UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      DC 20549








FORM
      10-KSB





(Mark
      One)


x Annual
      Report under Section 13 or 15 (d) of the *Securities
      Exchange Act of 1934*


For
      the
      fiscal year ended March 31, 2008





o Transition
      Report under Section 14 or 15 (d) of the *Securities
      Exchange Act of 1934*


For
      the
      transition period from _________ to __________.





Commission
      file number: 333-137460





**NEXGEN
      PETROLEUM CORP.**


(formerly
      Blackrock Petroleum Corp. and DGT Corp. before that)




(Exact
      name of registrant as specified in its charter)





Nevada
            
            26-2410685(State
                or other jurisdiction of incorporation or organization)
            
            (I.R.S.
                Employer Identification No.)





2820
                W. Charleston Blvd., Suite 22
              Las
                Vegas, NV
            
            89102(Address
                of principal executive offices)
            
            (Zip
                Code)





Issuer’s
      telephone number: 866-446-1869





Securities
      registered under Section 12(b) of the Exchange Act:




Title
                of each class
            Name
                of each exchange on which registeredNone
            Not
                Applicable





Securities
      registered under Section 12(g) of the Exchange Act:




Common
                Stock, $0.001 par value(Title
                of class)





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 twelve 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





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





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B 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 or any
      amendment to this Form 10-KSB.  x





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





State
      issuer’s revenues for its most recent fiscal year: $0





The
      aggregate market value of the voting and non-voting shares of common equity
      held
      by non-affiliates of the Registrant as of June 30, 2008 was $81,405,000
      (40,500,000 shares X $2.01 per share).





As
      of
      June 30, 2008, the number of outstanding shares of the registrant’s Common
      Stock, $0.001 par value, was 55,000,000.





Transitional
      Small Business Disclosure Format:   Yes o
      No x


ii


**TABLE
      OF CONTENTS**




**Part
                I**
            
            
            **1**Item
                1. Description of Business
            
            
            1Incorporation
                and Organization
            
            
            1General
            
            
            1History
            
            
            2Our
                Property
            
            
            2Government
                Regulation
            
            
            3Competition
            
            
            3Employees
            
            
            4Item
                2. Description of Properties
            
            
            4Reserves
                Reported to Other Agencies
            
            
            4Production
            
            
            4Productive
                Wells and Acreage
            
            
            4Undeveloped
                Acreage
            
            
            5Drilling
                Activity
            
            
            5Present
                Activities
            
            
            5Delivery
                Commitments
            
            
            5Office
                Properties
            
            
            5RISK
                FACTORS
            
            
            6Item
                3 Legal Proceedings
            
            
            13Item
                4. Submission of Matters to a Vote of Security Holders
            
            
            13**Part
                II**
            
            
            **13**Item
                5. Market for Common Equity and Related Stockholder
                Matters
            
            
            13Market
                Information
            
            
            13Holders
                of Record
            
            
            14Dividends
            
            
            14Equity
                Compensation Plan Information
            
            
            15Recent
                Sales of Unregistered Securities
            
            
            15Purchases
                of Equity Securities by the Issuer and Affiliated
                Purchasers
            
            
            15Item
                6. Management’s Discussion and Analysis or Plan of
                Operation
            
            
            15Overview
            
            
            15Plan
                of Operations
            
            
            16Net
                Loss
            
            
            16Revenues
            
            
            17Expenses
            
            
            17Liquidity
                and Capital Resources
            
            
            17Off-Balance
                Sheet Arrangements
            
            
            18Item
                7. Financial Statements
            
            
            19Item
                8. Changes In And Disagreements With Accountants On Accounting And
                Financial Disclosure
            
            
            20Item
                8A(T) Controls and Procedures
            
            
            20Evaluation
                of Disclosure Controls and Procedures
            
            
            20Changes
                in Internal Control over Financial Reporting
            
            
            20Management
                Report on Assessment of Internal Control over Financial
                Reporting
            
            
            20


iii





Changes
                in Internal Control over Financial Reporting
            
            
            21Item
                8B.Other
                Information
            
            
            21**Part
                III**
            
            
            **22**Item
                9. Directors, Executive Officers, Promoters, Control Persons And
                Corporate
                Governance; Compliance With Section 16(A) Of The Exchange
                Act
            
            
            22Directors
                and Executive Officers
            
            
            22Significant
                Employees
            
            
            23Family
                Relationships
            
            
            23Involvement
                in Certain Legal Proceedings
            
            
            23Section
                16(a) Beneficial Ownership Reporting Compliance
            
            
            23Code
                of Ethics
            
            
            23Corporate
                Governance
            
            
            23Item
                10. Executive Compensation
            
            
            24Summary
                Compensation Table
            
            
            24Equity
                Compensation Plans
            
            
            25Outstanding
                Equity Awards at Fiscal Year End
            
            
            25Item
                11. Security Ownership Of Certain Beneficial Owners And Management
                And
                Related Stockholder Matters
            
            
            25Securities
                Authorized for Issuance under Equity Compensation Plans
            
            
            25Security
                Ownership of Certain Beneficial Owners and Management
            
            
            25Change
                in Control
            
            
            26Item
                12. Certain Relationships and Related Transactions, and Director
                Independence
            
            
            26Transactions
                with Related Persons
            
            
            26Parents
            
            
            26Director
                Independence
            
            
            27Item
                13. Exhibits
            
            
            27Item
                14. Principal Accountant Fees And Services
            
            
            28Audit
                Fees
            
            
            28Audit
                – Related Fees
            
            
            28Tax
                Fees
            
            
            28All
                Other Fees
            
            
            28**SIGNATURES**
            
            
            **29****Exhibit
                Index**
            
            
            **30**


iv


USE
      OF
      NAMES




In
      this
      annual report, the terms “Nexgen Petroleum”, “Company”, “we”, or “our”, unless
      the context otherwise requires, mean Nexgen Petroleum Corp. and its
      subsidiaries.




