000.  The note is due and  payable in full on or before  March 10, 2006 and
carries an  interest  rate of 5% per annum.  The notes are  convertible,  at the
discretion  of the  holder,  into  shares of common  stock of the  Company  at a
conversion  price of $1.00 per share. On March 30, 2005, the Company  executed a
Convertible  Debenture for  $200,000.  The note is due and payable in full on or
before  March 10, 2006 and carries an interest  rate of 5% per annum.  The notes
are convertible, at the discretion of the holder, into shares of common stock of
the Company at a conversion  price of $1.00 per share. As of September 30, 2005,
interest expense charged to these convertible debentures was $20,570.

         On April 8, 2005,  the Company  executed a  Convertible  Debenture  for
$160,000.  The note is due and  payable  in full on or before  April 8, 2006 and
carries an  interest  rate of 5% per annum.  The notes are  convertible,  at the
discretion  of the  holder,  into  shares of common  stock of the  Company  at a
conversion  price of $1.00 per share.  On May 17, 2005,  the Company  executed a
Convertible  Debenture for  $150,000.  The note is due and payable in full on or
before May 17, 2006 and carries an interest rate of 5% per annum.  The notes are
convertible, at the discretion of the holder, into shares of common stock of the
Company at a  conversion  price of $1.00 per share.  As of  September  30, 2005,
interest expense charged to these convertible debentures was $6,670.


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

GENERAL  - This  discussion  should  be read in  conjunction  with  Management's
Discussion and Analysis of Financial  Condition and Results of Operations in the
Company's annual report on Form 10-KSB for the year ended December 31, 2004.

PLAN OF OPERATIONS

         On July 5, 2005 Silver Star  announced  that the June gas production at
the  "Archer-Whitney  #1" well at the  Company's  North  Franklin gas  reservoir
totaled  44.859 Mmcf for the 30 days in June.  The average daily  production was
1.50 Mmcf per day. In addition,  "Archer-Wildlands #1" gas well was nearing, and
should reach the total depth of 8,000 feet.  Silver Star  receives  PGE-Citygate
gas pricing from North Franklin  production,  which on July 1st was in the $6.13
per Mcf range. NYMEX

                                       19

<PAGE>



natural gas futures have risen to between $7.17 and $8.82 for  2005-2006  giving
Silver Star an  indication of what future gas  production  revenue may be during
the upcoming months.

         On July 11,  Silver Star  updated  the status of the  "Archer-Wildlands
#1". The well was still  drilling ahead after a short delay that occurred as the
well deviated from the directional  drilling program.  In order to intersect the
targeted  pay zone  planned  from the 2D  seismic,  the well  required  a slight
directional reorientation.  The operator has worked to solve the deviation issue
and is now on track to drill  through the Winters sand  objective  over the next
day or so. Silver Star expected to receive the suite of electronic logs and data
mid week.  Drilling often  encounters  delays and the Company has stated that it
will keep shareholders updated with the best available information at that time.

         On  July  18,   Silver   Star  was   pleased  to   announce   that  the
"Archer-Wildlands #1" gas well at the Company's North Franklin Project reached a
total depth of 7,736 feet on July 15. The  Winters  sand pay had  excellent  gas
shows in the mud log and the  suite of  Resistivity  and Sonic  electronic  logs
showed clean sand pay with 100% gas fill-up within the pay zone. The intersected
sand pay exceeds in thickness what is producing at the "Archer-Whitney"  well. A
casing election was  immediately  made and the Company is pleased to report that
the well is now cased to depth with production  casing. The Company and partners
were preparing to complete the well and the operator is developing a perforation
plan to be  implemented  during  the well  completion  phase.  Notably,  the gas
gathering  line and tie-in to  pipeline  are  already in place at the  Wildlands
location. All that will be required is to install a gas-flow meter following the
perforation and completion program. The well can be tied-in to the pipeline with
no delays, such as occurred with the initial pipeline construction. The operator
has called for a  completion  rig and Silver Star will report on timing when the
rig becomes  available.  It is estimated that the  completion  phase of the well
will occur over the next 2 weeks.

