*Table
          of Contents*





**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549




**FORM
      10-KSB/A**




**Amendment
      No. 2**




ANNUAL
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


For
      the
      fiscal year ended December 31, 2007




Commission
      File Number 000-52272




**ZULU
      ENERGY CORP.**


(Exact
      name of registrant as specified in its charter)




**Colorado**
            
            **20-3281304**State
                or other jurisdiction of
            
            (I.R.S.
                Employerincorporation
                or organization
            
            Identification
                No.)





122
      N.
      Main Street, Sheridan, Wyoming 82801


(Address
      of principal executive offices) (Zip Code)




307-673-0800


(Issuer’s
      telephone number)




N/A


(Former
      Address)




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




Securities
      registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.001
      per share




Check
      whether the issuer is not required to file reports pursuant to Section 13 or
      15(d) of the Exchange Act. o




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 o




Check
      if
      no disclosure of delinquent filers in response to Item 405 of Regulation S-B
      is
      contained in this form, and no disclosure will be contained, to the best of
      registrant’s knowledge, in definitive proxy or information statements
      incorporated by reference in Part III of this Form 10-KSB/A or any amendment
      to
      this Form 10-KSB/A o




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




Issuer’s
      revenues for the year ended December 31, 2007 was $0.00.




State
      the
      aggregate market value of the voting and non-voting common equity stock held
      by
      non-affiliates computed by reference to the price at which the common equity
      was
      sold, or the average bid and asked price of such common equity, as of a
      specified date within the past 60 days: $73,840,000 on March 7, 2008. Without
      asserting that any director or executive officer of the issuer, or the
      beneficial owner of more than five percent of the issuer’s common stock, is an
      affiliate, the shares of which they are the beneficial owners have been deemed
      to be owned by affiliates solely for this calculation.




The
      number of shares outstanding of each of the issuer’s classes of common equity,
      as of the latest practicable date: 88,000,000 as of April 28, 2008 .




**DOCUMENTS
      INCORPORATED BY REFERENCE**




Not
      applicable.




Transitional
      Small Business disclosure format (check one): Yes o No
x
















**EXPLANATORY
      NOTE**





This
      Amendment No. 2 to Form 10-KSB/A (this “Amendment”) amends the items identified
      below with respect to our
      Annual Report on Form 10-KSB for the fiscal year ended December 31, 2007,
      originally filed with
      the
      Securities and Exchange Commission (the “SEC”) on
      April
      15, 2008 (the “Original Filing”) and to our
      Amendment No. 1 to Form 10-KSB/A for the fiscal year ended December 31,
      2007, originally filed with the SEC on April 29, 2008 (the “Amendment No. 1”).





As
      previously disclosed in the Current Report on Form 8-K filed with the SEC on
      May
      14, 2008, our Board of Directors on May 12, 2008, concluded that the Company’s
      previously filed audited financial statements for the fiscal years ended June
      30, 2007 and December 31, 2007 and the quarterly period ended September 30,
      2007
      should no longer be relied upon and need to be restated as a result of our
      determination that we previously misstated (i) our authorized shares of common
      stock as 500 million, when, in fact, our authorized shares of common stock
      is
      100 million and (ii) the par value of our common stock as $0.0001, when, in
      fact, the par value of our common stock is $0.001.





Authorized
      officers of the Company discussed this matter with our current and former
      independent public accounting firms who agreed that the Company's previously
      issued financial statements described above could not be relied upon and needed
      to be restated. See “Note 11 - Restatement” in the Notes to Financial Statements
      for further details.





This
      Amendment only amends certain information in (i) Item 7 (Financial
      Statements) of the Original Filing and such amendment with respect to
      Item 7 reflects the restatement of the financial statements as described
      above and (ii) Item 12 (Certain Relationships and Related Transactions) to
      include certain information that was inadvertently omitted from Amendment No.
      1.





Except
      as
      described above, no other changes have been made to the Original Filing or
      Amendment No. 1. The Original Filing continues to speak as of the date of the
      Original Filing, and we have not updated the disclosures contained therein
      to
      reflect any events which occurred at a date subsequent to the filing of the
      Original Filing. The Amendment No. 1 continues to speak as of the date of the
      filing of the Amendment No. 1, and we have not updated the disclosures contained
      therein to reflect any events which occurred at a date subsequent to the filing
      of the Amendment No. 1. Except
      for the foregoing amended information, this Amendment continues to describe
      conditions as of the date of the Original Filing and Amendment No. 1, as the
      case may be, and the disclosures contained herein have not been updated to
      reflect events, results or developments that have occurred after the Original
      Filing or Amendment No. 1, as the case may be, or to modify or update those
      disclosures affected by subsequent events.





In
      addition, in connection with the filing of this Amendment, and pursuant to
      Rule
      12b-15 and 13a-14 under the Exchange Act, we are including with this Amendment
      currently dated certifications. The Original Filing also included a cautionary
      statement concerning forward-looking statements, which is also applicable to
      this Amendment.




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**TABLE
      OF CONTENTS**





**FORM
      10-KSB/A ANNUAL REPORT**




**ZULU
      ENERGY CORP.**




PART
                II
            
            1ITEM
                7.
            FINANCIAL
                STATEMENTS
            1PART
                III
            
            21ITEM
                12.
            CERTAIN
                RELATIONSHIPS AND RELATED
                TRANSACTIONS
            21ITEM
                13.
            EXHIBITS
            21SIGNATURES
            22




A s
      used in
      this document, references to “Zulu Energy”, “our company”, “the Company”, “we”,
“us”, and “our” refer to Zulu Energy Corp. and its directly and indirectly
      wholly-owned subsidiaries.




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**PART
      II**





**ITEM
      7.****FINANCIAL
      STATEMENTS**




**REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**




To
      the
      Board of Directors and


Stockholders
      of ZULU ENERGY CORP. AND SUBSIDIARIES




We
      have
      audited the accompanying consolidated balance sheets of ZULU Energy Corp. and
      Subsidiaries as of December 31, 2007 and 2006, and the related consolidated
      statements of income, stockholders’ equity and comprehensive income, and cash
      flows for each of the years in the two-year period ended December 31, 2007,
      and
      for the period from August 11, 2005 (inception) to December 31, 2007. ZULU
      Energy Corp.’s management is responsible for these financial statements. Our
      responsibility is to express an opinion on these financial statements based
      on
      our audits.




We
      conducted our audits in accordance with the standards of the Public Company
      Accounting Oversight Board (United States). Those standards require that we
      plan
      and perform the audit to obtain reasonable assurance about whether the financial
      statements are free of material misstatement. The company is not required to
      have, nor were we engaged to perform, an audit of its internal control over
      financial reporting. Our audit included consideration of internal control over
      financial reporting as a basis for designing audit procedures that are
      appropriate in the circumstances, but not for the purpose of expressing an
      opinion on the effectiveness of the company’s internal control over financial
      reporting. Accordingly, we express no such opinion. An audit also includes
      examining, on a test basis, evidence supporting the amounts and disclosures
      in
      the financial statements, assessing the accounting principles used and
      significant estimates made by management, as well as evaluating the overall
      financial statement presentation. We believe that our audits provide a
      reasonable basis for our opinion.




In
      our
      opinion, the consolidated financial statements referred to above present fairly,
      in all material respects, the financial position of ZULU Energy Corp. and
      Subsidiaries as of December 31, 2007 and 2006, and the results of its operations
      and its cash flows for each of the years in the two-year period ended December
      31, 2007, and for the period from August 11, 2005 (inception) to December 31,
      2007 in conformity with accounting principles generally accepted in the United
      States of America.




The
      accompanying consolidated financial statements have been prepared assuming
      that
      the Company will continue as a going concern. As discussed in Note 1 to the
      financial statements, the Company has suffered recurring losses from operations,
      net capital deficiencies, and negative cash flows from operations that raise
      substantial doubt about its ability to continue as a going concern. Management’s
      plan in regard to these matters are also described in Note 1. The financial
      statements do not include any adjustments that might result from the outcome
      of
      this uncertainty.




**De
      Leon & Company, P.A.**




Pembroke
      Pines, Florida




April
      12,
      2008, except as to notes 3, 5, 6, 11, and 12 which date is June 1,
      2008.




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**ZULU
      ENERGY CORP. & SUBSIDIARIES**


(Formerly
      Global Sunrise, Inc.)


