##### 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 Form 10-Q
 (Mark One)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended September 30, 2006ORo
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from                      to
 Commission file number 000-51412
 Quintana Maritime Limited
  Republic of the Marshall Islands
(State or other jurisdiction of 
incorporation or organization)
    
    98-0453513
(I.R.S. Employer Identification No.)
 c/o Quintana Management LLC
Attention: Stamatis Molaris
Pandoras 13 & Kyprou Street
166 74 Glyfada
Greece
 011-30-210-898-6820
 þ o
  Large Accelerated Filer o
    
    Accelerated Filer
þ
    
    Non-accelerated Filer o
 o þ




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##### 



TABLE OF CONTENTS
 FORM 10-Q
 PART I. FINANCIAL INFORMATION
    
    
    3Item 1. Financial Statements
    
    
    3Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    16Item 3.
Quantitative and Qualitative Disclosures about Market Risks
    
    
    26Item 4. Controls and Procedures
    
    
    27PART II. OTHER INFORMATION
    
    
    28Item 1. Legal Proceedings
    
    
    28Item 1A.
Risk Factors
    
    
    28Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    32Item 4.
Submission of Matters for a Vote of Security Holders
    
    
    32Item 6. Exhibits
    
    
    32SIGNATURES
    
    
    34CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
    
    
    36




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##### 



PART I. FINANCIAL INFORMATION
 Item 1. Financial Statements
 Quintana Maritime Limited
Unaudited Consolidated Balance Sheets
 September 30, 2006
    
    
    December 31, 2005ASSETSCurrent assets:Cash and cash equivalents
    
    $
    14,814,725
    
    
    $
    4,258,809Inventories
    
    
    1,312,038
    
    
    
    378,488Due from charterers, net
    
    
    2,535,067
    
    
    
    1,244,123Other receivables
    
    
    792,578
    
    
    
    479,735Prepaid expenses and other current assets
    
    
    976,899
    
    
    
    866,562Total current assets
    
    
    20,431,307
    
    
    
    7,227,717Property and equipment:Vessels, net of accumulated depreciation of
$30,361,202 and $11,309,344
    
    
    825,569,976
    
    
    
    446,474,869Advances for acquisition of vessels
    
    
    34,000,000
    
    
    
    Other fixed assets, net of accumulated
depreciation of $204,030 and $58,739
    
    
    421,682
    
    
    
    384,247Total property and equipment
    
    
    859,991,658
    
    
    
    446,859,116Deferred financing costs, net of accumulated
amortization of $2,135,859 and $63,194
    
    
    4,670,682
    
    
    
    1,959,041Deferred time charter premium, net of
accumulated amortization of $2,023,149 and $439,815
    
    
    7,476,851
    
    
    
    9,060,185Deferred dry docking costs, net of accumulated
amortization of $682,736 and $279,865
    
    
    1,575,722
    
    
    
    919,556Total assets
    
    $
    894,146,220
    
    
    $
    466,025,615LIABILITIES AND SHAREHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    2,991,367
    
    
    $
    1,473,592Sundry liabilities and accruals
    
    
    2,407,179
    
    
    
    3,412,759Deferred income
    
    
    2,815,951
    
    
    
    1,715,910Current portion of long term loan
    
    
    45,250,000
    
    
    
    Total current liabilities
    
    
    53,464,497
    
    
    
    6,602,261Long-term debt
    
    
    414,250,000
    
    
    
    210,000,000Unrealized swap loss
    
    
    11,891,970
    
    
    
    Total liabilities
    
    $
    479,606,467
    
    
    $
    216,602,261Shareholders equity:Common stock at $0.01 par value  100,000,000
shares authorized, 49,713,354 and 23,846,742
shares issued and outstanding
    
    
    497,134
    
    
    
    238,468Additional paid-in capital
    
    
    440,125,224
    
    
    
    254,732,530Deferred stock-based compensation
    
    
    (5,946,513
    )
    
    
    (5,187,200
    )Accumulated deficit
    
    
    (20,136,092
    )
    
    
    (360,444
    )Total shareholders equity
    
    
    414,539,753
    
    
    
    249,423,354Total liabilities and shareholders equity
    
    $
    894,146,220
    
    
    $
    466,025,615




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##### 



Quintana Maritime Limited
Unaudited Consolidated Income Statements
 Three Months Ended September 30,
    
    
    Nine Months
    
    
    Period FromEnded
    
    
    January 13, 2005 to2006
    
    
    2005
    
    
    September 30, 2006
    
    
    September 30, 2005Revenues:Time charter voyage revenue
    
    $
    24,965,412
    
    
    $
    13,542,694
    
    
    $
    64,857,444
    
    
    $
    20,805,604Revenue from charter operation
    
    
    1,243,325
    
    
    
    
    
    
    
    4,473,668
    
    
    
    Commissions
    
    
    (1,175,269
    )
    
    
    (549,492
    )
    
    
    (3,014,781
    )
    
    
    (834,861
    )Net revenue
    
    
    25,033,468
    
    
    
    12,993,202
    
    
    
    66,316,331
    
    
    
    19,970,743Expenses:Vessel operating expenses
    
    
    4,056,716
    
    
    
    2,809,950
    
    
    
    11,379,790
    
    
    
    4,213,290Voyage expenses
    
    
    1,447,802
    
    
    
    
    
    
    
    4,068,427
    
    
    
    General and administrative
expenses (including restricted
stock amortization of $597,873,
$315,130, $1,626,316, and
$315,130)
    
    
    2,705,715
    
    
    
    1,555,332
    
    
    
    7,197,379
    
    
    
    2,704,246Depreciation and amortization
    
    
    7,411,731
    
    
    
    4,030,574
    
    
    
    19,600,020
    
    
    
    5,928,926Total expenses
    
    
    15,621,964
    
    
    
    8,395,856
    
    
    
    42,245,616
    
    
    
    12,846,462Operating income
    
    
    9,411,504
    
    
    
    4,597,346
    
    
    
    24,070,715
    
    
    
    7,124,281Other (expenses) / income:Interest expense
    
    
    (3,385,659
    )
    
    
    (1,281,405
    )
    
    
    (8,349,992
    )
    
    
    (2,903,044
    )Interest income
    
    
    440,951
    
    
    
    132,702
    
    
    
    570,163
    
    
    
    159,970Finance costs
    
    
    (1,946,275
    )
    
    
    (3,266,090
    )
    
    
    (2,072,665
    )
    
    
    (3,586,453
    )Unrealized swap loss.
    
