[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 333-105008
            ---------------------------------------------------------

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

                     Delaware                        87-0700927
--------------------------------------------------------------------------------
             (State or other jurisdiction          (IRS Employer
         of incorporation or organization)     Identification No.)

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

                                 (661) 477-7699
                            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 [X] No [ ]



<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 62,595,000
                                                   -----------------------------

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



<PAGE>



                                     PART I

ITEM 1.  FINANCIAL STATEMENTS

                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                           CONSOLIDATED BALANCE SHEETS







                                     (Unaudited)
                                      September 30,       December 31,
                                          2005               2004
                                   ------------------  -----------------
ASSETS
Current Assets
  Cash and cash equivalents        $           15,318  $             728
  Prepaid expenses                             33,824                  -
                                   ------------------  -----------------

     Total Current Assets                      49,142                728

Other Assets
   Oil and gas properties                      40,999                  -
                                   ------------------  -----------------

     Total Assets                  $           90,141  $             728
                                   ==================  =================





















                                        3

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                           CONSOLIDATED BALANCE SHEETS
                                   (continued)

<TABLE>
<CAPTION>

                                                                                (Unaudited)
                                                                                 September 30,      December 31,
                                                                                     2005               2004
                                                                              ------------------  -----------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
<S>                                                                           <C>                 <C>
   Accounts payable                                                           $          197,020  $         189,067
   Accrued expenses & short term contract payable                                         23,956             97,730
   Notes payable                                                                               -             78,695
   Related party loans                                                                         -             22,835
   Accrued interest                                                                            -              1,659
                                                                              ------------------  -----------------
     Total Current Liabilities                                                           220,976            389,986

Long-Term Liabilities
   Convertible debentures                                                                477,766                  -
   Contract payable - the "Ritz Claim"                                                    15,000             15,000
                                                                              ------------------  -----------------

     Total Liabilities                                                                   713,742            404,986
                                                                              ------------------  -----------------

Stockholders' Equity
   Preferred stock, $.0001 par value, authorized 10,000,000
     shares, -0- issued                                                                        -                  -
   Common stock, $.0001 par value, authorized 500,000,000
     shares, 62,595,000 issued at September 30, 2005 and
     92,570,000 issued at December 31, 2004                                                6,260              9,257
   Stock to be issued                                                                         10                 10
   Additional paid-in capital                                                            586,495            141,983
   Deficit accumulated during exploration state                                       (1,216,366)          (555,508)
                                                                              ------------------  -----------------

     Total Stockholders' Equity                                                         (623,601)          (404,258)
                                                                              ------------------  -----------------

     Total Liabilities and Stockholders' Equity                               $           90,141  $             728
                                                                              ==================  =================
</TABLE>





                             See accompanying notes.

                                        4

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                      CONSOLIDATED STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                                                                                  Accumulated
                                                                                                                     Since
                                                                                                                  November 21,
                                          (Unaudited)                              (Unaudited)                        2002
                                       For the Three Months                     For the Nine Months               Inception of
                                         Ended September 30,                     Ended September 30,              Exploration
                                -------------------------------------  --------------------------------------
                                       2005             2004                  2005              2004                 State
                                ------------------  -----------------  ------------------  ------------------  ------------------
<S>                             <C>                 <C>                <C>                 <C>                 <C>
Revenues                        $                -  $               -  $                -  $                -  $                -
                                ------------------  -----------------  ------------------  ------------------  ------------------

Expenses
   Consulting                                9,000             36,500              27,000              36,500              53,000
   Officers compensation                    22,500             42,401              67,800              42,401             134,705
   General and administrative               41,940             16,762              99,794              20,812             238,070
   General exploration                           -            254,232              12,095             254,232             334,763
                                ------------------  -----------------  ------------------  ------------------  ------------------

     Total Expenses                         73,440            349,895             206,689             353,945             760,538

Other Income (Expense)
   Interest Expense                         (5,946)              (704)           (454,169)               (704)           (455,828)
                                ------------------  -----------------  ------------------  ------------------  ------------------

Net Income (Loss)               $          (79,386) $        (350,599) $         (660,858) $         (354,649) $       (1,216,366)
                                ==================  =================  ==================  ==================  ==================

Weighted Average Shares                 62,595,000        106,416,140          73,025,850         189,034,160
                                ==================  =================  ==================  ==================

Loss per Common Share           $                -  $               -   $           (0.01)  $               -
                                ==================  =================  ==================  ==================
</TABLE>

                             See accompanying notes.