CAUTIONARY
      STATEMENT REGARDING FORWARD-LOOKING STATEMENTS




This
      annual report on Form 10-KSB and other reports that we file with the SEC contain
      statements that are considered forward-looking statements. Forward-looking
      statements give the Company’s current expectations, plans, objectives,
      assumptions or forecasts of future events. All statements other than statements
      of current or historical fact contained in this annual report, including
      statements regarding the Company’s future financial position, business strategy,
      budgets, projected costs and plans and objectives of management for future
      operations, are forward-looking statements. In some cases, you can identify
      forward-looking statements by terminology such as “anticipate,” “estimate,”
“plans,” “potential,” “projects,” “ongoing,” “expects,” “management believes,”
“we believe,” “we intend,” and similar expressions. These statements are based
      on the Company’s current plans and are subject to risks and uncertainties, and
      as such the Company’s actual future activities and results of operations may be
      materially different from those set forth in the forward looking statements.
      Any
      or all of the forward-looking statements in this annual report may turn out
      to
      be inaccurate and as such, you should not place undue reliance on these
      forward-looking statements. The Company has based these forward-looking
      statements largely on its current expectations and projections about future
      events and financial trends that it believes may affect its financial condition,
      results of operations, business strategy and financial needs. The
      forward-looking statements can be affected by inaccurate assumptions or by
      known
      or unknown risks, uncertainties and assumptions due to a number of factors,
      including:




· dependence
      on key personnel;




· competitive
      factors;




· degree
      of
      success of exploration and development programs




· the
      operation of our business; and




· general
      economic conditions in the United States




These
      forward-looking statements speak only as of the date on which they are made,
      and
      except to the extent required by federal securities laws, we undertake no
      obligation to update any forward-looking statements to reflect events or
      circumstances after the date on which the statement is made or to reflect the
      occurrence of unanticipated events. In addition, we cannot assess the impact
      of
      each factor on our business or the extent to which any factor, or combination
      of
      factors, may cause actual results to differ materially from those contained
      in
      any forward-looking statements. All subsequent written and oral forward-looking
      statements attributable to the Company or persons acting on its behalf are
      expressly qualified in their entirety by the cautionary statements contained
      in
      this annual report.


v




**Part
      I**




**Item
      1. Description of Business**




**Incorporation
      and Organization**




Nexgen
      Petroleum Corp., was incorporated in the State of Nevada on April 17, 2006,
      under the name DGT Corp. Our common shares were quoted for trading on the
      Over-the-Counter Bulletin Board (“OTCBB”) on December 22, 2006 under the symbol
“DGTR”. On September 20, 2007 DGT Corp and its wholly owned subsidiary,
      Blackrock Petroleum Corp. merged and our name changed to Blackrock Petroleum
      Corp. Our trading symbol on the OTCBB was changed to “BRPC”. On May 21, 2008 we
      underwent another merger with our wholly owned subsidiary Nexgen Petroleum
      Corp.
      At that time our name was changed to Nexgen Petroleum Corp. and our trading
      symbol on the OTCBB was changed to “NXPE” effective June 9, 2008.




On
      September 20, 2007, a forward stock split of our authorized, issued and
      outstanding common stock was undertaken on a fifteen for one basis. As a result,
      our authorized capital increased from 90,000,000 shares of common stock with
      a
      par value of $0.001 and 10,000,000 shares of preferred stock with a par value
      of
      $0.001 to 1,350,000,000 shares of common stock with a par value of $0.001 and
      10,000,000 shares of preferred stock with a par value of $0.001. Our issued
      and
      outstanding share capital increased from 9,000,000 shares of common stock to
      135,000,000 shares of common stock.




Effective
      April 18, 2008, Mr. Hsien Loong Wong, President, CEO and a director of the
      Company, who held in aggregate 94,500,000 post forward stock split shares of
      common stock of the Company, voluntarily agreed to surrendered for cancellation
      in aggregate 80,000,000 shares of common stock in order to encourage equity
      investment into the Company. The cancellation of these 80,000,000 shares took
      place on April 18, 2008, resulting in Mr. Wong reducing his share holdings
      to
      only 14,500,000 shares registered in his name.




The
      Company maintains its statutory registered agent’s office at Nevada Agency &
Trust Company, 50 West Liberty Street, Suite 880, Reno, Nevada, 89501 and our
      business office is located at 2820 W. Charleston Blvd., Suite 22, Las Vegas,
      NV
      89102. Our telephone number is (866) 446-1869.




**General**




When
      Nexgen Petroleum operated as DGT Corp. we were in the business of providing
      professional digital photo editing services for photo studios, however, we
      changed our business plan from the professional digital photo editing services
      and have now focused our activities on the oil and gas industry as an
      exploration stage corporation. We intend to acquire interests in leases for
      oil
      and gas prospects either through farmout arrangements, participation
      arrangements or straight acquisition of oil and gas interests, and then drill
      exploratory and development wells with the help of other industry participants.
      We do not intend to operate any properties. We intend to focus our oil and
      gas
      activities in North America as well as other regions.