    
    (11,891,970
    )
    
    
    
    
    
    
    (11,891,970
    )
    
    
    Foreign exchange losses and
other, net
    
    
    (217,284
    )
    
    
    21,172
    
    
    
    (372,969
    )
    
    
    (3,700
    )Total other expenses
    
    
    (17,000,237
    )
    
    
    (4,393,621
    )
    
    
    (22,117,433
    )
    
    
    (6,333,227
    )Net (loss) / income
    
    $
    (7,588,733
    )
    
    $
    203,725
    
    
    $
    1,953,282
    
    
    $
    791,054(Loss) / earnings per common share:Basic
    
    $
    (0.20
    )
    
    $
    0.01
    
    
    $
    0.07
    
    
    $
    0.07Diluted
    
    $
    (0.19
    )
    
    $
    0.01
    
    
    $
    0.07
    
    
    $
    0.07Weighted average shares outstanding:Basic
    
    
    37,569,368
    
    
    
    19,517,470
    
    
    
    28,153,771
    
    
    
    10,971,653Diluted
    
    
    38,922,043
    
    
    
    19,627,598
    
    
    
    28,928,204
    
    
    
    11,010,472
  4




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##### 



Quintana Maritime Limited
Unaudited Consolidated Statements of Cash Flows
 Period fromNine Months Ended
    
    
    January 13, 2005 toSeptember 30, 2006
    
    
    September 30, 2005Cash flows from operating activities:Net income
    
    $
    1,953,282
    
    
    $
    791,054Adjustments to reconcile net income to net cash from operating
activities:Depreciation and amortization
    
    
    19,600,020
    
    
    
    5,928,926Amortization of deferred finance costs
    
    
    2,072,665
    
    
    
    3,586,453Amortization of time charter fair value
    
    
    1,583,334
    
    
    
    Stock-based compensation
    
    
    1,626,316
    
    
    
    Unrealized swap loss
    
    
    11,891,970
    
    
    
    Changes in assets and liabilities:Increase in inventories
    
    
    (933,550
    )
    
    
    (265,527
    )Increase in due from charterers, net
    
    
    (1,290,944
    )
    
    
    (83,551
    )Increase in other receivables
    
    
    (312,843
    )
    
    
    (348,827
    )Increase in prepaid expenses and other current assets
    
    
    (110,337
    )
    
    
    (1,025,813
    )Increase in accounts payable
    
    
    1,517,775
    
    
    
    723,213(Decrease) / Increase in sundry liabilities and accruals
    
    
    (1,005,580
    )
    
    
    1,068,533Increase in deferred income
    
    
    1,100,041
    
    
    
    1,104,072Deferred dry-dock costs incurred
    
    
    (1,059,037
    )
    
    
    (1,204,328
    )Net cash from operating activities
    
    $
    36,633,112
    
    
    $
    10,274,205Cash flows from investing activities:Vessel acquisitions
    
    
    (398,146,965
    )
    
    
    (330,623,650
    )Advances for vessel acquisitions
    
    
    (34,000,000
    )
    
    
    (13,680,000
    )Purchases of property, plant and equipment
    
    
    (182,726
    )
    
    
    (256,261
    )Net cash used in investing activities
    
    $
    (432,329,691
    )
    
    $
    (344,559,911
    )Cash flows from financing activities:Proceeds from long-term debt
    
    
    459,500,000
    
    
    
    411,621,351Repayment of debt
    
    
    (210,000,000
    )
    
    
    (311,071,351
    )Payment of financing costs
    
    
    (4,784,306
    )
    
    
    (5,097,296
    )Proceeds from preferred stock issuance
    
    
    190,937,657
    
    
    
    Issuance cost of preferred stock offering
    
    
    (7,671,926
    )
    
    
    Proceeds from initial public offering
    
    
    
    
    
    
    182,771,956Issuance costs of initial public offering
    
    
    
    
    
    
    (2,179,655
    )Paid-in capital and common stock
    
    
    
    
    
    
    68,664,437Dividends paid
    
    
    (21,728,930
    )
    
    
    (1,177,731
    )Net cash from financing activities
    
    $
    406,252,495
    
    
    $
    343,531,711Net increase in cash and cash equivalents
    
    
    10,555,916
    
    
    
    9,246,005Cash and cash equivalents at beginning of period
    
    
    4,258,809
    
    
    
    Cash and cash equivalents at end of the period
    
    $
    14,814,725
    
    
    $
    9,246,005Supplemental disclosure of cash flow information:Cash paid during the period for interest
    
    $
    10,797,448
    
    
    $
    2,093,044Non-cash investing and financing activities:Conversion of 12% Mandatorily Convertible Preferred Stock
    
    $
    190,937,657
    
    
    
    
  5




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##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 1.
    