         On August 2 Silver Star announced  that the  completion  program at the
"Archer-Wildlands  #1" gas well had begun.  The  completion  rig  arrived at the
North Franklin  Project site  yesterday.  The perforation of the Winters gas pay
zone will be done August 3,  following  which,  the well will be flow tested and
tied-in to the existing gas pipeline infrastructure.  The operation is estimated
to take 3 to 4 days.  After  the well is  tied-in,  Silver  Star  will  have two
producing  gas  wells  in  the  North  Franklin  reservoir.  On  August  1,  the
PGE-Citygate  gas  pricing  from North  Franklin  production  was $7.14 per Mcf.
Silver Star posted recent photos of the North Franklin  Project in the "Projects
Photo  Gallery"   section  of  the  website.   These  include  drilling  of  the
"Archer-Wildlands  #1" well and the production facilities at the "Archer-Whitney
#1" well location. These pictures can be viewed at www.silverstarenergy.com

         On August 3 the Company  reported  that the July gas  production at the
"Archer-Whitney  #1" well at the Company's North Franklin gas reservoir  totaled
46.212 Mmcf for the 31 days in July. The average daily  production was 1.49 Mmcf
per day. The well has exhibited stable production at these rates since the onset
of production  in March 2005.  Now that the second well has been drilled and the
partners  have gained  important  information  on the reservoir  integrity,  the
operator has indicated that gas flow rates at the  "Archer-Whitney  #1" well can
be safely  increased.  Silver Star will report when this occurs and update rates
when available.  The completion  program at the  "Archer-Wildlands  #1" well was
ongoing  and the  Company  stated  it  would  report  on all  developments  when
information is received from the operator. Silver Star receives PGE-Citygate gas
pricing from North Franklin

                                       20

<PAGE>



production,  which on August 1st was in the $7.14 per Mcf range.  NYMEX  natural
gas futures have risen to between  $8.15 and $9.54 for  2005-2006  giving Silver
Star an indication of what the revenue from  upcoming gas  production  may be in
the near future.

         On  August 5 Silver  Star  reported  the July oil  production  from the
"13-27"  and  "13-22"  wells at the  Joarcam  Project.  The Company has sold and
shipped oil to Nexen for the 31day production period for the two producing wells
totaling 1,719 barrels.  The "13-27" well produced 1,141 barrels at a rate of 37
barrels  per day and the  "13-22"  well  produced  579  barrels  at a rate of 19
barrels per day. The Joarcam Project has now cumulatively produced 7,119 barrels
in 5  months.  Silver  Star has a 70%  working  interest  and a 56% net  revenue
interest.  The  operator of the  project,  Transaction  Oil and Gas  Ventures is
currently  working  on  increasing  daily  rate  production  from both  wells by
increasing pumping efficiency. Currently, the 38 degree API light oil at Joarcam
has been priced at over $73.00 CDN ($61.00 US) per barrel.

         On August 8 Silver  Star was pleased to announce  the  commencement  of
commercial  gas  production at the  "Archer-Wildlands  #1" well on the Company's
North  Franklin  Project,  Sacramento  California.  The  well  was  successfully
completed in the Winters pay zone, following which the well was connected to the
existing  pipeline  infrastructure.  The analysis of the gas returned a value of
945 B.T.U,  in keeping  with the gas value  being  produced  from the  Company's
nearby  "Archer-Whitney" well. The "Archer-Wildlands #1" well has been initially
brought  online at a rate of 1.0 Mmcf per day. This I.P.R.  (initial  production
rate) will be closely  evaluated  by the  operator and stepped up over time once
stable rates are achieved.

         Now that  this  second  gas well  has  been  put into  production,  the
partners are gaining  important  information on the North Franklin gas reservoir
integrity.  As a result,  the  operator  has  stated  that gas flow rates at the
"Archer-Whitney  #1" well can be safely  increased.  Silver  Star  will  shortly
report  updated  production  rates from the well when they are made available to
the Company.

         Silver  Star  President   Robert  McIntosh  stated  "The  beginning  of
commercial  production of our second gas well is a significant milestone for the
Company.  It will have an immediate  positive impact and increase cash flow from
the North Franklin Project. With this new production, and as the operator begins
to move up the flow rates at the Whitney  well,  we are moving  forward  towards
achieving our goals for the Project as well as meeting our financial projections
for Q3 and Q4."