(An
      Exploration Stage Company)


AUDITED
      CONSOLIDATED BALANCE SHEETS AS AT





December
                31,
            
            December
                31,2007
            
            2006**ASSETS**Current
                AssetsCash
                and cash equivalents
            
            $
            17,598
            
            $
            —Prepaid
                Expenses
            
            
            5,468
            
            
            3,723Total
                Current Assets
            
            
            23,066
            
            
            3,723Fixed
                Assets, net
            
            
            216
            
            
            —Oil
                and Gas Properties
            
            
            29,575
            
            
            —Prospecting
                Licenses
            
            
            3,000,000
            
            
            —Total
                Assets
            
            $
            3,052,857
            
            $
            3,723**LIABILITIES
                AND STOCKHOLDERS’ DEFICIT**Current
                LiabilitiesAccounts
                Payables
            
            $
            266,380
            
            $
            —Accrued
                Expenses
            
            
            63,333
            
            
            —Loan
                payable to shareholder
            
            
            252,083
            
            
            34,826Liability
                - acquisition of prospecting licenses rights
            
            
            3,000,000
            
            
            —Liabilities
                to Government of Botswana
            
            
            4,561,393
            
            
            —Total
                Current Liabilities
            
            $
            8,143,189
            
            $
            34,826Stockholders’
                Deficit:Preferred
                Stock, $.001 par value; authorized 10,000,000 shares, none
                issued
            
            
            —
            
            
            —Common
                stock 100,000,000 shares authorized at $0.001 par value, 82,000,000
                shares
                and 600,000 shares issued and outstanding at 12/31/2007 and 12/31/2006
                respectively.
            
            
            82,000
            
            
            600Additional
                paid-in capital
            
            
            (411,724
            )
            
            (598
            )Deficit
                accumulated during the exploration stage
            
            
            (4,840,906
            )
            
            (31,105
            )Subscription
                receivable
            
            
            (98
            )Accumulated
                other comprehensive income
            
            
            80,396
            
            
            —Total
                Stockholders’ Deficit
            
            
            (5,090,332
            )
            
            (31,103
            )Total
                Liabilities and Stockholders’ Deficit
            
            $
            3,052,857
            
            $
            3,723


The
        accompanying notes are an integral part of these financial
        statements


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**ZULU
      ENERGY CORP. & SUBSIDIARIES**


(Formerly
      Global Sunrise, Inc.)


(An
      Exploration Stage Company)





CONSOLIDATED
      STATEMENT OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31, 2007 AND
      2006


AND
      THE
      PERIOD FROM AUGUST 11, 2005 (INCEPTION) TO DECEMBER 31, 2007




YEAR
                ENDED
              DECEMBER
                31, 2007
            
            YEAR
                ENDED
              DECEMBER
                31, 2006
            
            FOR
                THE PERIOD FROM AUGUST 11, 2005 (INCEPTION) TO DECEMBER 31,
                2007Revenue
            
            $
            —
            
            $
            —
            
            $
            —Operating
                expenses
            
            
            4,748,830
            
            
            24,018
            
            
            4,779,935Loss
                from operations before Minority Interest
            
            
            (4,748,830
            )
            
            (24,018
            )
            
            (4,779,935
            )Minority
                Interest
            
            
            2,303,022
            
            
            —
            
            
            2,303,022Taxes
            
            
            —
            
            
            —
            
            
            —Loss
                for the period
            
            $
            (2,445,808
            )
            $
            (24,018
            )
            $
            (2,476,913
            )Other
              Comprehensive Income:Foreign
                currency translation
            
            
            80,396
            
            
            —
            
            
            80,396Total
                Comprehensive Loss
            
            $
            (2,365,412
            )
            $
            (24,018
            )
            $
            (2,396,517
            )Comprehensive
                Loss per Share:Primary
            
            $
            (0.14
            )
            $
            (0.04
            )Weighted
                Average Shares Outstanding
            
            
            16,969,315
            
            
            600,000


The
        accompanying notes are an integral part of these financial
        statements


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**ZULU
      ENERGY CORP. & SUBSIDIARIES**


(Formerly
      Global Sunrise, Inc.)


(An
      Exploration Stage Company)


CONSOLIDATED
      STATEMENT OF STOCKHOLDERS’ DEFICIT


For
      the
      period from August 11, 2005 (Date of Inception) to December 31,
      2007




DeficitAccumulatedCommon
                    Stock
                
                Additional
                
                Other
                
                During
                    the
                
                
                
                TotalNumber
                
                
                
                Paid
                    In
                
                Comprehensive
                
                Exploration
                
                Subscription
                
                StockholdersShares
                
                Amount
                
                Capital
                
                Income
                
                Stage
                
                Receivable
                
                (Deficiency)Balance
                    on Date of Inception
                
                
                —
                
                $
                —
                
                $
                —
                
                $
                —
                
                $
                —
                
                
                
                
                $
                —Issuance
                    of common stock-Aug. 11, 2005
                
                
                600,000
                
                
                600
                
                
                (598
                )
                
                —
                
                
                —
                
                
                
                
                
                2Net
                    loss for the year 2005
                
                
                —
                
                
                —
                
                
                —
                
                
                —
                
                
                (7,087
                )
                
                —
                
                
                (7,087
                )Balance,
                    December 31, 2005
                
                
                600,000
                
                
                600
                
                
                (598
                )
                
                —
                
                
                (7,087
                )
                
                
                
                
                (7,085
                )Net
                    loss for the year 2006
                
                
                —
                
                
                —
                
                
                —
                
                
                —
                
                
                (24,018
                )
                
                —
                
                
                (24,018
                )Balance,
                    December 31, 2006
                
                
                600,000
                
                
                600
                
                
                (598
                )
                
                —
                
                
                (31,105
                )
                
                
                
                
                (31,103
                )Net
                    Loss for the year ended Dec 31, 2007
                
                
                —
                
                
                —
                
                
                —
                
                
                80,396
                
                
                (2,445,808
                )
                
                
                
                
                (2,365,412
                )Shares
                    Issued - Subscription receivable
                
                
                29,400,000
                
                
                29,400
                
                
                (29,302
                )
                
                —
                
                
                —
                
                
                (98
                )
                
                —Issuance
                    of common stock Dec 20, 2007 for Net Assets of Zulu Energy
                    Corp.
                
                
                52,000,000
                
                
                52,000
                
                
                (381,824
                )
                
                
                
                
                
                
                
                
                
                
                (329,824
                )Minority
                    Interest Acquired
                
                
                —
                
                
                —
                
                
                —
                
                
                —
                
                
                (2,363,993
                )
                
                —
                
                
                (2,363,993
                )Balance,
                    December 31, 2007
                
                
                82,000,000
                
                
                82,000
                
                
                (411,724
                )
                
                80,396
                
                
                (4,840,906
                )
                
                (98
                )
                
                (5,090,332
                )


The
      accompanying notes are an integral part of these
      financial statements





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**ZULU
      ENERGY CORP. & SUBSIDIARIES**


(Formerly
      Global Sunrise, Inc.)


(An
      Exploration Stage Company)


AUDITED
      CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE


YEARS  ENDED
      DECEMBER 31, 2007 AND 2006 AND FOR THE PERIOD FROM


AUGUST
      11, 2005 (DATE OF INCEPTION) TO DECEMBER 31, 2007




For
                the PeriodFrom
                August 11, 2005Year
                Ended
            
            Year
                Ended
            
            (Inception)
                toDecember
                31,
            
            December
                31,
            
            December
                31,2007
            
            2006
            
            2007Cash
                Flows from Operating Activities :Net
                loss for the period
            
            $
            (2,445,808
            )
            $
            (24,018
            )
            $
            (2,476,913
            )Adjustments
                to reconcile net income to net cash used by operating
                activities:Depreciation
            
            
            82
            
            
            —
            
            
            82Changes
                in working capital balances:Prepaid
                expenses
            
            
            (1,745
            )
            
            —
            
            
            (5,468
            )Other
                liabilities, net of minority interest
            
            
            2,197,400
            
            
            —
            
            
            2,197,400Accounts
                payable and accrued expenses
            
            
            35,448
            
            
            —
            
            
            35,448Net
                cash used by operating activities
            
            
            (214,623
            )
            
            (24,018
            )
            
            (249,451
            )Cash
                Flows used in Investing Activities:Cash
                acquired upon investment in subsidiary
            
            
            17,452
            
            
            —
            
            
            17,452Fixed
                Assets
            
            
            (298
            )
            
            
            
            
            (298
            )Oil
                and gas properties
            
            
            (29,575
            )
            
            —
            
            
            (29,575
            )Net
                cash used by investing activities
            
            
            (12,421
            )
            
            —
            
            
            (12,421
            )Cash
                Flows from Financing Activities:Issuance
                of common stock
            
            
            —
            
            
            —
            
            
            2Increase
                in shareholder loan
            
            
            164,246
            
            
            24,018
            
            
            199,072Net
                cash provided by financing activities
            
            
            164,246
            
            
            24,018
            
            
            199,074Effects
                on exchange rates on cash
            
            
            80,396
            
            
            —
            
            
            80,396Increase
                in cash and cash equivalents
            
            
            17,598
            
            
            —
            
            
            17,598Cash
                and cash equivalents, beginning of period
            
            
            —
            
            
            —
            
            
            —Cash
                and cash equivalents, end of the period
            
            $
            17,598
            
            $
            —
            
            $
            17,598





Supplemental
      Disclosures:


The
      Company did not pay any interest or taxes during the above periods.