    Basis of Presentation and General Information
 The Company
     DeadweightTonnage(in metric
    
    DeliveryCompany
    
    Vessel
    
    Agreement Date
    
    tons)
    
    Built
    
    DateFearless Shipco LLC
    
    Fearless I
    
    February 18, 2005
    
    
    73,427
    
    
    
    1997
    
    
    April 11,2005King Coal Shipco LLC
    
    King Coal
    
    February 25, 2005
    
    
    72,873
    
    
    
    1997
    
    
    April 12,2005Coal Glory Shipco LLC
    
    Coal Glory
    
    March 21, 2005
    
    
    73,670
    
    
    
    1995
    
    
    April 13,2005Coal Age Shipco LLC
    
    Coal Age
    
    March 15, 2005
    
    
    72,861
    
    
    
    1997
    
    
    May 4, 2005Iron Man Shipco LLC
    
    Iron Man
    
    March 15, 2005
    
    
    72,861
    
    
    
    1997
    
    
    May 6, 2005Barbara Shipco LLC
    
    Barbara
    
    March 24, 2005
    
    
    73,390
    
    
    
    1997
    
    
    July 20, 2005Coal Pride Shipco LLC
    
    Coal Pride
    
    March 29, 2005
    
    
    72,600
    
    
    
    1999
    
    
    August 16, 2005Linda Leah Shipco LLC
    
    Linda Leah
    
    March 24, 2005
    
    
    73,390
    
    
    
    1997
    
    
    August 22, 2005Iron Beauty Shipco LLC
    
    Iron Beauty
    
    September 2, 2005
    
    
    165,500
    
    
    
    2001
    
    
    October 18, 2005Kirmar Shipco LLC
    
    Kirmar
    
    September 2, 2005
    
    
    165,500
    
    
    
    2001
    
    
    November 11, 2005Iron Vassilis Shipco LLC
    
    Iron Vassilis
    
    May 3, 2006
    
    
    82,000
    
    
    
    2006
    
    
    July 27, 2006Iron Fuzeyya Shipco LLC
    
    Iron Fuzeyya
    
    May 3, 2006
    
    
    82,229
    
    
    
    2006
    
    
    August 14, 2006Iron Bradyn Shipco LLC
    
    Iron Bradyn
    
    May 3, 2006
    
    
    82,769
    
    
    
    2006
    
    
    August 21, 2006Grain Harvester Shipco LLC
    
    Grain Harvester
    
    May 3, 2006
    
    
    76,417
    
    
    
    2004
    
    
    September 5, 2006Santa Barbara Shipco LLC
    
    Santa Barbara
    
    May 3, 2006
    
    
    82,266
    
    
    
    2006
    
    
    September 5, 2006Iron Bill Shipco LLC
    
    Iron Bill
    
    May 3, 2006
    
    
    82,000
    
    
    
    2006
    
    
    September 7, 2006Ore Hansa Shipco LLC
    
    Ore Hansa
    
    May 3, 2006
    
    
    82,229
    
    
    
    2006
    
    
    September 15, 2006Iron Anne Shipco LLC
    
    Iron Anne
    
    May 3, 2006
    
    
    82,000
    
    
    
    2006
    
    
    September 25, 2006Iron Kalypso Shipco LLC
    
    Iron Kalypso
    
    May 3, 2006
    
    
    82,204
    
    
    
    2006
    
    
    September 25, 2006Grain Express Shipco LLC
    
    Grain Express
    
    May 3, 2006
    
    
    76,466
    
    
    
    2004
    
    
    October 9, 2006Iron Knight Shipco LLC
    
    Iron Knight
    
    May 3, 2006
    
    
    76,429
    
    
    
    2004
    
    
    9/1/06  1/10/07*Coal Gypsy Shipco LLC
    
    Coal Gypsy
    
    May 3, 2006
    
    
    82,300
    
    
    
    **
    
    
    November 2006*Pascha Shipco LLC
    
    Pascha
    
    May 3, 2006
    
    
    82,300
    
    
    
    **
    
    
    December 2006*Coal Hunter Shipco LLC
    
    Coal Hunter
    
    May 3, 2006
    
    
    82,300
    
    
    
    **
    
    
    December 2006*Iron Lindrew Shipco LLC
    
    Iron Lindrew
    
    May 3, 2006
    
    
    82,300
    
    
    
    **
    
    
    January 2007*Iron Brooke Shipco LLC
    
    Iron Brooke
    
    May 3, 2006
    
    
    82,300
    
    
    
    **
    
    
    March 2007*Iron Manolis Shipco LLC
    
    Iron Manolis
    
    May 3, 2006
    
    
    82,300
    
    
    
    **
    
    
    May 2007*
 
 *
    
    Expected delivery dates**
    
    Under construction 6




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##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 1.
    
    Basis of Presentation and General InformationThe Company (continued)
   2.
    
    Significant Accounting Policies
 Basis of presentation
  Income taxes
  Derivative Instruments
  Earnings/(loss) per share
  7




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##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
  2.
    
    Significant Accounting Policies  Earnings (loss) per share (continued)
 
    
    Restricted stock outstanding under the Companys 2005 Stock Incentive Plan
    
    Common shares issuable upon exercise of the Companys outstanding warrants.
   Three Months EndedSeptember 30,Nine Months
    
    
    Period fromEnded
    
    
    January 13, 2005 toSeptember 30,
    
    
    September 30,2006
    
    
    2005
    
    
    2006
    
    
    2005Weighted average
common shares
outstanding, basic
    
    
    37,569,368
    
    
    
    19,517,470
    
    
    
    28,153,771
    
    
    
    10,971,653Weighted average
restricted stock
awards
    
    
    752,493
    
    
    
    110,128
    
    
    
    622,956
    
    
    
    38,819Common stock
issuable upon
warrant exercise
(1)
    
    
    600,182
    
    
    
    
    
    
    
    151,477
    
    
    
    Weighted
average common
shares outstanding,
diluted
    
    
    38,922,043
    
    
    
    19,627,598
    
    
    
    28,928,204
    
    
    
    11,010,472
 
 (1)
    
    On May 11, 2006, the Company sold Units consisting of 12% Mandatorily Convertible Preferred
Stock and Class A Warrants in a private placement. 8,182,232 Warrants, with an exercise price of
$8.00 and an expiration date of May 11, 2009, were issued. As of September 30, 2006, all the
warrants were outstanding. 3.
    
    Vessel Acquisitions
  8




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##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 3.
    