         On August 10 Silver Star reported that the daily gas  production at the
"Archer-Whitney  #1" well at North  Franklin has been stepped up to 1.8 Mmcf per
day,  and is  capable  of  going  higher.  The  operator's  goal is to move  the
production  rate up to 2 Mmcf  per day  over  the  next  few  weeks  and will be
undertaking  further  increases  of the gas flow  rates  over  time.  After each
increase of the production rate, an evaluation period will be required to assess
the well pressures, performance and to maintain reservoir integrity. Silver Star
President  Robert  McIntosh  stated,  "Today,  the combined  production from the
"Archer-Whitney #1" and the new producer  "Archer-Wildlands  #1" is 2.8 Mmcf per
day. We are now producing from two gas wells and are confident of additional gas
flow rate  increases in the near future as the  partners  gain more insight into
the nature of the Franklin reservoir."

         On August 15 Silver Star  announced  that the  Company  has  executed a
memorandum of  understanding  (M.O.U.) to acquire a 20% working  interest from a
private company, in a prospective

                                       21

<PAGE>



Kansas oil and gas play.  Silver  Star will be signing  formal  contracts  and a
joint operation  agreement  (J.O.A.) shortly.  Silver Star and partners have now
acquired  participation  rights in a large data base that includes a geophysical
survey  covering  approximately  one million acres,  located in central  Kansas,
covering parts of Ellsworth,  Salina,  McPherson,  Reno,  Harvey,  Kingman,  and
Sedgwick  counties.  Total  cumulative  oil  production  through 1999 from these
counties  is more  than 978  million  barrels  of oil.  The  geophysical  survey
utilized RAM technology, owned by Paramount Energy Corp., which is a geophysical
methodology  used to highlight oil and gas deposits.  Unlike 2-D and 3-D seismic
methods,   which  gather  information  based  upon  artificially  induced  sonic
responses  recorded at the surface,  RAM  technology  identifies  "unique bright
spots" using its proprietary  software to process certain aspects of the earth's
magnetic field data.

         Data is collected by a low flying  aircraft  equipped with  specialized
equipment  and  then  analyzed  by RAM  software.  These  "unique  bright  spot"
anomalies  can be  correlated  to  near-surface  alterations  caused by the slow
geochemical  processes  that  occur  over  both  oil and gas  deposits.  The RAM
technology is an indirect hydrocarbon indicator independent of structure so it a
good tool in areas where  seismic is not.  Since RAM data is  collected  from an
aircraft, large acreage surveys can be acquired many times faster and many times
less  costly  than   traditional   seismic.   That  makes  RAM  an  ideal  first
reconnaissance  tool.  Several  identified RAM anomalies  interpreted within the
survey area are believed to have hydrocarbon  potential over  multi-sections  of
lands that have never been  tested  with a drill  bit.  Most  nearby  production
within this region of the Central Kansas  Platform  produces from  Mississippian
age and older limestone rocks above the Arbuckle dolomite formation. Some of the
accumulations  of hydrocarbons  are  stratagraphically  trapped and unrelated to
structure and therefore not easily  identifiable  by  traditional  seismic.  The
magnetic survey and interpretation of the region is of excellent quality.

         Oil wells will be drilled to test the most  promising  prospects to the
deepest known petroleum  formation,  the Arbuckle,  generally less than 4000' in
depth in the Central Kansas  Platform.  Drilling costs have been estimated to be
in the order of $200,000 for a cased and completed well.