                                        5

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>

                                                                                                    Accumulated
                                                                                                       Since
                                                                                                    November 21,
                                                                       (Unaudited)                        2002
                                                                    For the Nine Months              Inception of
                                                                     Ended September 30,             Exploration
                                                            ------------------------------------
                                                                  2005               2004              State
                                                            ----------------- ------------------ ------------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
<S>                                                         <C>               <C>                <C>
Net Loss                                                    $        (660,858)$         (354,649)$       (1,216,366)
Adjustments used to reconcile net loss to net
  cash provided by (used in) operating activities
Depreciation                                                                -                  -                744
Stock compensation                                                          -                  -            102,000
Interest expense from beneficial conversion                           441,515                  -            441,515
Common stock to be issued for mineral rights                                -             19,000             19,000
Mineral rights expensed                                                     -                  -             16,000
(Increase) decrease in prepaid expenses                               (33,824)                 -            (33,824)
Increase (decrease) in accrued interest                                12,654                  -             14,313
Increase (decrease) in accrued expenses                               (73,774)            79,605             23,956
Increase (decrease) in contract payable                                     -                  -             15,000
Increase (decrease) in accounts payable                                 7,953            200,667            197,020
                                                            ----------------- ------------------ ------------------
Net cash used in operating activities                                (306,334)           (55,377)          (420,642)
                                                            ----------------- ------------------ ------------------

CASH FLOWS FROM INVESTING
ACTIVITIES:
Acquisition of oil and gas properties                                 (40,999)                 -            (40,999)
Cash paid for website design                                                -                  -               (744)
Cash paid for mineral rights                                                -                  -            (16,000)
                                                            ----------------- ------------------ ------------------
Net cash used by investing activities                                 (40,999)                 -            (57,743)
                                                            ----------------- ------------------ ------------------


CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from convertible debentures                                  361,923                  -            361,923
Proceeds from loans                                                         -             58,000             78,695
Proceeds from shareholder loans                                             -                  -             22,835
Proceeds on sale of common stock                                            -                  -             30,250
                                                            ----------------- ------------------ ------------------
Net Cash Provided by Financing  Activities                            361,923             58,000            493,703
                                                            ----------------- ------------------ ------------------

Net Increase (Decrease) in
   cash and cash equivalents                                           14,590              2,623             15,318
Cash and cash equivalents at
   beginning of the period                                                728                 76                  -
                                                            ----------------- ------------------ ------------------
Cash and cash equivalents at end of the period              $          15,318 $            2,699 $           15,318
                                                            ================= ================== ==================
</TABLE>

                                       6
<PAGE>

                                               CALIBER ENERGY, INC.
                                          (An Exploration State Company)
                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                    (continued)

<TABLE>
<CAPTION>

                                                                                                    Accumulated
                                                                                                       Since
                                                                                                    November 21,
                                                                        (Unaudited)                      2002
                                                                    For the Nine Months              Inception of
                                                                     Ended September 30,             Exploration
                                                            ------------------------------------
                                                                  2005               2004              State
                                                            ----------------- ------------------ ------------------
SUPPLEMENTAL DISCLOSURE OF CASH
  FLOW INFORMATION:
<S>                                                         <C>               <C>                <C>
Interest                                                    $               - $                - $                -
Income Taxes                                                $               - $                - $                -

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
























                             See accompanying notes.

                                        7

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - NATURE OF OPERATIONS AND GOING CONCERN

         This summary of accounting  policies for Caliber Energy is presented to
assist in understanding the Company's  consolidated  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  consolidated  financial  statements as of September 30,
2005,  and for the three and nine  month  period  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.

         The accompanying  consolidated  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.

         Several conditions and events cast doubt about the Company's ability to
continue as a "going concern".  The Company is an exploration state company, and
has  incurred net losses of $660,858  for the nine months  ended  September  30,
2005,  losses of $354,649 for the nine months  ended  September  30,  2004,  and
losses of  $1,216,366  since  inception.  The Company has not realized  economic
production from its mineral  properties as of September 30, 2005.  These factors
raise  substantial  doubt  about the  Company's  ability to  continue as a going
concern.  Management continues to actively seek additional sources of capital to
fund current and future operations.  There is no assurance that the Company will
be successful in continuing to raise additional capital,  establishing  probable
or proven  reserves,  or  determining  if the  mineral  properties  can be mined
economically.  These financial  statements do not include any  adjustments  that
might result from the outcome of these uncertainties.