    Vessel Acquisitions (continued)
  DeadweightTonnage
    
    
    
    
    
    
    
    Contract
    
    Adjustment to
    
    Adjusted(in metric
    
    
    
    
    
    Delivery
    
    Purchase
    
    Purchase
    
    PurchaseVessel
    
    tons)
    
    Built
    
    Date
    
    Price
    
    Price (1)
    
    PriceIron Vassilis
    
    
    82,000
    
    
    
    2006
    
    
    July 27, 2006
    
    $
    43,300,000
    
    
    
    
    
    
    $
    43,300,000Iron Fuzeyya
    
    
    82,229
    
    
    
    2006
    
    
    August 14, 2006
    
    
    45,200,000
    
    
    
    
    
    
    
    45,200,000Iron Bradyn
    
    
    82,769
    
    
    
    2005
    
    
    August 21, 2006
    
    
    45,900,000
    
    
    
    
    
    
    
    45,900,000Grain Harvester
    
    
    76,417
    
    
    
    2004
    
    
    September 5, 2006
    
    
    41,000,000
    
    
    
    (41,163
    )
    
    
    40,958,837Santa Barbara
    
    
    82,266
    
    
    
    2006
    
    
    September 5, 2006
    
    
    43,600,000
    
    
    
    (314,303
    )
    
    
    43,285,697Iron Bill
    
    
    82,000
    
    
    
    2006
    
    
    September 7, 2006
    
    
    43,600,000
    
    
    
    (209,104
    )
    
    
    43,390,896Ore Hansa
    
    
    82,229
    
    
    
    2006
    
    
    September 15, 2006
    
    
    43,900,000
    
    
    
    (381,048
    )
    
    
    43,518,952Iron Anne
    
    
    82,000
    
    
    
    2006
    
    
    September 25, 2006
    
    
    43,300,000
    
    
    
    
    
    
    
    43,300,000Iron Kalypso
    
    
    82,204
    
    
    
    2006
    
    
    September 25, 2006
    
    
    45,200,000
    
    
    
    (181,875
    )
    
    
    45,018,125395,000,000
    
    
    
    (1,127,493
    )
    
    
    393,872,507Less 10% deposit
    
    
    (39,500,000
    )
    
    
    
    
    
    
    (39,500,000
    )$
    355,500,000
    
    
    
    (1,127,493
    )
    
    $
    354,372,507
 
 (1)
    
    Adjustments to purchase price reflect payments made by a Metrobulk affiliate to the Company
based on the contracted delivery dates. These adjustments represent refunds to Quintana, which are
accounted for as decreases in the respective purchase prices. 4.
    
    Deferred Charges
  Time CharterFinance Costs
    
    
    Drydocking
    
    
    Fair Value(in thousands)June 30, 2006
    
    $
    1,898
    
    
    $
    806
    
    
    $
    8,005Additions
    
    
    4,720
    
    
    
    933
    
    
    
    Write-off
    
    
    (1,833
    )
    
    
    
    
    
    
    Amortization
    
    
    (114
    )
    
    
    (163
    )
    
    
    (528
    )September 30, 2006
    
    $
    4,671
    
    
    $
    1,576
    
    
    $
    7,477
 Iron Beauty
 9




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##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 5.
    
    Accumulated Deficit
  December 31, 2005
    
    $
    (360,444
    )Common stock dividends paid March 2006
    
    
    (5,007,816
    )Common stock dividends paid May 2006
    
    
    (5,071,130
    )Common stock dividends paid August 2006
    
    
    (10,440,721
    )Preferred stock dividends paid August 2006
    
    
    (1,209,263
    )Net income for nine months ended September 30, 2006
    
    
    1,953,282September 30, 2006
    
    $
    (20,136,092
    )
 6.
    
    Prepaid Expenses
  September 30,
    
    
    December 31,Description
    
    2006
    
    
    2005(in thousands)Prepaid insurance
    
    $
    678
    
    
    $
    700Other prepaid expenses and other
current assets
    
    
    299
    
    
    
    167Total
    
    $
    977
    
    
    $
    867
 7.
    
    Sundry Liabilities and Accruals
  September 30,
    
    
    December 31,Sundry Liabilities and Accruals
    
    2006
    
    
    2005(in thousands)Interest expense
    
    $
    79
    
    
    $
    2,302Office expenses
    
    
    800
    
    
    
    93Loan commitment fees
    
    
    439
    
    
    
    62Other sundry liabilities and accruals
    
    
    1,089
    
    
    
    956Total
    
    $
    2,407
    
    
    $
    3,413
 10




---



##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 8.
    
    Long-Term Debt
 New Revolving Credit Facility
    Reduction 1 (December 31, 2006)
    
    $
    10,000,000Reductions 2 to 5 (March 30, 2007 through December 31, 2007)
    
    $
    11,750,000Reductions 6 to 17 (March 30, 2008 through December 31, 2010)
    
    $
    13,250,000Reductions 18 to 32 (March 30, 2011 through September 30, 2014)
    
    $
    15,000,000
   
    
    maintenance of fair market value of ship collateral equal to at least 115% of the
outstanding loans (until December 31, 2010) and 125% of the outstanding loans thereafter;
    
    maintenance of an interest coverage ratio of not less than 2.0 to 1;
    
    maintenance of a leverage ratio (total debt to market adjusted total assets) of no greater than 0.75 to 1;
    
    maintenance of net worth, adjusted to reflect the fair market value of the vessels, of
at least $200,000,000; and
    
    maintenance of minimum liquidity (cash or time deposits plus available credit line) of
$550,000 per ship increasing to $741,000 per ship in 8 quarterly adjustments starting April
1, 2009.
  11




---



##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 8.
    
    Long-Term Debt  New Revolving Credit Facility (continued)
   Old Revolving Credit Facility
  9.
    
    Related Party Transactions
    12




---



##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 10.
    