         The Central Kansas  Platform  covered by the survey and  interpretation
contains some of the most prolific  production  from shallow depths in that part
of the country.  There are many  established oil fields within the boundaries of
the survey area. The survey  indicates  "bright spots" that could be hydrocarbon
accumulations  not  yet  discovered  by  traditional   seismic  or  other  older
exploration technologies.  Multiple prospects are expected to be generated after
more extensive  field tests.  Silver Star and partners are proceeding to further
evaluate  the  most  prospective  oil and gas  targets  for  drilling  utilizing
complimentary  geochemical and geophysical methodologies in their field testing.
The operator will then  recommend  leases for  acquisition  and the  exploration
program  will  commence.  Silver  Star,  with a 20%  working  interest,  will be
participating  in a joint venture with other working  interest  partners who are
Fidelis Energy, Inc. which has a 25% working interest,  and Cascade Energy, Inc.
which also has a 25%  working  interest.  The  private  company  will be carried
through the drilling and completion of the first two (2) exploratory  wells. The
70%  working  interest  partners  will pay 100% of the  costs  of  drilling  and
completing  the initial  two wells.  Subsequent  to those  first two wells,  all
participants  in the play will  contribute  on a straight  up  working  interest
basis.

         On August 24 the Company announced that the daily gas production at the
North  Franklin Gas Field has now surpassed 3.0 Mmcf per day from  production at
the two wells, Archer-Whitney

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<PAGE>



#1 and  Archer-Wildlands  #1.  Silver Star has earlier  reported the  operator's
strategy,  which is to move the production  rate up over a period of weeks,  and
will be  undertaking  additional  flow rate  increases  over  time.  After  each
increase of the production rate, an evaluation period will be required to assess
the well pressures,  performance and to maintain reservoir integrity.  On August
22, the  PGE-Citygate  gas pricing from North Franklin  production was $8.19 per
Mcf.  NYMEX gas futures  through  November to March are now greater than $10 per
Mcf.

         On September 1, Silver Star reported the August oil production from the
"13-27"  and "13- 22" wells at the  Joarcam  Project.  The  Company has sold and
shipped  oil to Nexen for the  28-day  production  period of August  for the two
producing wells totaling 1,795 barrels.  The "13-27" well produced 1,184 barrels
and is today  producing  at a rate of 41.5 barrels per day, up from the previous
37 barrel  per day rate.  The  "13-22"  well  produced  611  barrels  and is now
producing  at a rate of 22 barrels per day,  up modestly  from the 19 barrel per
day rate for July.  The Joarcam  Project  has now  cumulatively  produced  8,914
barrels  in 6 months.  The  operator  of the  project,  Transaction  Oil and Gas
Ventures continues to work on, and make progress towards,  increasing daily rate
oil  production  from  both  wells  by  increasing  pumping  capacity.  Recently
installed remote  monitoring  equipment that constantly checks the efficiency of
the  pumpjacks is beginning to show  tangible  benefits in the form of increased
daily rate production. Both wells have begun to show increases in oil production
and  decreases  in water cut over the past 30 days.  Silver Star  currently  has
engineered  three more  drilling  locations  with well  licenses  and permits in
place.  The Company  will shortly  detail the  upcoming  timing and schedule for
drilling these additional well locations. Currently, the 38 degree API light oil
at Joarcam has been priced at over $80.00 CDN ($68.94 US) per barrel.

         On September 6, Silver Star reported on the gas  production  totals for
the month of August.  Production was from the two gas wells, the "Archer-Whitney
#1" and  "Archer-Wildlands  #1" at the Company's  North  Franklin gas reservoir.
August production totaled 78.89 Mmcf for the month. The "Archer-Whitney #1" well
produced  49.16  Mmcf  during  the  month,  and the  "Archer-Wildlands  #1" well
produced  26.73 Mmcf after  production  began on August 8th.  Since August 22nd,
after  increasing the flow rates,  combined  production has been at 3.0 Mmcf per
day for the two wells. Silver Star receives  PGE-Citygate gas pricing from North
Franklin  production,  which on  September  2nd was quoted at $9.64 per Mcf. Gas
pricing is up over $3.00 per mcf since  commercial  production began in March of
this year.

         On September 12, Silver Star announced  that  management of the Company
and Fidelis Energy,  Inc. have collectively agreed to suspend the discussions as
to the possible  amalgamation  of the two companies for a period of at least one
year.  Silver Star and Fidelis  will  continue to  separately  develop,  along a
parallel path, their own working interests in the North Franklin Project and the
recently announced Kansas Play.  Management feels that with the recent increases
in commodity  prices,  especially  the revenue stream from the gas production in
California,  that Silver  Star is  adequately  positioned  to grow under its own
corporate  development plan. Silver Star is currently working on various options
to secure a sizeable financing that will allow the full development of the North
Franklin, Joarcam and Kansas projects.