Organization and Basis of Presentation

         Caliber Energy, Inc. (the Company),  an exploration state company,  was
incorporated on November 6, 2002 in the State of Delaware as Twin Ventures, Ltd.
On June 18,  2004,  the Company  changed the name to Rincon  Resources,  Inc. On
March 14, 2005, the Company changed its name to Caliber Energy, Inc. The Company
is headquartered in Tucson, Arizona.





                                        8

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

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

Nature of Operations

         The Company is an  exploration  state oil and gas company.  The Company
also has  interests in mining and mineral  properties.  On November 21, 2002 the
Company  became  actively  engaged  in  acquiring  mineral  properties,  raising
capital, and preparing  properties for production.  The Company did not have any
significant  mining  operations or activities from inception;  accordingly,  the
Company is deemed to be in the exploration  state. For purposes of recording the
Company's  mineral claims in Canada,  the Company  acquired New Heights  Capital
Corporation (a Canadian  corporation)  and  transferred the claims listed in the
following paragraph into the subsidiary in exchange for 100% of the subsidiary's
outstanding stock.

         On November 21, 2002,  the Company  acquired  mineral claims (the "Ritz
Claims")  located in the  Lillooet  Lake Region of Southwest  British  Columbia,
Canada.  The property  consists of twenty unpatented two post mineral claims and
one unpatented four post mineral claim  representing  forty units that have been
staked and  recorded  in the  Lillooet  mining  division.  The  Company  has not
commenced  economic  production and is therefore  still  considered to be in the
exploration stage.

         On July 26, 2004,  the Company  executed an agreement  and made the 1st
statutory  payment  of  $55,000  to  acquire a 75%  interest  in the Tudor  Gold
Property.  The Tudor  Gold  Property  is  located  in  eastern  Ontario,  Canada
approximately 100 miles northeast of Toronto. The property lies within Tudor and
Grimsthorpe Townships. The property consists of twenty-two contiguous unpatented
mining claims containing sixty units covering approximately 2,965 acres of land.
The  Company  intends  to  launch  a  comprehensive,   property  wide,   surface
exploration  program  immediately.  The Company  intends to follow-up with drill
testing of the  mineralized  zones of the  property.  The data  derived from the
drill  testing of the various  zones  should  enable the Company to identify and
assess gold bearing structures to ultimately establish the size and grade of the
gold resource.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation

         The  consolidated  financial  statements  for the three and nine months
ended September 30, 2005 and 2004 include the accounts of Caliber  Energy,  Inc.
and  its  subsidiary  New  Heights  Capital  Corporation.  New  Heights  Capital
Corporation was acquired by the Company on April 22, 2003.

         The  results  of  subsidiaries  acquired  or sold  during  the year are
consolidated  from their effective dates of acquisition  through their effective
dates of disposition.

         All  significant  intercompany  balances  and  transactions  have  been
eliminated.

                                        9

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue and Cost Recognition

         The  Company  uses  the  accrual  basis  of  accounting  for  financial
statement  reporting.  Revenues and expenses are  recognized in accordance  with
Generally  Accepted  Accounting  Principles  for the  industry.  Certain  period
expenses are recorded when obligations are incurred.

Use of Estimates

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

Accounts Receivable, Deposits, Accounts Payable and Accrued Expenses

         Accounts  receivable have historically been immaterial and therefore no
allowance  for  doubtful  accounts  has  been   established.   Normal  operating
refundable  Company  deposits are listed as Other Assets.  Accounts  payable and
accrued  expenses  consist of trade  payables  created from the normal course of
business.

Mineral Properties and Mining Equipment

         Mineral  properties  and  mining  equipment  include  land  and  mining
equipment  carried  at cost.  Mining  equipment  including  mill  facilities  is
depreciated using the  straight-line  method over estimated useful lives of 5 to
15 years,  or the  units-of-production  method  based on  estimated  tons of ore
reserves  if the  equipment  is located at a producing  property  with a shorter
economic life. Mining equipment not in service is not depreciated.