It
      is our
      intention that in the projects in which we hold interests, another party will
      typically act as the operator of the project. With respect to the projects
      that
      we will participate in, we will provide to the operator timely funding for
      our
      proportionate share of costs as well as technical input on how best to develop
      the property. As a way to keep our overhead down, we will engage the services
      of
      consultants who have technical expertise to best represent the Company’s
      interests. The Company currently has an interest in an oil and gas property
      in
      Morgan County, Tennessee. Our principal capital expenditures to date have been
      $2,044,800 to acquire the interest in the oil and gas property in Morgan County,
      Tennessee. We continue to work on identifying new properties for
      acquisition.


1




**History**




Our
      principal business prior to becoming a resource company was one of providing
      professional digital photo editing services for photo studios. However, we
      changed our business plan and have now focused our activities on the oil and
      gas
      industry as an exploration stage company. See our Annual Report on Form 10-KSB
      filed on June 20, 2007 for more information relating to our business prior
      to
      becoming an exploration stage company.




**Our
      Property**




***Morgan
      Highpoint Property, Tennessee, USA***




On
      March
      10, 2008 the Company entered into a Farmout and Participation Agreement (the
      “Farmout Agreement”), which is effective as of February 26, 2008, with Montello
      Resources (USA) Ltd., a subsidiary of Montello Resources Ltd. (TSX-V: MEO),
      Park
      Place Energy Corp. (OTCBB: PRPL), an Alberta corporation, and Austin
      Developments Corp. (TSX-V: AUL), an Alberta corporation, with respect to two
      test wells on the oil and gas lease dated December 22, 2007 between Southeast
      Ventures, Inc., as lessor, and Montello Resources (USA) Ltd., as lessee, located
      in Morgan County, Tennessee. Under the Farmout Agreement the participating
      interests are as follows: Montello Resources (USA) Ltd., as operator, is paying
      15% of all costs associated with the test wells to earn a 35% interest in the
      associated production spacing units; Austin Developments Corp. is paying 20%
      of
      the costs to earn a 30% interest; Park Place Energy Corp. is paying 5% of the
      costs to earn a 5% interest; and the Company is paying 60% of the costs to
      earn
      a 30% interest. As of March 31, 2008, the Company has incurred $2,044,800 in
      capital expenditures on this property. Subsequent to April 1, 2008, the Company
      has incurred Nil in costs by participating in the drilling and completing of
      the
      Morgan Highpoint #3 and the Morgan Highpoint #4 test wells. Both of these wells
      have been cased and shut in.




On
      or
      about April 11, 2008, the Company entered into a letter agreement (the “Letter
      Agreement”) with Montello Resources (USA) Ltd., Park Place Energy Corp., and
      Austin Developments Corp., dated effective April 11, 2008, whereby the parties
      agreed to amend the March 10, 2008 Farmout Agreement as follows: (i) Article
      8
      (Area of Mutual Interest) of the Farmout & Royalty Procedure attached as
      Schedule “C” to the Farmout Agreement shall apply; (ii) the Mutual Interest
      Lands shall comprise all PNG rights 50% or more of which are located within
      the
      boundaries of that area of lands located within Morgan County, State of
      Tennessee, USA as outlined on the map attached to the Letter Agreement; (iii)
      the Area of Mutual Interest shall be in effect until 11:50 pm on April 10,
      2010;
      and (iv) the participating interests of the parties hereto in the Area of Mutual
      Interest during the term thereof shall be Montello – 35%, Park Place – 5%,
      Austin – 30% and the Company – 30%.




In
      addition, on or about April 11, 2008, the Company entered into a Farmout and
      Participation Agreement (the “Farmout Agreement”), which is effective as of
      April 11, 2008, with Montello Resources (USA) Ltd., a subsidiary of Montello
      Resources Ltd., Park Place Energy Corp., an Alberta corporation, and Austin
      Developments Corp., an Alberta corporation, with respect to two test wells
      on
      the oil and gas lease dated March 25, 2008 between Robert and Kathy Lavender,
      as
      lessors, and Montello Resources (USA) Ltd., as lessee, located in Morgan County,
      Tennessee. Under the Farmout Agreement the participating interests are as
      follows: Montello Resources (USA) Ltd., as operator, is paying 15% of all costs
      associated with the test well to earn a 35% interest in the associated
      production spacing units; Austin Developments Corp. is paying 20% of the costs
      to earn a 30% interest; Park Place Energy Corp. is paying 5% of the costs to
      earn a 5% interest; and the Company is paying 60% of the costs to earn a 30%
      interest. As of June 30, 2008, the Company has incurred $132,000 in capital
      expenditures on this property, which funds were from the excess funds remaining
      from the Morgan Highpoint #3 and #4 drilling operations, by participating in
      the
      drilling and completion of the Morgan Highpoint #5 test well, which has been
      cased and shut in.


2




**Government
      Regulation**




***General***




Our
      oil
      and gas operations are subject to various federal, state and local governmental
      regulations in the United States. Matters subject to regulation include
      exploration permits, discharge permits for drilling operations, drilling and
      abandonment bonds, operating practices, reports concerning operations, the
      spacing of wells, pooling of properties, taxation and environmental protection.
      These laws and regulations are under constant review for amendment or expansion.
      From time to time, regulatory agencies have imposed price controls and
      limitations on production by restricting the rate of flow of oil and gas wells
      below actual production capacity in order to conserve supplies of oil and gas.
      The production, handling, storage, transportation and disposal of oil and gas,
      by-products thereof, and other substances and materials produced or used in
      connection with oil and gas operations are also subject to regulation under
      state and local laws and regulations relating primarily to the protection of
      human health and the environment. To date, expenditures related to complying
      with these laws, and for remediation of existing environmental contamination,
      have not been significant in relation to the results of operations of our
      Company. The requirements imposed by such laws and regulations are frequently
      changed and subject to interpretation, and we are unable to predict the ultimate
      cost of compliance with these requirements or their effect on our operations.
      Changes in these regulations could require us to expend significant resources
      to
      comply with new laws or regulations or changes to current requirements and
      could
      have a material adverse effect on us.