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<PAGE>



         On September  22,  Silver Star reported on the first weeks of September
gas  production  at North  Franklin.  Gas  production  from the two  wells,  the
"Archer-Whitney  #1" and  "Archer-  Wildlands  #1" for the first 11 days totaled
32.53 Mmcf at an average daily rate of 2.957 Mmcf per day.  Production flow rate
increases  have been  implemented  and both  wells  continue  to  perform to the
Company's  expectations.  Silver  Star  and the  operator  continue  to  monitor
progress  of the new  well and  overall  reservoir.  For the  first  time  since
commercial production began in March of 2004,  PGE-Citygate gas prices have gone
over $11.00 per Mcf. Prices on September 21st were quoted at $11.35.  Gas prices
have  nearly  doubled  since the onset of  "Archer-Whitney  #1"  production.  In
addition,  January  2006 gas futures on the NYMEX have been priced at $13.81 per
Mcf.  Silver Star and the  operator  are working  towards  ever  increasing  the
production  rates of the wells to take  advantage  of these  soaring gas prices.
Silver  Star also  reports  that the  Company  continues  to make good  progress
towards the ultimate  closing of a large  capital  raise  financing  that,  when
finalized,  will allow  further  development  drilling  under the  overall  2005
development plan at North Franklin, Joarcam, Evi and Kansas Projects.

         On September  27,  Silver Star Energy  reported  that the September oil
production  from the "13-27" and "13-22" wells at the Joarcam Project will total
1,845  barrels  for  the  30-day  production  period  of  September  for the two
producing  wells. The daily rate of oil production is currently 61.5 barrels per
day for both wells.  The "13-27"  well is  producing at a rate of 38 barrels per
day and the  "13-22"  well is  producing  at a rate of 23.5  barrels per day, up
modestly from the 22 barrel per day rate for August. The Joarcam Project has now
cumulatively produced over 10,700 barrels in the past 7 months.

         August production revenue to the project totaled $138,000 and September
is estimated to be $120,000. The two wells continue to exhibit steady production
and the  Company  and  operator  are  working to  maximize  the  barrels per day
production. Currently, the 38 degree API light oil at Joarcam has been priced at
over  $78.00 CDN  ($63.00  US) per  barrel.  Silver Star ships and sells its oil
production to the Nexen facility near the Joarcam Project.

SUBSEQUENT MATERIAL EVENTS

         On October 10, Silver Star announced  that it has received  commitments
from certain  institutional  investors  to acquire  senior  secured  convertible
promissory  notes and warrants of the Company for gross  proceeds of $3,350,000.
The convertible  notes can be converted to common shares on the basis of $ 0.315
per share.  In addition to the notes,  the Company has agreed to issue  investor
warrants for 100% of the common shares  underlying  the notes  exercisable  into
common shares for 5 years at an exercise price of $0.63.  The Company has agreed
to registration  rights for the investors,  although the securities to be issues
are restricted and may not be sold or offered in the U.S. absent registration or
an  applicable  exemption  from  registration  requirements.  The funds  will be
utilized to repay the Company's  outstanding  debenture to Cornell  Capital LLP,
for  drilling  costs and for  working  capital.  This  press  release  shall not
constitute an offer to sell or the  solicitation of an offer to buy the notes or
the warrants.  This press release is being issued  pursuant to and in accordance
with Rule 135c under the Securities Act of 1933, as amended.

         And on October 7, Silver Star announced  that dated today,  the Company
has accepted a firm "Binding Purchase Offer" from a Canadian oil and gas company
to buy the entire 70% interest of

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<PAGE>



the Joarcam  asset.  The Binding  Offer to Purchase  totaled  $4,457,000  CDN or
$3,762,600 USD. The net to Silver Star's 70% interest will be approximately $2.6
million  USD.   Management  accepted  this  offer  after  discussions  with  its
engineering  consultants  that  indicated it to be a "fair market" price for the
asset.  The sale is scheduled  to close on or before  November 30, 2005 and will
provide Silver Star capital to move forward in developing the North Franklin gas
reservoir, fracture stimulate the EVI "7-11" well, advance the Kansas Project as
well as consider future acquisitions.