Non-cash
      financing and investing activities:


The
      Company issued 52,000,000 shares of common stock for net monetary liabilities
      of
      $ 329,824 .






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Note
                1
            Significant
                Accounting Policies




Basis
      of Presentation




These
      consolidated financial statements include the accounts of Zulu Energy Corp.
      (“Zulu Energy”) and its wholly owned subsidiaries, Nyati Mauritius Limited
      (“Nyati Mauritius”), Nyati Resources Limited (“Nyati Resources”), and Nyati
      Botswana (Proprietary) Limited (“Nyati Botswana”). Collectively, the
      consolidated entities are referred to herein as the (“Company”). All significant
      inter-company transactions have been eliminated.




GoingConcern




The
      Company’s financial statements have been prepared on a going concern basis which
      contemplates the realization of assets and the settlement of liabilities and
      commitments in the normal course of business. The Company’s net loss for the
      year ended December 31, 2007 totaled $2,365,412 and accumulated losses through
      December 31, 2007 totaled $4,760,510. As of December 31, 2007 the Company’s
      working capital deficiency totaled $8,120,123 and its shareholder deficit
      totaled $5,090,332. These factors raise substantial doubt the Company’s ability
      to continue as a going concern.




The
      Company’s ability to continue as a going concern will be dependent upon its
      ability to obtain sufficient financing to pay its existing creditors, cover
      its
      operating overhead, and fund oil and gas exploration and production projects.
      Other market factors such as the price of oil, gas and other natural resources
      upon extraction at prices sufficient to generate profitable operations may
      impact the Company’s ability to continue as a going concern.




The
      financial statements do not include any adjustments that might be necessary
      if
      the Company is unable to continue as a going concern.




Exploration
      Stage Company




The
      Company is in the exploration stage. In December 2007, Zulu Energy acquired
      oil
      and gas licenses and drilling rights located in Botswana, Africa. The
      recoverability of the cost of capitalized oil and gas properties are dependent
      upon the discovery of recoverable reserves, the Company’s ability to obtain the
      necessary funding to extract the reserves and the sale of production at
      profitable market prices.




The
      Company complies with Financial Accounting Standards Board Statement No. 7
      and
      SEC Guide 7 for its characterization of the Company as exploration
      stage.




Cash
      and Cash Equivalents




The
      Company considers all investments purchased with a maturity of three months
      or
      less to be cash equivalents.




Concentration
      of Credit Risk




Financial
      instruments which potentially subject the Company to credit risk consist
      principally of cash. The Company maintains its cash with a quality financial
      institution. The Company did not maintain a balance in excess of the FDIC
      insured amount of $100,000 at any time during the year ended December 31,
      2007.




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Oil
      and Gas Activities - Successful
      Efforts Method of Accounting




On
      April
      4, 2005, the FASB adopted FASB Staff Position FSP FAS 19-1 that amends Statement
      of Financial Accounting Standards No. 19 (FAS 19), Financial Accounting and
      Reporting by Oil and Gas Producing Companies, to permit the continued
      capitalization of exploratory well costs beyond one year if (a) the well found
      a
      sufficient quantity of reserves to justify its completion as a producing well
      and (b) the entity is making sufficient progress assessing the reserves and
      the
      economic and operating viability of the project.




The
      Company accounts for its crude oil development and natural gas development
      activities utilizing the successful efforts method of accounting. Under this
      method, costs of productive exploratory wells, development dry holes and
      productive wells and undeveloped leases are capitalized. Oil and gas lease
      acquisition costs are also capitalized. Exploration costs, including personnel
      costs, certain geological and geophysical expenses and daily rentals for oil
      and
      gas leases, are charged to expense as incurred. Exploratory drilling costs
      are
      initially capitalized, but charged to expense if and when the well is determined
      not to have found reserves in commercial quantities. The sale of a partial
      interest in a proved property is accounted for as a cost recovery and no gain
      or
      loss is recognized as long as this treatment does not significantly affect
      the
      unit-of-production amortization rate. A gain or loss is recognized for all
      other
      sales of producing properties.




The
      application of the successful efforts method of accounting requires managerial
      judgment to determine that proper classification of wells designated as
      developmental or exploratory which will ultimately determine the proper
      accounting treatment of the costs incurred. The results from a drilling
      operation can take considerable time to analyze and the determination that
      commercial reserves have been discovered requires both judgment and industry
      experience. Wells may be completed that are assumed to be productive and
      actually deliver oil and gas in quantities insufficient to be economic, which
      may result in the abandonment of the wells at a later date. Wells are drilled
      that have targeted geologic structures that are both developmental and
      exploratory in nature and an allocation of costs is required to properly account
      for the results. Delineation seismic incurred to select development locations
      within an oil and gas field is typically considered a development cost and
      capitalized, but often these seismic programs extend beyond the reserve area
      considered proved and management must estimate the portion of the seismic costs
      to expense. The evaluation of oil and gas leasehold acquisition costs requires
      managerial judgment to estimate the fair value of these costs with reference
      to
      drilling activity in a given area. Drilling activities in an area by other
      companies may also effectively condemn leasehold positions.




Revenue
      Recognition




The
      Company has not earned any revenues since its inception. Oil and gas revenues
      will be recorded at such time as the Company has delivered and transferred
      title
      to a purchaser of its product and the price has been reasonably determined.




AssetRetirement
      Obligations




The
      Corporation recognizes the value of a liability for an asset retirement
      obligation in the year in which a reasonable estimate of value can be
      made.




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Changes
      in the liability for an asset retirement obligation due to the passage of time
      will be measured by applying an interest method of allocation. The amount will
      be recognized as an increase in the liability and an accretion expense in the
      statement of operations. Changes resulting from revisions to the timing or
      the
      amount of the original estimate of undiscounted cash flows are recognized as
      an
      increase or a decrease in the carrying amount of the liability for an asset
      retirement obligation and the related asset retirement cost capitalized as
      part
      of the carrying amount of the related long-lived asset. As at December 31,
      2007
      the value of the oil and gas property’s site restoration costs is
      insignificant.




Environmental
      Costs




Environmental
      expenditures that relate to current operations are expensed or capitalized
      as
      appropriate. Expenditures that relate to an existing condition caused by past
      operations, and which do not contribute to current or future revenue generation,
      are expensed. Liabilities are recorded when environmental assessments and/or
      remedial efforts are probable, and the cost can be reasonably estimated.
      Generally, the timing of these accruals coincides with the earlier of completion
      of a feasibility study or the Company’s commitments to plan of action based on
      the then known facts.




Goodwill
      and Intangible Assets




The
      Company has adopted the provisions of the FAS No. 142, “Goodwill and Intangible
      Assets.” Under FAS No. 142, goodwill and intangible assets with indefinite lives
      are not amortized but are annually tested for impairment. The determination
      of
      any impairment includes a comparison of the estimated future operating cash
      flows anticipated during the remaining life for 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.




Stock-Based
      Compensation




In
      December 2004, the Financial Accounting Standards Board issued FAS 123R
“Share-Based Payment,” a revision to FAS 123. FAS 123R replaces existing
      requirements under FAS 123 and APB 25, and requires public companies to
      recognize the cost of employee services received in exchange for equity
      instruments, based on the grant-date fair value of those instruments, with
      limited exceptions. FAS 123R also affects the pattern in which compensation
      cost
      is recognized, the accounting for employee share purchase plans, and the
      accounting for income tax effects of share-based payment transactions. The
      Company adopted FAS 123R on November 1, 2006.