         During  1997,  the  Securities  and  Exchange  Commission  (SEC)  staff
reconsidered  existing accounting  practices for mineral  expenditures by United
States junior mining companies. They now interpret generally accepted accounting
policy for junior mining companies to permit  capitalization  of acquisition and
exploration  costs only after  persuasive  engineering  evidence  is obtained to
support  recoverability  of these costs  (ideally upon  determination  of proven
and/or  probable  reserves  based upon dense  drilling  samples and  feasibility
studies by a recognized independent engineer). Although the Company has obtained
samples,  and an  independent  engineer  has deemed the  properties  may contain
platinum  group metals,  management  has chosen to follow the more  conservative
method of  accounting  by  expensing  all mineral  costs,  for which there is no
feasibility study.

                                       10

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Land Options

         As  noted  above,  since  the  Company  interprets  generally  accepted
accounting  policies to permit  capitalization  of acquisition  costs  including
leases and land  options  only after  persuasive  engineering  evidence has been
obtained to support recoverability of these costs, these costs will be expensed.

Reclamation and Environmental Costs

         Reclamation  costs and  related  accruals  are  based on the  Company's
interpretation of environmental and regulatory  requirements.  Minimum standards
for mine  reclamation have been  established by various  governmental  agencies.
Reclamation,  site  restoration,  and closure costs for each  producing mine are
accrued over the life of the mine using the units-of-production  method. Ongoing
reclamation activities are expensed in the period incurred.

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 one cost center, being Canada. To date the Company
has not established any proven recoverable reserves on its properties.

         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.

                                       11

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 2 - SUMMARY OF SIGNIFICANT 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.

Income  Taxes

         The Company  accounts for income taxes using the liability method which
requires  recognition  of deferred tax  liabilities  and assets for the expected
future tax  consequences  of events  that have been  included  in the  financial
statements or tax returns.  Deferred tax assets and  liabilities  are determined
based on the difference between the financial statements and tax basis of assets
and  liabilities  using  enacted  tax rates in effect  for the year in which the
differences are expected to reverse.

         The  Company's  management  determines  if  a  valuation  allowance  is
necessary to reduce any tax benefits when the available benefits are more likely
than not to expire before they can be used.

Stock  Based  Compensation

         In October  1995,  the  Financial  Accounting  Standards  Board  issued
Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based
Compensation,"  (SFAS  123),  which is  effective  for periods  beginning  after
December  15,  1995.   SFAS  123  requires  that  companies   either   recognize
compensation  expense  for  grants of stock,  stock  options,  and other  equity
instruments based on fair value or provide pro-forma disclosure of the effect on
net income and earnings per share in the Notes to the Financial Statements.  The
Company has adopted SFAS 123 in accounting for stock-based compensation.

Cash  and  Cash  Equivalents, and Credit Risk

         For purposes of reporting  cash flows,  the Company  considers all cash
accounts  with  maturities  of 90 days or less  and  which  are not  subject  to
withdrawal  restrictions  or  penalties,  as cash  and cash  equivalents  in the
accompanying balance sheet.

         The portion of deposits in a  financial  institution  that  insures its
deposits  with the FDIC up to $100,000  per  depositor in excess of such insured
amounts are not subject to insurance and represent a credit risk to the Company.

                                       12

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Foreign Currency Translation and Transactions

         The  Company's  functional  currency  is the  US  dollar.  No  material
translations or transactions have occurred. Upon the occurrence of such material
transactions  or the need for  translation  adjustments,  the Company will adopt
Financial  Accounting  Standard  No. 52 and other  methods  in  conformity  with
Generally Accepted Accounting Principles.

Earnings 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 4,718,200.
There are no dilutive  outstanding  common stock  equivalents  at September  30,
2004.

NOTE 3 - EXPLORATION STATE COMPANY/ GOING CONCERN

         The Company has not begun principal  operations and as is common with a
company  in the  exploration  state,  the  Company  has  had  recurring  losses.
Continuation  of the Company as a going concern is dependent  upon obtaining the
additional  working capital  necessary to be successful in its planned activity,
and the  management of the Company has  developed a strategy,  which it believes
will accomplish this objective  through  additional equity funding and long term
financing, which will enable the Company to operate for the coming year.