***Oil
      and Gas Regulation***




Each
      state has legislation and regulations which govern land tenure, royalties,
      production rates, environmental protection and other matters. The royalty regime
      is a significant factor in the profitability of oil and natural gas production.
      Royalties payable on production from lands other than government lands are
      determined by negotiations between the mineral owner and the lessee. Royalties
      on government land are determined by government regulation and are generally
      calculated as a percentage of the value of gross production, and the rate of
      royalties payable generally depends upon prescribed reference prices, well
      productivity, geographical location, field discovery date and the type or
      quality of the petroleum product produced.




Management
      believes that we are in substantial compliance with current applicable
      environmental laws and regulations.




**Competition**




The
      Company operates in a highly competitive industry, competing with other oil
      and
      gas exploration companies, independent producers and institutional and
      individual investors, which are actively seeking oil and gas properties
      throughout the world together with the equipment, labor and materials required
      to operate such properties. Most of the Company’s competitors have financial
      resources, staffs and facilities substantially greater than the Company’s. The
      principal area of competition is encountered in the financial ability for the
      Company to acquire acreage positions and drill wells to explore for oil and
      gas,
      then, if warranted install production equipment. Competition for the acquisition
      of oil and gas wells is intense with many oil and gas properties and or leases
      or concessions available in a competitive bidding process in which the Company
      may lack technological information or expertise available to other bidders.
      Therefore, we may not be successful in acquiring and developing profitable
      properties in the face of this competition. No assurance can be given that
      the
      Company will be successful in its efforts to secure additional properties and
      or
      develop its existing oil and gas property.


3




**Employees** ****




As
      of
      March 31, 2008 we have no employees. The Company relies on consultants to carry
      out its corporate activities. Consultants are engaged to look out for the
      Company’s best interests in its non-operated oil and gas property.




**Item
      2. Description of Properties**




See
      “Description of Business” for information relating to our properties.




**Reserves
      Reported to Other Agencies**




We
      have
      filed no estimates of total, proved net oil or gas reserves with any other
      federal authority or agency.




**Production** ****




As
      of
      March 31, 2008, we do not own any producing properties.




**Productive
      Wells and Acreage**




The
      following table sets forth our leasehold interest in productive oil wells,
      as of
      March 31, 2008:




**AREA**
            
            **GROSS****(1)**
            
            **NET****(2)**Tennessee,
                USA(3)
            
            
            0
            
            
            0


(1)
            A
                gross well is a well in which a working interest is owned. The number
                of
                gross wells is the total number of wells in which a working interest
                is
                owned.


(2)
            A
                net well is deemed to exist when the sum of fractional ownership
                working
                interest in gross wells equals one. The number of net wells is the
                sum of
                the fractional working interests owned in gross wells expressed as
                whole
                numbers and fractions thereof.


(3)
            At
                March 31, 2008, the Company had a 30% interest in two wells that
                were
                cased and shut in, in Tennessee,
                USA.





The
      following table sets forth the amount of our net and gross productive wells
      and
      acreage (1) as of
      March 31, 2008:




**AREA**
            
            **GROSS****(2)**
            
            **NET****(3)**Tennessee,
                USA
            
            
            0
            
            
            0


(1)
            Consists
                of acres spaced or assignable to productive
                wells.


(2)
            A
                gross acre is an acre in which a working interest is owned. The number
                of
                gross acres is the total number of acres in which a working interest
                is
                owned.


(3)
            A
                net acre is deemed to exist when the sum of fractional ownership
                working
                interests in gross acres equals one. The number of net acres is the
                sum of
                the fractional working interests owned in gross acres expressed as
                whole
                numbers and fractions thereof.


4




**Undeveloped
      Acreage** ****




The
      following table sets forth the amounts of our undeveloped acreage as of March
      31, 2008:




**AREA**
            
            **UNDEVELOPED ACREAGE****(1)****GROSS**
            
            **NET**Tennessee,
                USA
            
            
            284
            
            
            85


(1)
      Undeveloped acreage is considered to be those lease acres on which wells have
      not been drilled or completed to a point that would permit the production of
      commercial quantities of oil and gas regardless of whether or not such acreage
      contains proved reserves.




**Drilling
      Activity** ****




The
      following table sets forth the results of our oil and gas drilling and
      acquisition activities as of March 31, 2008:




**EXPLORATORY WELLS**
            
            **DEVELOPMENT WELLS****AREA**
            
            **DRY**
            
            **CASED**
            
            **PRODUCTIVE**
            
            **DRY**
            
            **PRODUCTIVE**Tennessee,
                USA
            
            
            0
            
            
            3(1
            )
            
            0
            
            
            0
            
            
            0


(1)
      No
      wells are presently on stream.




**Present
      Activities**




To
      the
      date of this Annual Report, the Company participated in the drilling of three
      wells in Morgan County, Tennessee as to a 30% working interest. All three of
      these wells have been cased as potential oil wells.