Income
      Taxes




The
      Company accounts for income taxes by the asset and liability method as mandated
      by Statement of Financial Standards Number 109. Under this method, current
      income taxes are recognized for the estimated income taxes payable for the
      current year. Future income tax assets and liabilities are recognized in the
      current year for temporary differences between the tax and accounting basis
      of
      assets and liabilities as well as for the benefit of losses available to be
      carried forward to future years for tax purposes that are likely to be realized.
      The Company is subject to income taxes in the Country of Mauritius.




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Financial
      Instruments




The
      carrying values of cash, accounts payable and accrued liabilities and due to
      related parties approximate their fair value because of the short maturity
      of
      these instruments. It is management’s opinion that the Company is not exposed to
      significant interest, currency or credit risks arising from these financial
      instruments.




Basic and
      Diluted Loss Per Share




The
      Company reports basic loss per share in accordance with the FAS No. 128,
“Earnings per Share.” Basic loss per share is computed using the weighted
      average number of shares outstanding during the period. Diluted EPS gives effect
      to all dilutive potential common shares outstanding during the year including
      stock options, using the treasury stock method. The diluted EPS computation
      uses
      the average stock price for the year to determine the number of shares assumed
      to be purchased from the exercise of stock options or warrants. As at December
      31, 2007 the Company has sustained operating losses and, accordingly, any
      dilutive potential common shares would have an anti-dilutive effect and are
      therefore not considered in computing diluted EPS.




Foreign
      Currency Translation




The
      accounts of the Company are translated in accordance with Statement of Financial
      Accounting Standard No. 52, which requires that foreign currency assets and
      liabilities be translated using the exchange rates in effect at the balance
      sheet date. Results of operations are translated using the average rates
      prevailing throughout the period. The effects of unrealized exchange rate
      fluctuations on translating foreign currency assets and liabilities into U.S.
      dollars are accumulated as the accumulated other comprehensive adjustment in
      shareholders’ equity.




Accounting
      for Derivative Instruments and Hedging Activities




We
      have
      adopted SFAS No. 133 “Accounting for Derivative and Hedging Activities,” which
      requires companies to recognize all derivative contracts as either assets or
      liabilities in the balance sheet and to measure them at fair value. If certain
      conditions are met, a derivative may be specifically designated as a hedge,
      the
      objective of which is to match the timing of gain and loss recognition on the
      hedging derivative with the recognition of (i) the changes in the fair value
      of
      the hedged asset or liability that are attributable to the hedged risk or (ii)
      the earnings effect of the hedged forecasted transaction. For a derivative
      not
      designated as a hedging instrument, the gain or loss is recognized in income
      in
      the period of change. We have not entered into derivative contracts either
      to
      hedge existing risks or for speculative purposes, but we plan to use derivative
      contracts in the future solely for hedging prices on production.




Use
      of
      Estimates




The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America (“GAAP”) requires management
      to make assumptions and estimates that effect the reported amounts of assets
      and
      liabilities and the disclosures of contingent assets and liabilities at the
      date
      of the financial statements and reported amounts of revenue and expenses during
      the reporting period. Actual results may differ from those
      estimates.




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Recent
      Accounting Pronouncements




In
      July
      2006, the FASB issued Interpretation No. 48, Accounting for Uncertainty in
      Income Taxes-an interpretation of FASB Statement No. 109 (“FIN 48”). This
      interpretation clarifies the application of SFAS 109 by defining the criterion
      that an individual tax position must meet for any part of the benefit of that
      position to be recognized in an enterprise’s financial statements and also
      provides guidance on measurement, de-recognition, classification, interest
      and
      penalties, accounting in interim periods and disclosure. FIN 48 is effective
      for
      our fiscal year commencing November 1, 2007. The adoption of FIN 48 is not
      expected to have an impact on our results of operations or financial
      condition.




In
      November 2007, the FASB issued SFAS No. 141 (revised 2007), Business
      Combination (FAS 141(R)) and SFAS No. 160, Non-controlling Interests in
      Consolidated Financial Statements, an amendment of ARB No. 51 (FAS 160).
      FAS 141(R) will change how business acquisitions are accounted for and will
      impact financial statements both on the acquisition date and in subsequent
      periods. FAS 160 will change the accounting and reporting for minority
      interests, which will be re-characterized as non-controlling interests and
      classified as a component of equity. FAS 141(R) and FAS 160 are effective for
      both public and private companies for fiscal years beginning on or after
      December 15, 2008 (fiscal 2010 for the Company). FAS 141(R) will be applied
      prospectively. FAS 160 requires retroactive adoption of the presentation and
      disclosure requirements for existing minority interests. All other requirements
      of FAS 160 will be applied prospectively. Early adoption is prohibited for
      both
      standards. Management is currently evaluating the requirements of FAS 141(R)
      and
      FAS 160 and has not yet determined the impact on its financial
      statements.




In
      December 2007, the FASB issued FSAS No.157, Fair Value Measurements. This
      Statement does not require any new fair value measurements, but rather, it
      provides enhanced guidance to other pronouncements that require or permit assets
      or liabilities to be measured at fair value. However, the application of this
      Statement may change how fair value is determined. The Statement is effective
      for financial statements issued for fiscal years beginning after
      November 15, 2007, and interim periods within those fiscal years. As of
      December 1, 2007, the FASB has proposed a one-year deferral for the
      implementation of the Statement for nonfinancial assets and nonfinancial
      liabilities that are recognized or disclosed at fair value in the financial
      statements on a nonrecurring basis. Management is currently evaluating the
      requirements of FAS 157 and has not yet determined the impact on its financial
      statements.




In
      December 2007, the FASB issued FSAS No.159, The Fair Value Option for Financial
      Assets and Financial Liabilities - Including an amendment of FASB Statement
      No. 115. This Statement provides all entities with an option to report
      selected financial assets and liabilities at fair value. The Statement is
      effective as of the beginning of an entity’s first fiscal year beginning after
      November 15, 2007, with early adoption available in certain circumstances.
      Management is currently evaluating the requirements of FAS 159 and has not
      yet
      determined the impact on its financial statements.




Note
                2
            Nature
                and Continuance of Operations




**Zulu
      Energy Corp.**


Zulu
      Energy Corp. (“Zulu Energy”) was incorporated under the laws of the State of
      Colorado on May 6, 2005 under the name of Global Sunrise, Inc. On January 16,
      2007 Zulu Energy changed its name to Zulu Energy Corp. Prior to the share
      exchange agreement dated December 20, 2007, as more fully explained below,
      Zulu
      Energy utilized a June 30 fiscal year-end. Zulu Energy changed its year-end
      to
      December 31 as a result of the merger with Nyati Mauritius Limited (Mauritius)
      (“Nyati Mauritius”). The focus of Zulu Energy’s business plan is the acquisition
      of oil and gas properties and leasing rights and their exploration, development
      and production.




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Effective
      December 20, 2007, Zulu Energy acquired 100% of the outstanding common stock
      of
      Nyati Mauritius (including Nyati Resources Limited (“Nyati Resources”), the
      wholly-owned subsidiary of Nyati Mauritius) in exchange for 30,000,000 common
      shares of Zulu Energy. Zulu Energy’s acquisition of Nyati Mauritius (an
      operating company) and its subsidiary has been recorded as a recapitalization
      of
      Zulu Energy because Zulu Energy was a “shell” company, accordingly, Nyati
      Mauritius is deemed to be the accounting acquirer. The 30,000,000 common shares
      issued have been recorded as if issued by Nyati Mauritius for the net monetary
      assets of Zulu Energy. The statement of stockholder’s deficit reflects the
      accumulated deficit of Nyati Mauritius from its inception and that of Zulu
      Energy from December 21, 2007 through March 31, 2008 and has been restated
      to
      reflect the 10 to 1 forward stock split of January 8, 2007 (see below) as if
      it
      had occurred at inception. The prior year comparative financial statements
      presented are those of Nyati Mauritius and its subsidiary.




**Nyati
      Mauritius Limited**


The
      Company was incorporated under the laws of the country of Mauritius on August
      11, 2005 as Nyati Mauritius Limited.




Nyati
      Mauritius’ share capital is comprised of authorized common stock of 50,000
      shares at $1 par value. The common shareholders have a right to one vote per
      share held.




At
      inception, Nyati Mauritius issued 2 shares at $1 par value to the subscribers
      of
      the company.