NOTE 4  -  AFFILIATES  AND  RELATED  PARTIES

         Significant  relationships with (1) companies affiliated through common
ownership and/or management, and (2) other related parties are as follows:

         On July 26th,  2004, the Company  executed an agreement with Louvicourt
Gold Mines Inc.  and made a first  payment of  $55,000.00  (US) to acquire a 75%
interest and the rights to explore a series of gold occurrences  situated on the
Tudor Gold  Property.  The  President  of  Louvicourt  Gold Mines Inc. is Fenton
Scott,  a related party and father of Graeme F. Scott,  the President and CEO of
the Company.  Additionally,  Graeme F. Scott was a past  director of  Louvicourt
Gold Mines, Inc. See Note 8 for a description of this Project.

         During October 2004,  the Company  received a loan from a related party
for $19,590 for exploration  costs associated with the Tudor Gold Property.  The
loan is due on demand with interest accrued at 5% annually.  In March 2005, this
loan was converted to convertible debentures (see Note 11).

                                       13

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 4  -  AFFILIATES  AND  RELATED  PARTIES (continued)

         During December 2004, the Company received a loan from a shareholder of
$3,245 for payment of accounts payable.  The loan is due on demand with interest
accrued at 5% annually.  In March 2005,  this loan was converted to  convertible
debentures (see Note 11).

NOTE 5 - NOTES PAYABLE

         In  July  2004,  the  Company   received  a  loan  of  $58,000  from  a
third-party.  The loan is due July 14,  2005 with  interest at 5%  annually.  In
March 2005, this loan was converted to convertible debentures (see Note 11).

         In  December  2004,  the  Company  received  a loan of  $20,695  from a
third-party.  The loan is due on demand with  interest at 5% annually.  In March
2005, this loan was converted to convertible debentures (see Note 11).

NOTE 6 -  INCOME  TAXES

         As  of  December  31,  2004,  the  Company  had a  net  operating  loss
carryforward for income tax reporting  purposes of  approximately  $556,000 that
may be offset against future taxable income through 2024. Current tax laws limit
the amount of loss  available to be offset  against future taxable income when a
substantial  change in  ownership  occurs.  Therefore,  the amount  available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the  carryforwards  will expire  unused.  Accordingly,  the potential tax
benefits of the loss  carryforwards  are offset by a valuation  allowance of the
same amount.

NOTE 7 - LONG-TERM DEBT

         On November 21, 2002,  the Company  entered into an agreement  with Mr.
Garth Barton for the purchase of mining property,  the "Ritz Claim",  located in
the Lillooet Lake Region of Southwest British Columbia, Canada. The "Ritz Claim"
is title to forty  (40)  mineral  claim  units  that are  unpatented.  The total
purchase  price of the  claim is  $33,500  due per  terms of the  contract  with
advance  royalties of $25,000 to be paid annually  commencing 36 months from the
date of  signature  of the  agreement.  The  property  is  subject  to a royalty
agreement.

         The  contract  payment  schedule  calls  for  $13,500  to be paid  upon
delivery of a summary  geological  report and  transfer of property  title.  The
$13,500 was paid per the contract.  On February 28, 2003 a payment of $2,500 was
made per contract schedule.  Twelve months from the date of title  registration,
$2,500 becomes due with another $2,500 due twenty four months from such date. No
later than thirty six months from the date of  signature  on the  contract,  the
balance of payment is due for a total purchase price of $33,500.

                                       14

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 8 -  SHAREHOLDERS'  EQUITY

Preferred Stock

         The Company has authorized ten million (10,000,000) shares of preferred
stock with a par value of $.0001, none of which have been issued.

Common Stock

         The Company has authorized five hundred million (500,000,000) shares of
common stock with a par value of $.0001.

         On April 8, 2004,  180,000,000 shares were returned to the treasury and
cancelled.

         On July 23, 2004,  the Company did a 10 to 1 forward stock split of its
issued  and  outstanding  shares  of  common  stock  from  9,257,000  shares  to
92,570,000  shares. All references to common stock have been adjusted to reflect
the stock split.

         On April 6, 2005,  29,975,000  shares of common stock were  returned to
the treasury and cancelled.

Common Stock Subscribed and Issued for Cash

         During  December,  2002, the Company  undertook an offering exempt from
registration  pursuant to Section  4(2) of the  Securities  Act of 1933 to raise
$16,000 in the issuance of 32,000,000  shares of common stock for the purpose of
the acquisition and exploration of mining properties.  The Company's  management
considers this offering to be exempt under the Securities Act of 1933.