    Commitments and Contingent Liabilities
  Amount(in thousands)October 1, 2006 to September 30, 2007
    
    $
    219October 1, 2007 to September 30, 2008
    
    
    37Total
    
    $
    256
  DeliveryCompany
    
    Vessel
    
    Purchase Price
    
    DateGrain Express Shipco LLC
    
    Grain Express
    
    $
    39,600,000
    
    
    October 9 2006Iron Knight Shipco LLC
    
    Iron Knight
    
    
    41,400,000
    
    
    9/1/06 -- 1/10/07*Coal Gypsy Shipco LLC
    
    Coal Gypsy
    
    
    43,300,000
    
    
    November 2006*Pascha Shipco LLC
    
    Pascha
    
    
    43,300,000
    
    
    December 2006*Coal Hunter Shipco LLC
    
    Coal Hunter
    
    
    43,100,000
    
    
    December 2006*Iron Lindrew Shipco LLC
    
    Iron Lindrew
    
    
    43,200,000
    
    
    January 2007*Iron Brooke Shipco LLC
    
    Iron Brooke
    
    
    43,100,000
    
    
    March 2007*Iron Manolis Shipco LLC
    
    Iron Manolis
    
    
    43,000,000
    
    
    May 2007*Total cost
    
    
    
    
    340,000,000Less 10% deposit
    
    
    
    
    (34,000,000
    )Total commitment
    
    
    
    $
    306,000,000
 
 *
    
    Expected delivery dates  11.
    
    Hedging Transaction
  13




---



##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 11.
    
    Hedging Transaction (continued)
   12.
    
    Special Meeting of Stockholders; Issuance of Common Stock Upon Conversion of Preferred Stock
   
    
    The conversion of the Companys 12% Mandatorily Convertible Preferred Stock into shares
of common stock;
    
    The exercisability of the 8,182,232 Class A Warrants to purchase shares of the Companys
common stock; and
    
    The issuance of shares of the Companys common stock upon conversion of the shares of
Preferred Stock and the exercise of the Warrants.
  13.
    
    Cash Dividend
  14.
    
    Stock Incentive Plan
  14




---



##### 



Quintana Maritime Limited
Notes to the consolidated financial statements
(Unaudited)
(All amounts expressed in U.S. Dollars)
 14.
    
    Stock Incentive Plan (continued)
 Outstanding Restricted Stock
  WeightedAverage FairNumber of Shares
    
    
    Value Per ShareOutstanding at June 30, 2006
    
    
    753,250
    
    
    $
    9.48Granted
    
    
    
    
    
    
    Vested
    
    
    
    
    
    
    Canceled or expired
    
    
    (4,350
    )
    
    
    9.88Outstanding at September 30, 2006
    
    
    748,900
    
    
    $
    9.48
   15.
    
    Forward Currency Exchange Contracts
  Contract Date
    
    Notional Amount ()
    
    For Value
    
    Rate ($/)September 26, 2006
    
    
    1,000,000
    
    
    March 26, 2007
    
    
    1.2800September 29, 2006
    
    
    1,000,000
    
    
    December 29, 2006
    
    
    1.2745October 6, 2006
    
    
    1,000,000
    
    
    June 29, 2007
    
    
    1.2795October 10, 2006
    
    
    1,000,000
    
    
    September 28, 2007
    
    
    1.2725
  16.
    
    Subsequent Events
 
    
    On October 2, 2006 the Company drew an additional $35.6 million from the new loan
facility for the delivery of Grain Expressand took delivery of the vessel on October 9,
2006.
    
    As of October 31, 2006, 453,336 warrants had been exercised, resulting in proceeds of
approximately $3.6 million to the Company and a total of 50,166,690 shares outstanding.
    
    On November 2, 2006, the Company declared a cash dividend of $0.21 per common share. The
dividend will be payable on November 24, 2006 to shareholders of record on November 13, 2006.
 15




---



##### 



Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion and analysis of financial condition and results of operations should
be read in conjunction with our historical consolidated financial statements and the notes thereto
included elsewhere in this filing as well as in conjunction with our Annual Report on Form 10-K for
the year ended December 31, 2005.
 This discussion contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as
amended and the Private Securities Litigation Reform Act of 1995 and are intended to be covered by
the safe harbor provided for under these sections. These statements may include words such as
believe, estimate, project, intend, expect, plan, anticipate, and similar expressions
in connection with any discussion of the timing or nature of future operating or financial
performance or other events. Forward looking statements reflect managements current expectations
and observations with respect to future events and financial performance. Where we express an
expectation or belief as to future events or results, such expectation or belief is expressed in
good faith and believed to have a reasonable basis. However, our forward-looking statements are
subject to risks, uncertainties, and other factors, which could cause actual results to differ
materially from future results expressed, projected, or implied by those forward-looking
statements. The principal factors that affect our financial position, results of operations and
cash flows include, charter market rates, which have recently increased to historic highs, and
periods of charter hire, vessel operating expenses and voyage costs, which are incurred primarily
in U.S. dollars, depreciation expenses, which are a function of the cost of our vessels,
significant vessel improvement costs and our vessels estimated useful lives, and financing costs
related to our indebtedness. Our actual results may differ materially from those anticipated in
these forward looking statements as a result of certain factors which could include the following:
(1) changes in demand in the dry-bulk market, including changes in production of, or demand for,
commodities and bulk cargoes, generally or in particular regions; (2) greater than anticipated
levels of dry-bulk-vessel newbuilding orders or lower than anticipated rates of dry-bulk-vessel
scrapping; (3) changes in rules and regulations applicable to the dry-bulk industry, including
legislation adopted by international bodies or organizations such as the International Maritime
Organization and the European Union or by individual countries; (4) actions taken by regulatory
authorities; (5) changes in trading patterns significantly affecting overall dry-bulk tonnage
requirements; (6) changes in the typical seasonal variations in dry-bulk charter rates; (7) changes
in the cost of other modes of bulk commodity transportation; (8) changes in general domestic and
international political conditions; (9) changes in the condition of the Companys vessels or
applicable maintenance or regulatory standards (which may affect, among other things, our
anticipated drydocking costs); (10) and other factors listed from time to time in our filings with
the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended
December 31, 2005 and our Registration Statement on Form S-1/S-3 originally filed with the
Securities and Exchange Commission on June 19, 2006. We disclaim any intent or obligation to update
publicly any forward-looking statements, whether as a result of new information, future events or
otherwise, except as may be required under applicable securities laws.
 Executive Overview
 General
   16