Nyati
      Resources, the wholly-owned subsidiary of Nyati Mauritius, acquired a
      controlling stake (90%) in Nyati Resources Botswana (Proprietary) Limited
      (“Nyati Botswana”), when 90 shares of Nyati Botswana were issued to Nyati
      Resources on February 14, 2007 at par value i.e. Pula 1 per share. Nyati
      Botswana is an oil and gas (exploration stage) company. As of February 14,
      2007,
      the other 10% shares of Nyati Botswana were held by Swansi Holdings Corp.
      (“Swansi”).




On
      March
      2, 2007 Swansi entered into a call options agreement to buy 40 shares of Nyati
      Botswana from Nyati Resources Limited at $1 per share. On June 6, 2007 Nyati
      Resources sold 40 shares of Nyati Botswana to Swansi pursuant to their
      exercising the call options agreement mentioned above, thus reducing the
      ownership of Nyati Resources in Nyati Botswana from 90% to 50%. As of December
      31, 2007, Nyati Resources’ shareholding in Nyati Botswana was 50% with the
      remainder held directly by Zulu Energy. Prior to the December 20, 2007 share
      exchange agreement referred to below, the remaining 50% stock ownership interest
      in Nyati Botswana was held by Swansi.




Nyati
      Mauritius issued 98 shares to its holding company LMA Hughes, LLLP (“LMA
      Hughes”) on July 2, 2007 at par value, thus bringing the total shares issued and
      outstanding of the company to 100. All shares of the company were acquired
      by
      Zulu Energy on December 20, 2007.




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Entry
      into a Material Definitive Agreement




On
      December 20, 2007, Zulu Energy entered into a Share Exchange Agreement and
      Plan
      of Reorganization (the “Exchange Agreement”), dated as of December 19, 2007,
 with Nyati Mauritius and LMA Hughes.  Nyati Mauritius is the parent
      entity of Nyati Resources, which holds 50% of the issued and outstanding capital
      stock of Nyati Botswana, which holds certain exploration licenses issued by
      the
      government of the Republic of Botswana.  On December 20, 2007, Zulu Energy
      also entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”),
      dated as of December 19, 2007, with Swansi to acquire the remaining 50% of
      the
      issued and outstanding common stock of Nyati Botswana. The transactions
      contemplated by the Exchange Agreement and the Stock Purchase agreement were
      consummated and all closing conditions were met on December 20, 2007.  As a
      result of the transactions contemplated by the Exchange Agreement and Stock
      Purchase Agreement, Nyati Mauritius and Nyati Botswana became the wholly-owned
      subsidiaries of Zulu Energy.




Pursuant
      to the terms of the Exchange Agreement, Zulu Energy issued 30,000,000 shares
      of
      its common stock to LMA Hughes, which was the sole shareholder of Nyati
      Mauritius prior to the closing, in exchange for all of the issued and
      outstanding shares of common stock of Nyati Mauritius. As a result of the
      foregoing issuance, LMA Hughes became the largest shareholder of Zulu Energy.
      Zulu Energy also granted LMA Hughes a 10% over-riding royalty interest in any
      properties that the Companies acquire from LMA Hughes in the future and Zulu
      Energy agreed to reimburse LMA Hughes for certain expenses it incurred as part
      of this transaction.




Pursuant
      to the terms of the Stock Purchase Agreement, the Company is obligated to pay
      Swansi $3 million in the aggregate in two tranches of $1.5 million each. The
      first tranche is payable within thirty business days of the December 20, 2007
      closing date and the second tranche is payable nine months following the closing
      date. The initial tranche period expired without the payment of the $1.5 million
      term amount. On March 26, 2008, Swansi transferred their 50% interest in Nyati
      Botswana to the Company. Upon the completion of a private placement and payment
      to Swansi of the initial $1.5 million tranche in May 2008, Zulu Energy issued
      to
      Swansi 15,000,000 common stock warrants expiring five years from issuance at
      an
      exercise price of $1.50 per share.




The
      issuances of the common stock to LMA Hughes and the warrant to Swansi were
      made
      pursuant to Rule 506 of Regulation D and Section 4(2) of the Securities Act
      of
      1933, as amended, as, among other things, each transaction did not involve
      a
      public offering, the investor was an accredited investor, the investor had
      access to information about the company and their investment, the investor
      took
      the securities for investment and not resale, and Zulu Energy took appropriate
      measures to restrict the transfer of the common stock.




Note
                3
            Preferred
                Stock And Common Stock




Preferred
      Stock




The
      Company is authorized to issue up to 10,000,000 shares of preferred stock having
      a par value of $.001 per share. The Company has not issued any shares of
      preferred stock.




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Common
      Stock




The
      Company is authorized to issue 100,000,000 shares of common stock at $.001
      per
      share (see Note 11).




The
      Company issued 600,000 shares of its common stock on August 11, 2005 to its
      founders for $2.




The
      Company issued 29,400,000 shares of its common stock on July 2, 2007 for a
      subscription receivable of $98.




The
      Company issued 52,000,000 shares of its common stock on December 20, 2007 for
      the net monetary assets of Zulu Energy.




On
      January 8, 2007, the Board of Directors of Zulu Energy authorized a ten to
      one
      (10 - 1) forward split of the Company’s issued and outstanding shares of common
      stock. The effect of this stock split has been reflected retroactively in the
      financial statements as if the stock split had occurred at the inception of
      Zulu
      Energy.




Note
                4
            Fixed
                Assets




All
      fixed
      assets are recorded at cost. Depreciation is provided for using the
      straight-line method as follows:




December
                31,
            
            December
                31,2007
            
            2006AccumulatedAsset
                Class
            
            Cost
            
            Depreciation
            
            Net
            
            NetProperty,
                Plant & Equipment
            
            $
            298
            
            $
            82
            
            $
            216
            
            $
            —Total
            
            $
            298
            
            $
            82
            
            $
            216
            
            $
            —





Estimate
      for the life of property, plant and equipment is 10 years and a 10% rate of
      depreciation is assumed fair.




Note
                5
            Oil
                and Gas Properties




The
      Company has acquired nine leases in unproved oil and gas properties located
      in
      Botswana. Under the terms of the lease agreements, the Company is required
      to
      pay its share of royalties and other obligations. The Company paid $7,579 and
      $7,996 for the lease years ended September 30, 2007 and 2006, respectively
      to
      the Government of Botswana under such lease agreements. Such leases expire
      in
      September 30, 2008. There is no assurance that the leases will be extended
      by
      the government.




Pursuant
      to such contracts, as at December 31, 2007, the Company was obligated to pay
      $5,684 to maintain the leases. This amount does not contemplate funds required
      for exploration.




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Pursuant
      to the lease agreements the Company was required to expend the following amounts
      during the lease period:







Lease
              Period
                Ended
            
            Description
            
            Amount
              in
                Pulas9/30/06
            
            Study
                of Data, Bore hole to 300m, Desorption study for 6 months
            
            1,150,0009/30/07
            
            Data
                interpretation, Permeability study, Drill production Bore hole, Test
                CBM
                produced
            
            2,000,0009/30/08
            
            Full
                feasibility Study, Production and marketing Study
            
            3,000,000





As
      of
      December 31, 2007 the Company has not expended the amounts required during
      the
      lease periods. Amounts that were to be spent on exploration are due to the
      government by Botswana law. As of December 31, 2007 and based on Botswana law,
      management is of the opinion that the Company will not be able to renew 50%
      of
      the lease acreage and, accordingly, the financial statements reflect a liability
      of $4,561,393 (P 27,675,000 converted at $.16482) to the government of Botswana
      representing the aggregate minimum required prospecting expenditures over the
      three year lease term. The Company plans to accelerate the exploration activity
      on the properties and is of the opinion that such activity will be sufficient
      to
      enable the renewal of the remaining 50%. There is no assurance that the
      government will renew any of the leases.




The
      Company has capitalized $29,575 spent during the year ended December 31, 2007
      towards exploration activities as oil and gas properties.




In
      addition to the over-riding royalty interests granted by Nyati Botswana
      disclosed in Note 6 below, in February 2007 Nyati Botswana granted a 2.5%
      over-riding royalty interest to Paul Tromp in the oil and gas properties it
      has
      leased from the government of Botswana.




Note
                6
            Related
                Party Transactions




Amounts
      due to related parties consist of loan in the amount of $252,083 from LMA
      Hughes, LLLP (“LMA Hughes”). As at December 31, 2007 these loans remain payable
      to LMA Hughes and are unsecured, non-interest bearing and without specific
      terms
      for repayment.