         During  March 2003,  the  Company  undertook  a  Regulation  D Rule 506
private  placement  offering to raise $14,250 for the issuance of 570,000 shares
of common stock for the purpose of mineral exploration. The Company's management
considers this offering to be exempt under the Securities Act of 1933.

Common Stock to be Issued

         On July 26, 2004, the Company entered into a property option  agreement
with Louvicourt Gold Mines,  Inc. As part of this agreement,  the Company was to
issue 100,000 shares of common stock upon the execution of the agreement.  As of
December 31, 2004, the Company has expensed $19,000 in exploration costs related
to the 100,000 shares of common stock due upon  execution of the agreement.  The
shares were value at $.19 per share and as of September  30, 2005,  had not been
issued.

                                       15

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 8 -  SHAREHOLDERS'  EQUITY (continued)

Common Stock Recorded as Compensation

         The Company does not have an employee stock compensation package set up
at this time. The stock compensation that has been granted falls under Rule 144.
Compliance with Rule 144 is discussed in the following paragraph.

         In general,  under Rule 144 as  currently  in effect,  a person who has
beneficially  owned shares of a company's  common stock for at least one year is
entitled to sell within any three month  period a number of shares that does not
exceed the greater of:

1.       1% of  the  number  of  shares  of  the  company's  common  stock  then
         outstanding  which,  in our case,  would  equal  approximately  280,380
         shares as of the date of the prospectus; or
2.       The average weekly trading volume of the company's  common stock during
         the four  calendar  weeks  preceding the filing of a notice on form 144
         with respect to the sale.

         Sales under Rule 144 are also subject to manner of sale  provisions and
notice  requirements and to the availability of current public information about
the company.

         The Company  records  stock issued for services and future  services at
the fair value of the stock issued,  if known, or the fair value of the services
if the fair value of the stock is not determined and no value is contemplated in
the  contract.  The stock is  recorded  as issued in the  equity  section of the
financial  statements  when a contract  for  services is entered  into for stock
compensation.

NOTE 9 - MINERAL RIGHTS

         On November 21, 2002,  the Company  entered into an agreement  with Mr.
Garth Barton for the purchase of mining property,  the "Ritz Claim",  located in
the Lillooet Lake Region of Southwest British Columbia, Canada. The "Ritz Claim"
is title to forty  (40)  mineral  claim  units  that are  unpatented.  The total
purchase  price of the  claim is  $33,500  due per  terms of the  contract  with
advance  royalties of $25,000 to be paid annually  commencing 36 months from the
date of signature of the  agreement.  Failure to pay the advance  royalties will
cause a reversion of the property  within 10 days of such failure.  The property
is subject to a 2 1/2% Net Smelter Royalty (NSR) and a 7 1/2% Gross Rock Royalty
(GRR).  1 1/2% of the NSR can be acquired for $1.0 million within 12 months from
the  commencement of commercial  production.  Mr. Barton is required to keep the
claims in good  standing for at least 18 months from the date of the  agreement.
In addition,  Mr.  Barton will provide  geological  consulting  services for the
claims and will  maintain the claims in good  standing for a period of 36 months
with fees advanced by the Company prior to the anniversary  dates from signature
of the  agreement.  Said fees are to be deducted from the total cost.  All costs
related to this claim have been expensed in accordance  with Generally  Accepted
Accounting Principals for the industry.

                                       16

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 9 - MINERAL RIGHTS (continued)

         On April 22, 2003, the Company  acquired the  outstanding  common share
(one common  share) of New Heights  Capital  Corporation,  an inactive  Canadian
corporation, for the purpose of recording the Company's Canadian "Ritz Claim" in
a Canadian  corporation  as required.  The "Ritz Claim" was  transferred  to the
subsidiary in exchange for the subsidiary's  outstanding  common share of stock.
New Heights  Capital  Corporation is a wholly owned  Canadian  subsidiary of the
Company.

         On July 26, 2004,  the Company  executed a Property  Option  Agreements
with Louvicourt Gold Mines,  Inc.  ("Louvicourt")  (see Note 3) to acquire a 75%
interest in the Tudor Gold  Property.  The Company  agreed to make the following
cash and share option payments to Louvicourt:

         1. $55,000 upon the full execution of the Agreement.
         2.  $55,000  on or before one year from the date of full  execution  of
         this  Agreement.  3. 100,000 shares of common stock upon full execution
         of this  Agreement,  and 4. 200,000 shares of common stock on or before
         one year from the date of full
                  execution of this Agreement.