---



##### 



Acquisitions
  Iron Knight Iron Bradyn Grain Harvester
  Results of Operations
 Charters
  Third Quarter 2006
   17




---



##### 



Nine Months Ended September 30, 2006
     Logistics Operations
  Three Months Ended September 30, 2006 Compared with Three Months Ended September 30, 2005
 Net Revenues
  Commissions and Other Voyage Expenses
  18




---



##### 



Vessel Operating Expenses
  General and Administrative Expenses
  Depreciation
  19




---



##### 



Time Charter Value Amortization
 Iron Beauty Iron Beauty Iron Beauty
 Drydocking
  Interest Expense
  Unrealized Swap Loss
  Finance Costs
  Nine Months Ended September 30, 2006 Compared with the Period from January 13, 2005 to September
30, 2005
 Net Revenues
  20




---



##### 



Commissions and Other Voyage Expenses
   Vessel Operating Expenses
  General and Administrative Expenses
  Depreciation
  Time Charter Value Amortization
 Iron Beauty
 Drydocking
  21




---



##### 



Interest Expense
  Unrealized Swap Loss
  Finance Costs
  Inflation
  Liquidity and Capital Resources
 Cash and Capital Expenditures
     22




---



##### 



Dividends
  CumulativeAmountPaidCommon stock dividends paid March 2006
    
    $
    5,007,816Common stock dividends paid May 2006
    
    
    5,071,130Common stock dividends paid August 2006
    
    
    10,440,721Preferred stock dividends paid August 2006
    
    
    1,209,263Total
    
    $
    21,728,930
 Contractual Obligations and Commercial Commitments
 Revolving Credit Facility
 General.
 Security.
 Interest.
 Commitment Fee.
 Repayment.
 Reduction 1 (December 31, 2006)
    
    $
    10,000,000Reductions 2 to 5 (March 30, 2007 through December 31, 2007)
    
    $
    11,750,000Reductions 6 to 17 (March 30, 2008 through December 31, 2010)
    
    $
    13,250,000Reductions 18 to 32 (March 30, 2011 through September 30, 2014)
    
    $
    15,000,000
 23




---



##### 



Conditions.
 Financial Covenants.
 
    
    maintenance of fair market value of ship collateral equal to
at least 115% of the outstanding
loans (until December 31, 2010) and 125% of the outstanding loans thereafter;
    
    maintenance of an interest coverage ratio of not less than 2.0 to 1;
    
    maintenance of a leverage ratio (total debt to market adjusted total assets) of no greater than 0.75 to 1;
    
    maintenance of market value adjusted net worth of at least $200,000,000; and
    
    maintenance of minimum liquidity (cash or time deposits plus available credit line) of
$550,000 per ship increasing to $741,000 per ship in 8 quarterly adjustments starting April
1, 2009.
 Restrictive Covenants.
 Use of Borrowings.
 Events of Default.
 Shelf Registration Statement
  24




---



##### 



Contractual Obligations
  Three
    
    
    MoreWithin
    
    
    One to
    
    
    Years to
    
    
    ThanOne
    
    
    Three
    
    
    Five
    
    
    FiveYear
    
    
    Years
    
    
    Years
    
    
    Years
    
    
    Total(in thousands)Revolving credit facility.
    
    $
    45,250
    
    
    $
    157,500
    
    
    $
    118,250
    
    
    $
    138,500
    
    
    $
    459,500Acquisition of vessels
    
    
    306,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    306,000Office lease(1)
    
    
    219
    
    
    
    37
    
    
    
    
    
    
    
    
    
    
    
    256Total
    
    $
    351,469
    
    
    $
    157,537
    
    
    $
    118,250
    
    
    $
    138,500
    
    
    $
    765,756
 
 (1)
    
    Represents the U.S. Dollar equivalent of lease payments in Euros as calculated in accordance
with the rate of $1.27 to 1.00 as of September 30, 2006. Such rate was $1.28 to 1.00 as of
November 1, 2006. Our office lease has a two-year term. Off-balance Sheet Arrangements
  Critical Accounting Policies
  Risks Related to our Business
 
    
    Because we are a new company with a limited operating history, we may be less successful
in implementing our business strategy than a more seasoned company.
    
    We cannot assure you that our board of directors will declare dividends.
    
    Our earnings may be adversely affected if we do not successfully employ our vessels on
medium- or long-term time charters or take advantage of favorable opportunities in the spot
market.
    
    We may have difficulty properly managing our planned growth through acquisitions of
additional vessels.
    
    We cannot assure you that we will be able to borrow further amounts under our revolving
credit facility, which we may need to fund the acquisition of additional vessels.
    
    Restrictive covenants in our revolving credit facility impose, and any future debt
facilities will impose, financial and other restrictions on us.
    
    Servicing future indebtedness would limit funds available for other purposes, such as
the payment of dividends.
    
    Unless we set aside reserves for vessel replacement, at the end of a vessels useful
life our revenue will decline, which would adversely affect our cash flows and income.
    
    Purchasing and operating secondhand vessels may result in increased operating costs and
reduced fleet utilization.
    
    When our time charters end, we may not be able to replace them promptly or with profitable ones.
    
    Charterers may default on time charters that provide for above-market rates.
    
    Contracts of affreightment may result in losses.
    
    The international dry-bulk shipping industry is highly competitive, and we may not be
able to compete successfully for charters with new entrants or established companies with
greater resources.
    
    We may be unable to retain key management personnel and other employees in the shipping
industry, which may negatively impact the effectiveness of our management and results of
operations.
    
    Risks associated with operating oceangoing vessels could negatively affect our business
and reputation, which could adversely affect our revenues and stock price.
    
    The operation of dry-bulk carriers has certain unique operational risks.
 25




---



##### 




    
    Our vessels may suffer damage and we may face unexpected costs, which could adversely
affect our cash flow and financial condition.
    