Pursuant
      to the Exchange Agreement described in Note 2 above, the Zulu Energy is
      obligated to reimburse LMA Hughes for its expenses incurred as part of the
      transactions contemplated by the Exchange Agreement up to $250,000. Pursuant to
      the Exchange Agreement, Zulu Energy granted LMA Hughes a 10% over-riding royalty
      interest in any properties that the Companies acquire from LMA Hughes in the
      future.




In
      July
      2007, Nyati Botswana granted a 6.5% over-riding royalty interest to LMA Hughes
      in the oil & gas properties it has leased from the government of Botswana
      further described in Note 5 above. In February 2007, Nyati Botswana granted
      a 1%
      over-riding royalty interest to Tafilani Machacha, who is a member of the board
      of directors of Nyati Botswana, in the oil & gas properties it has leased
      from the government of Botswana further described in Note 5 above.




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Note
                7
            Stock-based
                Compensation




We
      have
      adopted SFAS No. 123 “Accounting for Stock Based Compensation” as amended by
      SFAS No. 148 “Accounting for Stock-based Compensation - Transition and
      Disclosure.” We recognize stock-based compensation expense using a fair value
      based method. We do not have a qualified stock option plan in place as of the
      reporting date.




On
      September 24, 2007, the Company granted 3,000,000 stock options exercisable
      at
      $1.81 until September 24, 2012. All these options vest on the date of the
      grant.




The
      fair
      value of these share purchase options was determined using the Company’s
      historical stock prices and the Black-Scholes option-pricing model with the
      following assumptions:




Risk
                free rate
            
            
            3.875
            %Dividend
                yield
            
            
            0
            %Weighted
                average expected volatility
            
            
            90
            %Weighted
                average expected option life
            
            
            5
                yrsWeighted
                average fair value of options
            
            $
            1.292Total
                options outstanding
            
            
            3,000,000Total
                fair value of options outstanding
            
            $
            3,876,000





These
      options were granted by the legal parent who is the accounting acquiree for
      financial reporting purposes. Accordingly, due to the vesting of the stock
      options prior to the December 20, 2007 stock exchange agreement the statement
      of
      operations does not reflect the effect of this transaction.




Note
                8
            Accrued
                Expenses




Accrued
      salary payable to the CEO of the Company for $63,333 has been recorded as
      accrued expenses as on December 31, 2007.




Note
                9
            Income
                Taxes




As
      of
      December 31, 2007, the Company had net operating loss (NOLs) carry-forwards
      of
      approximately $387,869 expiring in years 2026 through 2027. Total deferred
      net
      tax assets and the related valuation allowance as of December 31, 2007 and
      2006
      is as follows:




2007
            
            2006Deferred
                tax assets, net of liabilities
            
            $
            131,875
            
            $
            5,630Valuation
                allowance
            
            
            (131,875
            )
            
            (5,630
            )-0-
            
            
            -0-





The
      deferred net tax assets are computed using a corporate tax rate of 34%. The
      value of the net deferred tax assets was offset by a valuation allowance due
      to
      the uncertainty of the future realization of the net deferred tax assets.




Note
                10
            Commitments
                and Contingencies




The
      Company is obligated to spend Pula (“P”) 6,150,000 or approximately $1,000,000
      US per lease over the term of the lease (three years). If such expenditures
      do
      not occur then such amounts are payable to the government of Botswana. The
      total
      expenditure committed is $9,000,000 US for nine leases. The Company believes
      that it will be able to perform sufficient work on the leaseholds so that the
      maximum amount it will owe the government is $4.5 million.




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Note
                11
            Correction
                of Errors




Zulu
      Energy determined that it previously misstated that its authorized shares of
      common stock was 500 million when, in fact, it was 100 million and misstated
      the
      par value of its shares in common stock; specifically, Zulu Energy incorrectly
      reported the par value of its shares to be $0.0001 when, in fact, the par value
      of its shares is $0.001.





Additionally,
      Zulu Energy determined that it misstated its operations for the year ended
      December 31, 2006 by not including $22,600 of expenses in operations. The
      results of such errors on reported financial statements are as
      follows:




Financial
                  Statement
              
              As
                  reported
              
              As
                  Corrected**Balance
                  Sheet**Common
                  stock authorized
              
              
              500,000,000
              
              
              100,000,000Par
                  Value
              
              $
              .0001
              
              $
              .001**Statement
                  of Operations 2006**Operating
                  expense
              
              $
              1,418
              
              $
              24,018Loss
                  for the periodLoss
                  per Share
              
              
              ($1,418
              )
              
              ($24,018
              )Statement
                  of Cash Flows
              
              
              ($0
              )
              
              ($.04
              )Cash
                  flows from operating activities
              
              
              ($1,418
              )
              
              ($24,018
              )Increase
                  in shareholder loans
              
              $
              1,418
              
              $
              24,018


The
      statement of stockholders’ equity was affected by increasing the value of shares
      issued tenfold and reducing the additional paid in capital by the same
      amount.





Note
                12
            Subsequent
                Events




Zulu
      Energy has received a non compliance letter from the government of Botswana
      regarding the committed work and required expenditures on its leased acreage.
      The Company expects to accelerate its drilling process prior to the renewal
      application deadline at the end of June for its leases. As of April 10, 2008,
      the Company has not commenced drilling, however, subject to the completion
      of a
      financing, the Company expects to have at least 3 holes drilled by the end
      of
      June 2008.




On
      May 7,
      2008, Zulu Energy sold 8,000,000 shares of its common stock, together with
      warrants to purchase up to 8,000,000 shares of common stock, to certain
      investors in a private placement, also referred to as the Offering. Zulu Energy
      received $8,000,000 in aggregate gross proceeds in the Offering. The warrants
      have an exercise price of $1.50 per share and are exercisable for 3 years.
      The
      warrants are not exercisable until such time as Zulu Energy's shareholders
      approve an amendment to Zulu Energy's articles of incorporation to increase
      Zulu
      Energy's authorized shares of common stock.




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Pursuant
      to the Subscription Agreements entered into as part of the Offering, in the
      event Zulu Energy, in a subsequent financing, sells any of its equity securities
      and receives gross proceeds of $5,000,000 or more within 120 days following
      the
      closing of the Offering, the investors in the Offering have the right for 30
      days following notice by Zulu Energy to them of the subsequent financing to
      participate in and receive the same terms as the investors in the subsequent
      financing. If an investor in the Offering elects to participate in the
      subsequent financing, (i) the subscription funds provided to Zulu Energy as
      part
      of the Offering will be allocated to the purchase price or purchase
      consideration, as applicable, for the securities offered in the subsequent
      financing, (ii) the investor will surrender to Zulu Energy for cancellation
      the
      stock certificates representing the shares of common stock and the warrant
      received in the Offering, and (iii) the investor will enter into the operative
      documents prepared in conjunction with the subsequent financing.




Pursuant
      to the Swansi Stock Purchase Agreement, on May 7, 2008 we issued to Swansi
      Holdings Corp. a warrant to acquire 15,000,000 shares of our common stock at
      an
      exercise price of $1.50 per share, which is exercisable for a period of 5 years.
      The warrant is not exercisable until such time as Zulu Energy's shareholders
      approve an amendment in Zulu Energy's articles of incorporation to increase
      Zulu
      Energy's authorized shares of common stock. The issuance of the warrant
      described in this paragraph is exempt from registration under the Securities
      Act
      of 1933 pursuant to Section 4(2) and Rule 506 of Regulation D promulgated
      thereunder. An accredited investor received the warrant and Zulu Energy did
      not
      engage in any general solicitation or advertising to market the
      warrant





In
      conjunction with the Offering, the Company issued a 3 year warrant to exercise
      800,000 shares of common stock at $1.50 as a placement fee for the
      Offering.




Employment
      Agreement with Mr. Paul Stroud




On
      April
      15, 2008, Zulu Energy’s Board of Directors approved an employment agreement with
      Paul Stroud, Zulu Energy's Chief Executive Officer, to be effective March 1,
      2008 that supersedes and replaces the employment agreement entered into between
      Zulu Energy and Mr. Stroud on September 24, 2007.