         The Company also agreed to fund work programs on the mineral  claims by
advancing exploration funds to Louvicourt on the following basis:

         1.       by no later  than July 31,  2004,  the  Company  will  advance
                  Exploration Funds of $150,000
         2.       by no later than one year from the signing of this  Agreement,
                  the  Company  will  advance  additional  Exploration  Funds of
                  $350,000;
         3.       by no later than two years from the signing of this Agreement,
                  the  Company  will  advance  additional  Exploration  Funds of
                  $250,000; and
         4.       by no later than 4 years from the  signing of this  Agreement,
                  the  Company  will  advance  additional  Exploration  Funds of
                  $1,250,000.

         Provided  the Company has made the option  payments  and  advanced  the
exploration  funds required for work programs  costing a total of $750,000,  the
Company  shall have  earned an  immediately  vested 50%  interest in the mineral
claims.  Provided  the Company has made the option  payments  and  advanced  the
exploration funds required for work programs costing a total of $1,250,000,  the
Company shall have earned an immediately  vested  additional 25% interest in the
mineral  claims,  bringing the Company's total interest in the mineral claims to
75%.

         As of  September  30,  2005,  the  Company has paid  Louvicourt  a cash
payment of $55,000 as part of this  agreement.  The $55,000 was expensed in 2004
as part of  exploration  costs.  The Company  has  accrued  $150,000 in accounts
payable  for the  exploration  funds due on July 31,  2004.  This  $150,000  was
expensed in 2004 as part of exploration costs. The Company also expensed $19,000
in  exploration  costs in 2004 related to the 100,000 shares of common stock due
upon execution of the agreement. The shares were valued at $.19 per share and as
of September 30, 2005, had not been issued.

                                       17

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 9 - MINERAL RIGHTS (continued)

         The Tudor Gold Property is located in Tudor and  Grimsthorpe  Townships
in the  Madoc-  Bancroft  region of the  Providence  of  Ontario  and is located
approximately 100 miles northeast of Toronto,  Canada.  The property consists of
twenty-two  contiguous  unpatented mining claims containing sixty units covering
approximately   2,965  acres  of  land.   The   Company   intends  to  launch  a
comprehensive,  property wide, surface  exploration  program  immediately.  Once
further funding is acquired and the agreement can be fully executed, the Company
intends  to  follow-up  with  drill  testing  of the  mineralized  zones  of the
property.  The data derived from the drill  testing of the various  zones should
enable the Company to identify and assess gold bearing  structures to ultimately
establish the size and grade of the gold resource.

NOTE 10 -  COMMITMENTS  AND  CONTINGENCIES

         As of September 30, 2005 and 2004,  all  activities of the Company have
been  conducted  by  corporate  officers  from  either  their  homes or business
offices.  Currently,  there are no outstanding debts owed by the company for the
use of these  facilities  and there are no  commitments  for  future  use of the
facilities.

         The  Company's  "Ritz  Claims" will revert back to the seller within no
less  than a 10 day  period  if the  Company  fails to make the  $25,000  annual
advance  royalty  payments per the sales contract  commencing 36 months from the
date of the contract.

         On June 1, 2004, the Company  entered into a consulting  agreement with
Mr. Robert  McIntosh.  Mr. McIntosh will provide  geological and  administrative
services to the Company for $3,000 per month.

         Management  is not aware of any  contingent  matters  that could have a
material  adverse  effect  on the  Company's  financial  condition,  results  of
operations, or liquidity.

NOTE 11 - CONVERTIBLE DEBENTURES

         On March 9, 2005, the Company executed three Convertible Debentures for
up to $870,000. The notes are due and payable in full on or before March 9, 2006
and carry 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 $.10 per share.

         On March 9, 2005, the Company sold $383,610 of convertible  debentures.
On that date the fair market value of the stock was $.20.  Since the fair market
value of the stock was greater than the  conversion  price of $.10,  the Company
has recognized interest expense of $383,610.