    The shipping industry has inherent operational risks that may not be adequately covered
by our insurance.
    
    If we acquire additional dry-bulk carriers and those vessels are not delivered on time
or are delivered with significant defects, our earnings and financial condition could
suffer.
    
    We may earn United States source income that is subject to tax, thereby reducing our
earnings.
    
    U.S. tax authorities could treat us as a passive foreign investment company, which
could have adverse U.S. federal income tax consequences to U.S. holders.
    
    The enactment of proposed legislation could affect whether dividends paid by us
constitute qualified dividend income eligible for a preferential rate of federal income
taxation.
    
    Because we expect to generate all of our revenues in U.S. dollars but may incur a
portion of our expenses in other currencies, exchange rate fluctuations could hurt our
results of operations.
    
    We depend upon a limited number of customers for a large part of our revenues and the
loss of one or more of these customers could adversely affect our financial performance.
    
    We are a holding company, and we depend on the ability of our subsidiaries to distribute
funds to us in order to satisfy our financial obligations and to make dividend payments.
    
    As we expand our business, we may need to improve our operating and financial systems
and will need to recruit suitable employees and crew for our vessels.
    
    The international dry-bulk shipping sector is extremely cyclical and volatile; these
factors may lead to reductions and volatility in our charter hire rates, vessel values and
results of operations.
    
    Charter hire rates in the dry-bulk sector are above historical averages and future
growth will depend on continued economic growth in the world economy that exceeds the
capacity of the growing world fleets ability to match it.
    
    We may not be able to draw down the full amount under our revolving credit facility if
the market value of our vessels declines.
    
    We may breach some of the covenants under our revolving credit facility if the market
price of our vessels, which are above historical averages, declines.
    
    Our substantial operations outside the United States expose us to political,
governmental and economic instability, which could harm our operations.
    
    Seasonal fluctuations in industry demand could adversely affect our operating results
and the amount of available cash with which we can pay dividends.
    
    We are subject to regulation and liability under environmental laws that could require
significant expenditures and affect our cash flow and net income.
    
    We are subject to international safety regulations and the failure to comply with these
regulations may subject us to increased liability, may adversely affect our insurance
coverage and may result in a denial of access to, or detention in, certain ports.
    
    Maritime claimants could arrest one or more of our vessels, which could interrupt our
cash flow.
    
    Governments could requisition our vessels during a period of war or emergency, resulting
in a loss of earnings.
    
    Increased inspection procedures and tighter import and export controls could increase
costs and disrupt our business.
    
    An economic slowdown in Asia could have a material adverse effect on our business,
financial position and results of operations.
    
    World events could affect our results of operations and financial condition.
 Item 3. Quantitative and Qualitative Disclosures about Market Risk
 Interest Rates
  26




---



##### 



Currency and Exchange Rates
   Contract Date
    
    Notional Amount ()
    
    For Value
    
    Rate ($/)September 26, 2006
    
    
    1,000,000
    
    
    March 26, 2007
    
    
    1.2800September 29, 2006
    
    
    1,000,000
    
    
    December 29, 2006
    
    
    1.2745October 6, 2006
    
    
    1,000,000
    
    
    June 29, 2007
    
    
    1.2795October 10, 2006
    
    
    1,000,000
    
    
    September 28, 2007
    
    
    1.2725
  Item 4. Controls and Procedures
   27




---



##### 



PART II. OTHER INFORMATION
 Item 1. Legal Proceedings
  Legal Proceedings Related to Mr. Molaris
 
 Item 1A. Risk Factors
 Managements
Discussion and Analysis of Financial Condition and Results of Operations  Risk Factors.
 Risks Related to the Acquisition
 Our substantial debt levels may limit our flexibility in obtaining additional financing and in
pursuing other business opportunities.
  
    
    our ability to obtain additional financing, if necessary, for working capital, capital
expenditures, acquisitions or other purposes may be impaired or such financing may not be
available on favorable terms;
    
    we may need to use a substantial portion of our cash from operations to make principal
and interest payments on our debt, reducing the funds that would otherwise be available
for operations, future business opportunities and dividends to our shareholders;
    
    our debt level could make us more vulnerable than our competitors with less debt to
competitive pressures or a downturn in our business or the economy generally; and
    
    our debt level may limit our flexibility in responding to changing business and
economic conditions.
  28




---



##### 



As we expand our business, we may need to improve our operating and financial systems and expand
our commercial and technical management staff, and will need to recruit suitable employees and crew
for our vessels.
  Our acquisition of the new vessels is subject to a number of conditions, which may delay our
receipt of revenues.
  Delays in deliveries of newbuildings to be purchased in the acquisition could materially and
adversely harm our operating results.
   
    
    work stoppages or other labor disturbances or other event that disrupts the operations of the shipbuilder;
    
    quality or engineering problems;
    
    changes in governmental regulations or maritime self-regulatory organization standards;
    
    lack of raw materials;
    
    bankruptcy or other financial crisis of the shipbuilder;
    
    a backlog of orders at the shipbuilder;
    
    hostilities, political or economic disturbances in the country where the vessels are being built;
    
    weather interference or catastrophic event, such as a major earthquake or fire;
    
    our requests for changes to the original vessel specifications;
    
    shortages of or delays in the receipt of necessary construction materials, such as steel;
    
    our inability to obtain requisite permits or approvals; or
    
    a dispute with the shipbuilder.
   29




---



##### 



Problems in the delivery of the secondhand vessel to be purchased in the acquisition could
materially and adversely affect our operating results.
 Iron Knight
 We cannot assure you that we will be able to borrow adequate amounts under our new revolving credit
facility.
  Restrictive covenants in our new revolving credit facility impose financial and other restrictions
on us, including our ability to pay dividends.
  
    
    pay dividends if an event of default has occurred and is continuing under our new
revolving credit facility or if the payment of the dividend would result in an event of
default;
    
    incur additional indebtedness, including through the issuance of guarantees;
    
    change the flag, class or management of our vessels;
    
    create liens on our assets;
    
    sell our vessels without replacing such vessels or prepaying a portion of our loan;
    
    merge or consolidate with, or transfer all or substantially all our assets to, another person; or
    
    change our business.
  We will derive all of our revenues with respect to the Metrobulk vessels from one charterer, and
the loss of this charterer or any time charter or any vessel could result in a significant loss of
revenues and cash flow.
  30




---



##### 




    
    the charterer fails to make charter payments to us;
    
    the vessel is off-hire for more than 20 days in any year for reasons other than
drydocking required to maintain a vessels status with its classification society; or
    
    we are unable to reach an agreement in advance with Bunge on the level of charter hire
to be paid to us within a specified daily hire rate range in any year.
   We initially will depend on Bunge, which is an agribusiness, for all of our revenues from the
Metrobulk vessels and therefore we are exposed to risks in the agribusiness market.
   