Under
      Mr.
      Stroud's new employment agreement, Mr. Stroud will receive an annual salary
      based on certain financings achieved by Zulu Energy. If Zulu Energy consummates
      a financing less than $5 million, he will receive an annual salary of $180,000.
      If Zulu Energy consummates a financing between $5 million and $10 million,
      Mr.
      Stroud's annual salary will be $240,000. If Zulu Energy consummates a financing
      in excess of $10 million, Mr. Stroud's annual salary will be $300,000. Mr.
      Stroud will receive a signing bonus of $100,000 following the consummation
      by
      Zulu Energy of a $5 million financing. Mr. Stroud is also eligible to receive
      an
      annual bonus at the discretion of the Board. Mr. Stroud was also granted stock
      options to purchase 1,500,000 shares of common stock with an exercise price
      of
      $1.00 per share. Mr. Stroud may exchange these stock options for incentive
      stock
      options following the implementation of a stock option plan by Zulu Energy.
      Pursuant to his employment agreement, the Board also approved the grant to
      Mr.
      Stroud of 2,000,000 shares of common stock and subsequently approved a grant
      of
      50,000 shares of restricted stock that are be subject to restrictions outlined
      in a restricted stock agreement and will vest as follows: 820,000 shares (40%)
      on January 1, 2009 so long as Mr. Stroud still is in service with the Company
      and the Company has successfully drilled three stratigraphic test wells before
      that date; 615,000 shares (30%) on January 1, 2010 so long as Mr. Stroud still
      is in service with the Company and the Company shall have successfully located
      and tested a potentially viable hydrocarbon reservoir prior to that date and
      the
      remaining 615,000 shares (30%) on January 1, 2011 so long as Mr. Stroud still
      is
      in service with the Company.  In addition, Mr. Stroud is entitled to the
      coverage or benefits under any and all employee benefits plans maintained by
      Zulu Energy.




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Employment
      Agreement with Mr. James Hostetler





On
      April
      15, 2008, the Board appointed James Hostetler as Executive Vice President of
      Zulu Energy and approved an employment agreement with Mr. Hostetler, to be
      effective March 1, 2008. Under Mr. Hostetler's employment agreement, he will
      receive an annual salary equal to $180,000. Mr. Hostetler is also eligible
      to
      receive an annual bonus at the discretion of the Board. Mr. Hostetler was also
      granted stock options to purchase 1,500,000 shares of common stock with an
      exercise price of $1.00 per share. Mr. Hostetler may exchange these stock
      options for incentive stock options following the implementation of a stock
      option plan by Zulu Energy. Pursuant to his employment agreement, the Board
      also
      approved the grant to Mr. Hostetler of 1,900,000 shares of common stock that
      are
      be subject to restrictions outlined in a restricted stock agreement and will
      vest as follows: 760,000 shares (40%) on January 1, 2009 so long as Mr.
      Hostetler still is in service with the Company and the Company has successfully
      drilled three stratigraphic test wells before that date; 570,000 shares (30%)
      on
      January 1, 2010 so long as Mr. Hostetler still is in service with the Company
      and the Company shall have successfully located and tested a potentially viable
      hydrocarbon reservoir prior to that date and the remaining 570,000 shares (30%)
      on January 1, 2011 so long as Mr. Hostetler still is in service with the
      Company. In addition, Mr. Hostetler is entitled to the coverage or benefits
      under any and all employee benefits plans maintained by Zulu Energy.





Employment
      Agreement with Mr. Keith Reeves





On
      April
      15, 2008, the Board appointed Keith Reeves as Vice President, Exploration of
      Zulu Energy and approved an employment agreement with Mr. Reeves, to be
      effective March 1, 2008. Under Mr. Reeves's employment agreement, he will
      receive an annual salary based on certain financings achieved by Zulu Energy.
      If
      Zulu Energy consummates a financing less than $5 million, Mr. Reeves will
      receive an annual salary of $180,000. If Zulu Energy consummates a financing
      between $5 million and $10 million, Mr. Reeves' annual salary will be $240,000.
      If Zulu Energy consummates a financing in excess of $10 million, Mr. Reeves'
      annual salary will be $300,000. Mr. Reeves will receive a signing bonus of
      $100,000 following the consummation by Zulu Energy of a $5 million financing.
      Mr. Reeves is also eligible to receive an annual bonus at the discretion of
      the
      Board. Mr. Reeves was also granted stock options to purchase 1,500,000 shares
      of
      common stock with an exercise price of $1.00 per share. Mr. Reeves may exchange
      these stock options for incentive stock options following the implementation
      of
      a stock option plan by Zulu Energy. Pursuant to his employment agreement, the
      Board also approved the grant to Mr. Reeves of 2,050,000 shares of common stock
      that are subject to restrictions outlined in a restricted stock agreement and
      will vest as follows: 820,000 shares (40%) on January 1, 2009 so long as Mr.
      Reeves still is in service with the Company and the Company has successfully
      drilled three stratigraphic test wells before that date; 615,000 shares (30%)
      on
      January 1, 2010 so long as Mr. Reeves still is in service with the Company
      and
      the Company shall have successfully located and tested a potentially viable
      hydrocarbon reservoir prior to that date and the remaining 615,000 shares (30%)
      on January 1, 2011 so long as Mr. Reeves still is in service with the Company.
      In addition, Mr. Reeves is entitled to the coverage or benefits under any and
      all employee benefits plans maintained by Zulu Energy.




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Termination





Under
      each of the foregoing employment agreements, each of Messrs. Stroud, Hostetler
      and Reeves may terminate their employment agreements with the Company upon
      thirty days’ notice. Upon such termination, any unvested common stock or options
      to purchase common stock become immediately vested. The foregoing employees
      are
      also eligible to receive twelve months severance, full vesting of any unvested
      options or stock and registration of any shares of common stock (if such shares
      have not been previously registered) granted under their respective employment
      agreement in the event the employee is terminated without cause. Additionally,
      any stock options held by the employee will be exercisable for three additional
      years following termination without cause. Each employment agreement also
      contains a restrictive covenant.







Employment
      Agreement with Mr. Satyen Deshpande




On
      May
      14, 2008, Zulu Energy entered into an employment agreement with Satyendra
      Deshpande, Zulu Energy’s then Chief Financial Officer and then member of the
      Board of Directors. Mr. Desphande subsequently resigned as Zulu Energy’s Chief
      Financial Officer, Secretary, Treasurer and member of the Board on Friday,
      May
      16, 2008.




Under
      Mr.
      Deshpande’s employment agreement, Mr. Desphande was to receive an annual salary
      of $150,000 per annum. Pursuant to the terms of the employment agreement, Mr.
      Deshpande was granted a stock option to purchase 1,000,000 shares of common
      stock with an exercise price of $1.00 per share pursuant to Zulu Energy’s 2008
      Equity Incentive Plan. The options vest as follows: 500,000 shares on the date
      of grant; and 500,000 shares on January 1, 2009; provided, however, that no
      options may be exercised until Zulu Energy’s stockholders approve an increase in
      Zulu Energy’s authorized shares of common stock to at least 150,000,000 shares.
      As a result of Mr. Deshpande’s resignation from Zulu Energy, the unvested
      options terminated.




During
      his period of employment, Mr. Desphande was entitled to the coverage or benefits
      under any and all employee benefits plans maintained by Zulu Energy





Employment
      Agreement with Mr. David
      Weisgerber




On
      May
      21, 2008, Zulu Energy entered into an employment agreement with David Weisgerber
      dated effective as of May 15, 2008. Pursuant to his employment agreement, Mr.
      Weisgerber was appointed Zulu Energy’s Vice President of Operations. Under Mr.
      Weisgerber's employment agreement, he will receive an annual salary based on
      certain financings achieved by Zulu Energy. If Zulu Energy consummates a
      financing less than $5 million, Mr. Weisgerber will receive an annual salary
      of
      $180,000. If Zulu Energy consummates a financing between $5 million and $10
      million, Mr. Weisgerber's annual salary will be $240,000. If Zulu Energy
      consummates a financing in excess of $10 million, Mr. Weisgerber's annual salary
      will be $300,000. Mr. Weisgerber is also eligible to receive an annual bonus
      at
      the discretion of the Board.





Mr.
      Weisgerber was also granted stock options to purchase 1,500,000 shares of common
      stock with an exercise price of $1.00 per share pursuant to the Zulu Energy
      2008
      Equity Incentive Plan. Pursuant to his employment agreement, the Board also
      approved the grant to Mr. Weisgerber of 1,950,000 shares of common stock that
      will be subject to restrictions outlined in a restricted stock agreement and
      will vest as follows: 780,000 shares (40%) on January 1, 2009 so long as Mr.
      Weisgerber is still in service with Zulu Energy and Zulu Energy has successfully
      drilled three stratigraphic test wells before that date; 585,000 shares (30%)
      on
      January 1, 2010 so long as Mr. Weisgerber is still in service with Zulu Energy
      and Zulu Energy shall have successfully located and tested a potentially viable
      hydrocarbon reservoir prior to that date and the remaining 585,000 shares (30%)
      on January 1, 2011 so long as Mr. Weisgerber is still in service with Zulu
      Energy. In addition, Mr. Weisgerber is entitled to the coverage or benefits
      under any and all employee benefits plans maintained by Zulu
      Energy.