ITEM 3.  CONTROLS AND PROCEDURES

         The Company's Chief Executive  Officer and Chief Financial  Officer are
responsible for establishing and maintaining  disclosure controls and procedures
for the Company.

         (a) Evaluation of Disclosure Controls and Procedures

         As of the end of the period covered by this report, the Company carried
out an  evaluation,  under the  supervision  and with the  participation  of the
Company's management, including the Company's President, of the effectiveness of
the design and operation of the  Company's  disclosure  controls and  procedures
pursuant to Rule 13a-15 under the  Securities  Exchange Act of 1934,  as amended
(the  "Exchange  Act").  Based  upon the  evaluation,  the  Company's  President
concluded that, as of the end of the period, the Company's  disclosure  controls
and  procedures  were effective in timely  alerting him to material  information
relating to the Company  required to be included in the reports that the Company
files and submits pursuant to the Exchange Act.

         (b) Changes in Internal Controls

         Based  on his  evaluation  as of  September  30,  2005,  there  were no
significant  changes in the Company's internal controls over financial reporting
or in any other areas that could  significantly  affect the  Company's  internal
controls  subsequent  to the date of his most recent  evaluation,  including any
corrective  actions  with  regard  to  significant   deficiencies  and  material
weaknesses.


                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         There are no legal proceedings pending or threatened against us.

ITEM 2.  CHANGES IN SECURITIES

    None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

     None.


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<PAGE>



ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

     None.

ITEM 5.  OTHER INFORMATION

     None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

Exhibit
Number          Title of Document

10.1     Robert McIntosh's  Consulting  Agreement dated November 15, 2003, filed
         on April 21, 2004 on Form 10KSB/A.

10.2     David Naylor's  Consulting  Agreement dated November 15, 2003, filed on
         April 21, 2004 on Form 10KSB/A.

10.3     Robert  McIntosh's  Loan Agreement  dated  December 31, 2003,  filed on
         April 21, 2004 on Form 10KSB/A.

10.4     Agreement  dated  October 21, 2003  between the Company and Adil Dinani
         disposing  of 657333 BC Ltd.  (Netcash),  filed on November 13, 2003 on
         Form 8- K.

10.5     Agreement  dated  October  29,  2003  between  the  Company and 1048136
         Alberta,  Ltd.  respecting  the  acquisition  of the  Evi  oil  and gas
         prospect, filed on November 13, 2003 on Form 8-K.

10.6     Agreement  dated  October  29,  2003  between  the  Company and 1048136
         Alberta,  Ltd.  respecting the acquisition of the Verdigris oil and gas
         prospect, filed on November 13, 2003 on Form 8-K.

10.7     Agreement  dated  December  5, 2003  between  the  Company  and  Archer
         Exploration,  Inc.  respecting the North Franklin oil and gas prospect,
         filed on December 23, 2003 on Form 8-K.

10.8     Agreement  dated  December  5, 2003  between  the  Company  and  Archer
         Exploration,  Inc.  respecting the Winter Pinchout oil and gas project,
         filed on December 23, 2003 on Form 8-K.

31.1     Certification  Pursuant  to Section  302 of the  Sarbanes-Oxley  Act of
         2002.

31.2     Certification  Pursuant  to Section  302 of the  Sarbanes-Oxley  Act of
         2002.

32.1     Certification  Pursuant  to Section  906 of the  Sarbanes-Oxley  Act of
         2002.

32.2     Certification  Pursuant  to Section  906 of the  Sarbanes-Oxley  Act of
         2002.

(b) Reports on Form 8-K filed.

         None.

                                       26

<PAGE>



                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                            Silver Star Energy, Inc.
                                  (Registrant)

DATE:       November 4, 2005


By:  /s/ Robert McIntosh
Robert McIntosh
President, CEO & Director
(Principal Executive Officer)


By:  /s/ David Naylor
David Naylor
Treasurer, Director
(Principal Financial Officer)




























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