**Delivery
      Commitments**




N/A




**Office
      Properties**




The
      Company maintains its business office at 2820 W. Charleston Blvd., Suite 22,
      Las
      Vegas, NV 89102. In addition, our President supplies the Company with
      approximately 300 square feet of space free of charge located at 117A Owen
      Road,
      Singapore 218923.




We
      believe that our current office space and facilities are sufficient to meet
      our
      present needs and do not anticipate any difficulty securing alternative or
      additional space, as needed, on terms acceptable to the Company.




At
      the
      present time, we do not have any real estate holdings and there are no plans
      to
      acquire any real property interests.


5




**RISK
      FACTORS**




Much
      of
      the information included in this Annual Report includes or is based upon
      estimates, projections or other “forward looking statements”. Such forward
      looking statements include any projections or estimates made by us and our
      management in connection with our business operations. While these forward
      looking statements, and any assumptions upon which they are based, are made
      in
      good faith and reflect our current judgment regarding the direction of our
      business, actual results will almost always vary, sometimes materially, from
      any
      estimates, predictions, projections, assumptions, or other future performance
      suggested herein. We undertake no obligation to update forward looking
      statements to reflect events or circumstances occurring after the date of such
      statements.




Such
      estimates, projections or other “forward looking statements” involve various
      risks and uncertainties as outlined below. We caution readers of this Annual
      Report that important factors in some cases have affected and, in the future,
      could materially affect actual results and cause actual results to differ
      materially from the results expressed in any such estimates, projections or
      other “forward looking statements”. In evaluating us, our business and any
      investment in our business, readers should carefully consider the following
      factors.




*An
      investment in our common stock involves a high degree of risk. You should
      carefully consider the following risks and uncertainties in addition to other
      information in this Annual Report in evaluating our Company and its business
      before purchasing shares of our common stock. Our business, operating results
      and financial condition could be seriously harmed due to any of the following
      risks. The risks described below are not the only ones we face. Additional
      risks
      not presently known to us or that we currently deem immaterial may also impair
      our business operations. You could lose all or part of your investment.*




***Risks
      Relating to Our Business***




*We
      have a limited operating history and if we are not successful in continuing
      to
      grow our business, then we may have to scale back or even cease our ongoing
      business operations.*




We
      have a
      limited oil and gas operating history and no history of earnings. We are
      recently incorporated and have no significant history of revenues from
      operations and have no significant tangible assets. We have yet to generate
      positive earnings and there can be no assurance that we will ever operate
      profitably. Our success is significantly dependent on a successful acquisition,
      drilling, completion and production program. Our operations will be subject
      to
      all the risks inherent in the establishment of a developing enterprise and
      the
      uncertainties arising from the absence of a significant operating history.
      We
      may be unable to locate recoverable reserves or operate on a profitable basis.
      We are in the exploration stage with no production, and potential investors
      should be aware of the difficulties normally encountered by enterprises in
      the
      exploration stage. If our business plan is not successful, and we are not able
      to operate profitably, investors may lose some or all of their investment in
      our
      Company.




*Our
      property is in the exploration stage, there can be no assurance that we will
      establish commercial discoveries on this property.*




Exploration
      for economic reserves of oil and gas is subject to a number of risk factors.
      Few
      properties that are explored are ultimately developed into producing oil or
      gas
      wells. Our property is in the exploration stage only and is without proven
      reserves either of oil or gas. We may not establish commercial discoveries
      on
      our exploration property.




*Oil
      and gas exploration involves a high degree of risk and there is no assurance
      that expenditures for future exploration by us will result in new discoveries
      in
      commercial quantities.*




Although
      we have a limited number of specific identified exploration prospects at the
      present time, we intend to continue to evaluate prospects on an ongoing basis
      in
      a manner consistent with industry standards. Our long-term commercial success
      depends on our ability to find, acquire, develop and commercially produce
      hydrocarbons. We cannot provide any assurance that we will be able to locate
      satisfactory properties for acquisition or participation. Moreover, if we do
      identify such acquisitions or participations, we may determine that current
      markets, terms of acquisition and participation or pricing conditions make
      such
      acquisitions or participations uneconomic.


6


*We
      will require significant additional financing in order to continue our
      exploration activities and our assessment of the commercial viability of our
      oil
      and gas property.*




We
      will
      require additional financing in order to carry out our acquisition and
      exploration activities. Failure to obtain such financing on a timely basis
      could
      cause us to forfeit our interest in our property, miss certain acquisition
      opportunities, or delay or indefinitely postpone further exploration of our
      projects. There can be no assurance that additional debt or equity financing
      will be available to meet these requirements or available to us on favorable
      terms or at all. This could result in the possible loss of such properties
      or
      the reduction or termination of our operations.




*If
      we
      lose the services of our management and key consultants, then our plan of
      operations may be delayed or be more expensive to undertake than
      anticipated.*




Our
      success depends to a significant extent upon the continued service of Mr. Hsien
      Loong Wong our President, Chief Executive Officer, Chief Financial Officer,
      Treasurer and director. Losing the services of Mr. Wong could have a material
      adverse effect on the Company’s growth, revenues, and prospective business. The
      Company does not maintain key-man insurance on the life of Mr. Wong. In
      addition, in order to successfully implement and manage the Company’s business
      plan, the Company will be dependent upon, among other things, successfully
      recruiting qualified managerial and field personnel having experience in the
      oil
      and gas exploration business. Competition for qualified individuals is intense.
      There can be no assurance that the Company will be able to retain existing
      consultants or that the Company will be able to find, attract and retain
      qualified personnel on acceptable terms. The loss of the services of Mr. Wong,
      through incapacity or otherwise, would be costly to the Company and would
      require the Company to seek and retain other qualified
      personnel.