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Under
      Mr.
      Weisgerber’s employment agreement, he may terminate his employment with Zulu
      Energy upon thirty days’ notice. Upon such termination any unvested restricted
      shares of common stock or options to purchase common stock become immediately
      vested. Mr. Weisgerber is also eligible to receive twelve months severance,
      full
      vesting of any unvested options or stock and registration of any shares of
      common stock (if such shares have not been previously registered) granted under
      his employment agreement in the event Mr. Weisgerber is terminated without
      cause. Additionally, any stock options held by Mr. Weisgerber will be
      exercisable for three additional years following termination without cause.
      Mr.
      Weisgerber’s employment agreement also contains a restrictive
      covenant.





Pursuant
      to the terms of a letter agreement between Zulu Energy and Mr. Weisgerber,
      dated
      May 21, 2008, Mr. Weisgerber waived his right to exercise the options granted
      to
      him under his employment agreement and agreed to defer the grant of restricted
      stock until such time as Zulu Energy has increased its authorized shares of
      common stock to at least 150 million shares. The letter agreement is being
      filed
      as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein
      by
      reference.




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**PART
      III**




**ITEM
      12.****CERTAIN
      RELATIONSHIPS AND RELATED TRANSACTIONS**




In
      July
      2007, Nyati Resources Botswana (Proprietary) Limited (“Nyati Botswana”), our
      wholly owned subsidiary, granted a 6.5% over-riding royalty interest to LMA
      Hughes LLLP (“LMA Hughes”) in the oil & gas properties it has leased from
      the government of Botswana. LMA Hughes is controlled by Brian Hughes, who
      recently joined our Board of Directors, and his children. In February 2007,
      Nyati Botswana granted a 1% over-riding royalty interest to Tafilani Machacha,
      who is a member of the board of directors of Nyati Botswana, in the oil &
gas properties it has leased from the government of Botswana.




On
      December 20, 2007, we entered into a Share Exchange Agreement and Plan of
      Reorganization (the “Exchange Agreement”), dated as of December 19, 2007, with
      Nyati Mauritius Limited (“Nyati Mauritius”) and LMA Hughes. A copy of the
      Exchange Agreement was included as Exhibit 10.1 to the Company’s Current Report
      on Form 8-K filed on December 20, 2007. The transaction contemplated by the
      Exchange Agreement was consummated and all closing conditions were met on
      December 20, 2007.  As a result of the transaction contemplated by the
      Exchange Agreement, Nyati Mauritius became our wholly-owned
      subsidiary.




Pursuant
      to the terms of the Exchange Agreement, we issued 30,000,000 shares of our
      common stock to LMA Hughes, which was the sole shareholder of Nyati Mauritius
      prior to the closing, in exchange for all of the issued and outstanding shares
      of capital stock of Nyati Mauritius.  As a result of the foregoing
      issuance, LMA Hughes became our largest shareholder.  We also granted LMA
      Hughes a 10% over-riding royalty interest in any properties that we acquire
      from
      LMA Hughes in the future and we agreed to reimburse LMA Hughes for certain
      expenses up to $250,000 it incurred as part of this
      transaction.




The
      issuances of the common stock to LMA Hughes was made pursuant to Rule 506 of
      Regulation D and Section 4(2) of the Securities Act of 1933, as amended, as,
      among other things, each transaction did not involve a public offering, the
      investor was an accredited investor, the investor had access to information
      about the company and their investment, the investor took the securities for
      investment and not resale, and the Company took appropriate measures to restrict
      the transfer of the common stock.




During
      the year ended December 31, 2007, we borrowed $252,083 from LMA Hughes, which
      was an unsecured, non-interest bearing loan without specific terms for payment.
      We repaid the loan to LMA Hughes in May 2008.




**ITEM
      13.****EXHIBITS**




Pursuant
      to Rule 601 of Regulation SB, the exhibits filed as part of this Amendment
      No. 2
      on Form 10-KSB/A are reflected on the Exhibit Index following the signature
      page.




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**SIGNATURES**




In
      accordance with the Exchange Act, this report has been signed below by the
      following person and in the capacities and on the date indicated.




**ZULU
                ENERGY CORP.**By:*/s/
                James Hostetler*James
                Hostetler, Executive Vice President, Secretary, Treasurer,
              Chief
                Financial Officer,Principal
                Accounting OfficerDate:
                June 4, 2008






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**Exhibit
      List**




ExhibitNumber
            Description




2.1
            Stock
                Exchange Agreement and Plan of Reorganization among Zulu Energy Corp,
                Nyati Mauritius Limited and LMA Hughes LLLP dated December 19,
                200713.1
            Articles
                of Incorporation23.2
            Articles
                of Amendment73.3
            Statement
                of Correction73.4
            Form
                of Amended and Restated Articles of Incorporation4†3.5
            Amended
                and Restated Bylaws510.2
            Stock
              Purchase Agreement between Zulu Energy Corp. and Swansi Holdings Corp.
              dated as of December 19, 2007110.3
            Tax
              Indemnification Letter Agreement between Zulu Energy Corp. and LMA
              Hughes
              LLLP dated December 19, 20071




10.4
            Employment
                Agreement, dated effective March 1, 2008, by and between Zulu Energy
                Corp.
                and Paul Stroud410.5
            Employment
                Agreement, dated effective March 1, 2008, by and between Zulu Energy
                Corp.
                and James Hostetler310.6
            Employment
                Agreement, dated effective March 1, 2008, by and between Zulu Energy
                Corp.
                and Kevin Reeves310.7
            Form
                of Option Holder Letter Agreement310.8
            Letter
                Agreement dated April 25, 2008 between Zulu Energy Corp. and Swansi
                Holdings Corp.310.9
            Zulu
                Energy Corp. 2008 Equity Incentive Plan3†10.10
            Form
                of Restricted Stock Agreement510.11
            Form
                of Stock Option Agreement510.12
            Form
                of Common Stock Purchase Warrant610.13
            Form
                of Subscription Agreement610.14
            Form
                of Registration Rights Agreement610.15
            Employment
                Agreement, dated effective May 15, 2008, by and between Zulu Energy
                Corp.
                and David Weisgerber8****10.16
            Employment
                Agreement, dated effective May 21, 2008, by and between Zulu Energy
                Corp.
                and David Weisgerber8




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31.1*
            Certification
                of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
                Act of 200231.2*
            Certification
                of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
                Act of 200232.1
            Certification
              of Chief Executive Officer and Chief Financial Officer pursuant to
              18
              U.S.C. Section 1350, as adopted pursuant to Section 906 of the
              Sarbanes-Oxley Act of 2002





1.
            Incorporated
                by reference to the Company’s Current Report on Form 8-K filed with the
                Commission on December 27, 2007, File No.
                000-52272.




2.
            Incorporated
                by reference to the Company’s Registration Statement on Form SB-2 filed
                with the Commission on September 1, 2006, File No. 333-137076.




3.
            Incorporated
                by reference to the Company’s Current Report on Form 8-K filed with the
                Commission on April 21, 2008, File No.
                000-52272.




4.
            Incorporated
                by reference to the Company’s Annual Report on Form 10-KSB/A filed with
                the Commission on April 29, 2008, File No. 000-52272.




5.
            Incorporated
                by reference to the Company’s Current Report on Form 8-K filed with the
                Commission on May 2, 2008, File No.
                000-52272.




6.
            Incorporated
                by reference to the Company’s Current Report on Form 8-K filed with the
                Commission on May 9, 2008, File No.
                000-52272.




7.
            Incorporated
                by reference to the Company’s Quarterly Report on Form 10-Q filed with the
                Commission on May 20, 2008, File No.
                000-52272.




8.
            Incorporated
                by reference to the Company’s Current Report on Form 8-K filed with the
                Commission on May 28, 2008, File No.
                000-52272.




*
            Filed
                herewith.




†
            The
                form of Amended and Restated Articles of Incorporation and 2008 Equity
                Incentive Plan were approved by the Board of Directors of Zulu Energy
                Corp. on April 28, 2008 and will be presented to shareholders for
                approval
                as part of the 2008 Annual Meeting of Shareholders.