                                       18

<PAGE>



                              CALIBER ENERGY, INC.
                         (An Exploration State Company)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (continued)

NOTE 11 - CONVERTIBLE DEBENTURES (continued)

         On June 1, 2005, the Company sold $50,000 of convertible debentures. On
that date the fair  market  value of the stock was $.18.  Since the fair  market
value of the stock was greater than the  conversion  price of $.10,  the Company
has recognized interest expense of $40,000.

         On June 10, 2005, the Company sold $29,842 of  convertible  debentures.
On that date the fair value of the stock was $.16.  Since the fair market  value
of the stock was  greater  than the  conversion  price of $.10,  the Company has
recognized interest expense of $17,905.

         As of  September  30,  2005,  the  Company had  received  approximately
$463,453 from the  convertible  debentures.  As of September  30, 2005,  accrued
interest on convertible debentures was $14,313.

NOTE 12 - OIL AND GAS PROPERTIES

         On March 28, 2005,  the Company  entered into an agreement  with Salida
Capital,  Inc.  (Salida)  whereby  the  Company  will be  entitled to 49% of the
benefits and interests earned by Salida, pursuant to an agreement between Salida
and Vega  Resources,  Ltd.  (Vega),  on  certain  lands  known  as the  Bolloque
Prospect,  located in the  Province  of  Alberta.  To earn the  interest  in the
Bolloque  Prospect,  the Company shall be required to assume the  obligations of
Salida  pursuant to Salida's  agreement  with Vega,  including the drilling of a
test well, and the drilling of two additional  option wells.  If all three wells
are not drilled and completed,  or capped and abandoned, as the case may be, the
Company will earn no interest in the  Bolloque  Prospect.  As of  September  30,
2005, the Company paid $40,999 towards the drilling of wells. All of these costs
have been capitalized.

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

         The  following  discussion  and  analysis  provides  information  which
management  believes is  relevant  to an  assessment  and  understanding  of our
results of operations and financial condition.  The discussion should be read in
conjunction  with our financial  statements and notes thereto  appearing in this
prospectus.

         The accompanying  financial statements have been prepared assuming that
we will continue as a going concern.  As discussed in the notes to the financial
statements, we have experienced losses

                                       19

<PAGE>



from inception.  Our financial  position and operating results 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.

         The  following   discussion  and  analysis   contains   forward-looking
statements, which involve risks and uncertainties. Our actual results may differ
significantly  from the  results,  expectations  and  plans  discussed  in these
forward-looking statements.

         Caliber has been  continuing  to move  forward its Russian coal project
efforts during the quarter and has made progress. On September 28th, the Company
updated this progress and events relating to Caliber's coal and oil & gas energy
projects.  Caliber  signed a Letter of Intent  (L.O.I) to acquire  certain  Coal
Mining  Licenses  in the  Sakha-Yakutsk  region of the Russian  Federation.  The
acquisition is subject to a due diligence process as well as site and facilities
inspection.  Recently,  a major  Russian  integrated  mining and steel group was
reported  to have paid over $10 million for an  equivalent  coal  license in the
region.  Caliber  maintains a strategic and  competitive  advantage  through its
existing joint venture  partnership with Canadian based Dolman  Investments Ltd.
and local Russian operating groups.

         The Company  reported that the scope of the previously  announced "Coal
Sales  Agreement" from sales contracts to export coal has increased from 500,000
metric tonnes of  metallurgical  grade coal to include an additional 3.0 million
tonnes of  thermal  coal.  The timing of the  implementation  of this coal sales
program has encountered a delay due to the increased scope of the aforementioned
additional thermal coal contact. The Company announced that it would report when
these important sales contracts are finalized.

         In addition,  Caliber has reduced its participation in the Bolloque oil
play located  Alberta  Canada in order to fully  concentrate on the Russian coal
ventures.  Caliber  retained a 10%  carried  working  interest  in the  Bolloque
Project  and  the  7-1-64-25W4M  well.  Caliber  is now  carried  on  all  costs
pertaining to the drilling and completion of the 7-1 well.

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

                                       20

<PAGE>



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

         None.

ITEM 2.  CHANGES IN SECURITIES

         None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.

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

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.


                                       21

<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.


Caliber Energy, Inc.
(Registrant)


DATE:      November 4, 2005




/S/     Graeme Scott
Graeme Scott
President, CEO and Director
(Principal Executive Officer)

/S/     David Naylor
David Naylor
Treasurer, CFO and Director
(Principal Financial Officer)


























                                       22