    
    Bunge is vulnerable to cyclicality in the oilseed processing industry.
    
    Bunge is vulnerable to increases in raw material prices.
    
    Bunge is subject to economic and political instability and other risks of doing business
globally and in emerging markets.
  Most of the Bunge charters provide for daily hire rates beginning in 2007 that are to be negotiated
within specified ranges, which may result in lower-than-expected revenues for certain vessels.
  We may sell one or more of the 17 drybulk vessels that we have recently purchased or have
agreed to purchase in the acquisition and forego any anticipated revenues and cash flows from
operating any of the vessels we sell.
  31




---



##### 



Risks Relating to the Warrants
 Future sales of our common stock may result in a decrease in the market price of our common stock,
even if our business is doing well.
   Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
   Item 4. Submission of Matters to a Vote of Security Holders
  
    
    The conversion of the Companys 12% Mandatorily Convertible Preferred Stock into shares
of common stock;
    
    The exercisability of the 8,182,232 Class A Warrants to purchase shares of the Companys
common stock; and
    
    The issuance of shares of the Companys common stock upon conversion of the shares of
Preferred Stock and the exercise of the Warrants.
  Item 6. Exhibits
 ExhibitNo.
    
    
    
    Description3.1*
    
    
    
    
    Amended and Restated Articles of Incorporation3.2
    
    
    
    

Articles
of Amendment of Articles of Incorporation (incorporated by reference
to Exhibit 3.1 to the Current Report on Form 8-K filed by the Company
on August 17, 2006)3.3*
    
    
    
    
    Amended and Restated By-laws4.1*
    
    
    
    
    Form of Share Certificate4.2**
    
    
    
    
    Form of Unit Certificate4.3**
    
    
    
    
    Form of Preferred Stock Certificate4.4**
    
    
    
    
    Form of Warrant4.5**
    
    
    
    
    Statement of Designations4.6**
    
    
    
    
    Warrant Agreement10.1*
    
    
    
    
    Agreement Related to Credit Facility10.2*
    
    
    
    
    First Supplemental Agreement to US$262,456,000 Credit Facility10.3*
    
    
    
    
    Second Supplemental Agreement to US$262,456,000 Credit Facility10.4*
    
    
    
    
    Registration Rights Agreement10.5**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk One10.6**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk Two10.7**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk Three10.8**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk Four10.9**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk Five10.10**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk Six10.11**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk Seven10.12**
    
    
    
    
    Memorandum of Agreement for purchase of Bulk Eight
 32




---



##### 



ExhibitNo.
    
    
    
    Description10.13**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.137310.14**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.137410.15**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.137510.16**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.139410.17**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.139510.18**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.135710.19**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.135810.20**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.139610.21**
    
    
    
    
    Memorandum of Agreement for purchase of Kamsarmax H.135910.22**
    
    
    
    
    Master Time Charter Party and Block Agreement dated November 21, 200510.23**
    
    
    
    
    Novation Agreement10.24*
    
    
    
    
    2005 Stock Incentive Plan10.25
    
    
    
    
    Form of Employee Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.1 toCurrent Report on Form 8-K filed January 13, 2006)10.26
    
    
    
    
    Form of Director Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.2 to
Current Report on Form 8-K filed January 13, 2006)10.27
    
    
    
    
    Revolving Credit Facility (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K
filed October 6, 2005)10.28
    
    
    
    
    Services Agreement between Quintana Maritime Limited and Quintana Minerals Corporation, dated as of
October 31, 2005 (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed
November 3, 2005)10.29
    
    
    
    

Loan
Agreement ($735 million revolving credit facility) (incorporated by
reference to Exhibit 10.1 to the Current Report on Form 8-K filed by
the Company on July 24, 2006)31.1***
    
    
    
    
    Certification pursuant to Section 302 of the Sarbanes- Oxley Act of 2002 by Chief Executive Officer.31.2***
    
    
    
    
    Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Chief Financial Officer.32.1****
    
    
    
    
    Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief Executive Officer.32.2****
    
    
    
    
    Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief Financial Officer.
 
 *
    
    Incorporated by reference to the Companys Registration Statement filed on Form S-1 (File No.
333-124576) with the Securities and Exchange Commission on July 14, 2005.**
    
    Incorporated by reference to Amendment No. 1 to the Companys Registration Statement filed on
Form S-1 (File No. 333-135309) with the Securities and Exchange Commission on July 21, 2006***
    
    Filed herewith****
    
    Furnished herewith 33




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##### 



SIGNATURES
  QUINTANA MARITIME LIMITEDBy:
    /s/ Stamatis MolarisStamatis MolarisChief Executive Officer, President and Director
(Principal Executive Officer)/s/ Paul J. CornellPaul J. CornellChief Financial Officer
(Principal Financial Officer; Principal Accounting Officer)




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##### 



EXHIBIT INDEX
 ExhibitNumber
    
    
    
    Description31.1***
    
    
    
    Certification pursuant to Section 302 of the Sarbanes- Oxley Act of 2002 by Chief Executive Officer.31.2***
    
    
    
    Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 by Chief Financial Officer.32.1****
    
    
    
    Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief Executive Officer.32.2****
    
    
    
    Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 by Chief Financial Officer.