Presently,
      the Company is not the operator of its oil and natural gas properties. To this
      extent the Company is dependent on such operator for the timing of activities
      related to the properties and will largely be unable to direct or control the
      activities of the operator.




*You
      may be unable to enforce actions against us, certain of our directors and
      officers, or the expert named in this prospectus under U.S. federal securities
      laws.*




Our
      directors and officers reside principally in Singapore. Because all or a
      substantial portion of our assets and the assets of these persons are located
      outside of the United States, it may not be possible for you to effect service
      of process within the United States upon such persons **.** Furthermore, it may not be possible for you to enforce against them in the
      United States, judgments obtained in U.S. courts based upon the civil liability
      provisions of the U.S. federal securities laws or other laws of the United
      States. There is doubt as to the enforceability, in original actions in
      Singapore courts, of liabilities based upon U.S. federal securities laws and
      as
      to the enforceability in Singapore courts of judgments of U.S. courts obtained
      in actions based upon the civil liability provisions of the U.S. federal
      securities laws. Therefore, it may not be possible to enforce those actions
      against our directors and officers.




*The
      oil and gas industry is highly competitive and there is no assurance that we
      will be successful in our business.*


7


The
      oil
      and natural gas industry is intensely competitive, and we compete with other
      companies that have greater resources. Many of these companies not only explore
      for and produce oil and natural gas, but also carry on refining operations
      and
      market petroleum and other products on a regional, national or worldwide basis.
      These companies may be able to pay more for productive oil and natural gas
      properties and exploratory prospects or define, evaluate, bid for and purchase
      a
      greater number of properties and prospects than our financial or human resources
      permit. In addition, these companies may have a greater ability to continue
      exploration activities during periods of low oil and natural gas market prices.
      Our larger competitors may be able to absorb the burden of present and future
      state, local and other laws and regulations more easily than we can, which
      would
      adversely affect our competitive position. Our ability to acquire additional
      properties in the future will be dependent upon our ability to evaluate
      and select suitable properties and to consummate transactions in a highly
      competitive environment. In addition, because we have fewer financial and human
      resources than many companies in our industry, we may be at a disadvantage
      in
      bidding for exploratory prospects.




*Our
      interests are held in the form of farmout agreements that may terminate.*




Our
      properties are held in the form of farmout and participation agreements. If
      we
      fail to meet the specific requirements of the farmout and participation
      agreements, the agreements may terminate or expire. There can be no assurance
      that any of the obligations required to maintain the farmout and participation
      agreements will be met. The termination or expiration of our farmout and
      participation agreements or the working interest relating to the farmout and
      participation agreements may have a material adverse effect on our results
      of
      operation and business.




The
      operations of our Company may require licenses and permits from various
      governmental authorities. There can be no assurance that we will be able to
      obtain all necessary licenses and permits that may be required to carry out
      exploration and development on our projects.




*The
      title to our properties may be defective.*




It
      is our
      practice in acquiring oil and gas leases or interests in oil and gas leases
      not
      to undergo the expense of retaining lawyers to fully examine the title to the
      interest to be placed under lease or already placed under lease. Rather, we
      rely
      upon the judgment of oil and gas lease brokers or landmen who actually do the
      work in examining records before attempting to lease a specific interest.




*Our
      acquisitions may not be successful.*




As
      part
      of our growth strategy, we intend to acquire additional interests in oil and
      gas
      properties. Such acquisitions may pose substantial risks to our business,
      financial condition, and results of operations. In pursuing acquisitions, we
      will compete with other companies, many of which have greater financial and
      other resources to acquire attractive properties. There can be no assurance
      that
      we will be able to successfully integrate acquired properties, which could
      result in substantial costs and delays or other operational, technical, or
      financial problems. Further, acquisitions could disrupt ongoing business
      operations. If any of these events occur, it would have a material adverse
      effect upon our operations and results from operations.


8




***Risks
      Relating to Our Industry***




*The
      oil and gas industry is subject to significant competition, which may increase
      costs or otherwise adversely affect our ability to compete.*




Oil
      and
      gas exploration is intensely competitive and involves a high degree of risk.
      There can be no assurance that commercial production of oil and gas can be
      obtained from our properties, nor are there any assurances that production,
      if
      obtained, will be in sufficient quantities to be profitable. In our efforts
      to
      acquire properties, we compete with other companies that have greater resources.
      Many of these companies not only explore for and produce oil and gas, but also
      conduct refining and petroleum marketing operations on a worldwide
      basis.




Competition
      for producing properties will be affected by the amount of funds available
      to
      us, information available to us and any standards established by us for the
      minimum projected return on investment. Competition may also be presented by
      alternative fuel sources and technologies.




*A
      substantial or extended decline in oil and natural gas prices could reduce
      our
      future revenue and earnings.*




As
      with
      most other companies involved in resource exploration, we may be adversely
      affected by future increases in the costs of conducting exploration, development
      and resource extraction that may not be fully offset by increases in the price
      received on sale of the petroleum or natural gas.




Our
      future revenues, if any, profitability and growth and the carrying value of
      our
      oil and gas properties will be substantially dependent on prevailing prices
      of
      oil and gas. Our ability to borrow and to obtain additional capital on
      attractive terms is also substantially dependent upon oil and gas prices. Prices
      for oil and gas are subject to large fluctuations in response to relatively
      minor changes in the supply
      of
      and demand for oil and gas, market uncertainty and a variety of additional
      factors beyond our control. These factors include economic conditions in the
      United States, the actions of the Organization of Petroleum Exporting Countries,
      governmental regulation, political stability in the Middle East and elsewhere,
      the foreign supply of oil and gas, the price of foreign imports and the
      availability of alternate fuel sources. Any substantial and extended decline
      in
      the price of oil and gas would have an adverse effect on the carrying value
      of
      our properties and borrowing capacity.




*Industry
      activities are dependent on availability of drilling equipment and access
      restrictions.*




Oil
      and
      natural gas exploration and development activities are dependent on the
      availability of drilling and related equipment in the particular areas where
      such activities will be conducted. Demand for such limited equipment or access
      restrictions may affect the availability of such equipment to our Company and
      may delay exploration and development activities.




*Our
      insurance is subject to limitations on liability.*




Our
      involvement in the exploration for and development of oil and gas properties
      may
      result in our Company becoming subject to liability for pollution, blow-outs,
      property damage, personal injury or other hazards. Although the operator on
      our
      properties has obtained insurance in accordance with industry standards, of
      which we contribute our pro-rata portion, to address such risks, such insurance
      has limitations on liability that may not be sufficient to cover the full extent
      of such liabilities. In addition, such risks may not, in all circumstances
      be
      insurable or, in certain circumstances, our operator may elect not to obtain
      insurance to deal with specific risks due to the high premiums associated with
      such insurance or other reasons. The payment of such uninsured liabilities
      would
      reduce the funds available to us. The occurrence of a significant event that
      we
      are not fully insured against, or the insolvency of the insurer of such event,
      could have a material adverse effect on our financial position, results of
      operations or prospects.


9


*Oil
      and gas operations are subject to comprehensive regulation which may cause
      substantial delays or require capital outlays in excess of those anticipated
      causing an adverse effect.*




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




*Exploration
      activities are subject to certain environmental regulations which may prevent
      or
      delay the commencement or continuance of our operations.*




In
      general, our exploration activities are subject to certain federal, provincial
      and local laws and regulations relating to environmental quality and pollution
      control. Such laws and regulations increase the costs of these activities and
      may prevent or delay the commencement or continuance of a given operation.
      Compliance with these laws and regulations has not had a material effect on
      our
      operations or financial condition to date. Specifically, we are subject to
      legislation regarding emissions into the environment, water discharges and
      storage and disposition of hazardous wastes. However, such laws and regulations
      are frequently changed and we are unable to predict the ultimate cost of
      compliance. Environmental requirements do not appear to affect us any
      differently or to any greater or lesser extent than other companies in the
      industry. We believe that our operations comply, in all material respects,
      with
      all applicable environmental regulations.




*Exploratory
      drilling involves many risks and we may become liable for pollution or other
      liabilities which may have an adverse effect on our financial
      position.*




Drilling
      operations generally involve a high degree of risk. Hazards such as unusual
      or
      unexpected geological formations, power outages, labour disruptions, blow-outs,
      sour gas leakage, fire, inability to obtain suitable or adequate machinery,
      equipment or labour, and other risks are involved. We may become subject to
      liability for pollution or hazards against which we cannot adequately insure
      or
      which we may elect not to insure. Incurring any such liability may have a
      material adverse effect on our financial position and operations.




*The
      potential profitability of oil and gas ventures depends upon factors beyond
      the
      control of our Company.*




The
      potential profitability of oil and gas properties is dependent upon many factors
      beyond our control. For instance, world prices and markets for oil and gas
      are
      unpredictable, highly volatile, potentially subject to governmental fixing,
      pegging, controls, or any combination of these and other factors, and respond
      to
      changes in domestic, international, political, social, and economic
      environments. Additionally, due to worldwide economic uncertainty, the
      availability and cost of funds for production and other expenses have become
      increasingly difficult, if not impossible, to project. In addition, adverse
      weather conditions can also hinder drilling operations. Further, our operating
      costs will be dependent upon the availability of required services and
      personnel. These changes and events may materially affect our financial
      performance. These factors cannot be accurately predicted and the combination
      of
      these factors may result in our Company not receiving an adequate return on
      invested capital.


10


*We
      are subject to complex laws that can affect the cost, manner and feasibility
      of
      doing business thereby increasing our costs and reducing our
      profitability.*




Failure
      to comply with these laws may also result in the suspension or termination
      of
      operations and liabilities through administrative, civil and criminal penalties.
      Moreover, these laws could change in ways that substantially increase the costs
      of doing business. Any such liabilities, penalties, suspensions, terminations
      or
      regulatory changes could materially and adversely affect our financial condition
      and results of operations.




*We
      may incur substantial abandonment and reclamation costs.*




We
      are
      responsible for compliance with terms and conditions of environmental and
      regulatory approvals and all laws and regulations regarding the abandonment
      of
      the project and reclamation of our lands at the end of its economic life, which
      abandonment and reclamation costs may be substantial. A breach of such
      legislation and/or regulations may result in the issuance of remedial orders,
      the suspension of approvals, or the imposition of fines and penalties, including
      an order for cessation of operations at the site until satisfactory remedies
      are
      made. It is not possible to estimate with certainty the abandonment and
      reclamation costs since they will be a function of regulatory requirements
      at
      the time.




***Risks
      Relating to Our Common Stock***




*Investment
      in our common stock is speculative due to the nature of our business.*




An
      investment in our common stock is speculative due to the nature of our
      involvement in the acquisition and exploration of oil and gas properties in
      North America and elsewhere.




*Our
      shareholders may experience dilution as a result of our issuance of additional
      common stock or the exercise of outstanding options and
      warrants.*




We
      may
      enter into commitments in the future which would require the issuance of
      additional common stock. We may also grant additional share purchase warrants
      and stock options. The exercise of share purchase warrants or options and the
      subsequent resale of common stock in the public market could adversely affect
      the prevailing market price and our ability to raise equity capital in the
      future. Any share issuances from our treasury will result in immediate dilution
      to existing shareholders.




*We
      have never declared or paid cash dividends on our common stock.*




We
      do not
      anticipate paying cash dividends on our common stock in the foreseeable future.
      We intend to retain any future earnings to finance the development and expansion
      of our business. Unless we pay dividends, our stockholders will not be able
      to
      receive a return on their shares unless they sell them. Payment of future cash
      dividends, if any, will be at the discretion of our board of directors and
      will
      depend on our financial condition, results of operations, contractual
      restrictions, capital requirements, business prospects and other factors that
      our board of directors considers relevant. Accordingly, investors may only
      see a
      return on their investment if the value of our securities
      appreciates.


11


*Our
      stock price can be extremely volatile.*




Our
      common stock is traded on the OTC Bulletin Board. There can be no assurance
      that
      an active public market will develop and continue for our common stock, or
      that
      the market price for our common stock will not decline below its current price.
      Such price may be influenced by many factors, including, but not limited to,
      investor perception of us and our industry and general economic and market
      conditions. The trading price of our common stock could be subject to wide
      fluctuations in response to announcements of our business developments or those
      of our competitors, quarterly variations in operating results, technological
      innovations, additions or departures of key personnel, industry developments
      and
      other events or factors. In addition, stock markets have experienced extreme
      price volatility in recent years. This volatility has had a substantial effect
      on the market prices of companies, at times for reasons unrelated to their
      operating performance. Such broad market fluctuations may adversely affect
      the
      price of our common stock.




*Our
      common stock will be subject to the “Penny Stock” Rules of the SEC, which will
      make transactions in our common stock cumbersome and may reduce the value of
      an
      investment in our common stock.*




Our
      securities will be subject to the “penny stock rules” adopted pursuant to
      Section 15(g) of the Exchange Act. The penny stock rules apply generally to
      companies whose common stock trades at less than $5.00 per share, subject to
      certain limited exemptions. Such rules require, among other things, that brokers
      who trade “penny stock” to persons other than “established customers” complete
      certain documentation, make suitability inquiries of investors and provide
      investors with certain information concerning trading in the security, including
      a risk disclosure document and quote information under certain circumstances.
      Many brokers have decided not to trade “penny stock” because of the requirements
      of the “penny stock rules” and, as a result, the number of broker-dealers
      willing to act as market
      makers in such securities is limited. In the event that we remain subject to
      the
“penny stock rules” for any significant period, there may develop an adverse
      impact on the market, if any, for our securities. Because our securities are
      subject to the “penny stock rules”, investors will find it more difficult to
      dispose of our securities.




*Our
      independent auditors have expressed substantial doubt about our ability to
      continue as a going concern, which may hinder our ability to obtain future
      financing.*




Our
      financial statements include a statement that our financial statements are
      prepared on a going concern basis, and therefore that certain reported carrying
      values are subject to our Company receiving the future continued support of
      our
      shareholders, obtaining additional financing and generating revenues to cover
      our operating costs. The going concern assumption is only appropriate provided
      that additional financing continues to become available.




*Our
      business is difficult to evaluate because we have a limited operating history.*




In
      considering whether to invest in our common stock, you should consider that
      there is only limited historical financial and operating information available
      on which to base your evaluation of our performance. We entered the oil and
      gas
      exploration industry in September 2007, and commenced operations in March 2008.
      As a result, we have a limited operating history. This makes our business
      difficult to evaluate and results in greater volatility in the price of our
      common stock.




*A
      decline in the price of our common stock could affect our ability to raise
      further working capital and adversely impact our operations.*




A
      decline
      in the price of our common stock could result in a reduction in the liquidity
      of
      our common stock and a reduction in our ability to raise additional capital
      for
      our operations. Because our operations to date have been principally financed
      through the sale of equity securities, a decline in the price of our common
      stock could have an adverse effect upon our liquidity and our continued
      operations. A reduction in our ability to raise equity capital in the future
      would have a material adverse effect upon our business plan and operations,
      including our ability to continue our current operations. If our stock price
      declines, we may not be able to raise additional capital or generate funds
      from
      operations sufficient to meet our obligations.


12


*We
      may issue debt to acquire assets.*




From
      time
      to time our Company may enter into transactions to acquire assets or the shares
      of other corporations. These transactions may be financed partially or wholly
      with debt, which may increase our debt levels above industry standards. Our
      Articles and By-laws do not limit the amount of indebtedness that our Company
      may incur. The level of our indebtedness from time to time could impair our
      ability to obtain additional financing in the future on a timely basis to take
      advantage of business opportunities that may arise.




**Item
      3 Legal Proceedings**




We
      do not
      know of any material, active or pending legal proceedings against our Company,
      nor are we involved as a plaintiff in any material proceeding or pending
      litigation. There are no proceedings in which any of our directors, officers
      or
      affiliates, or any registered or beneficial shareholder, is an adverse party
      or
      has a material interest adverse to our interest.




**Item
      4. Submission of Matters to a Vote of Security Holders**




There
      were no matters submitted during the fourth quarter of the fiscal year covered
      by this report to a vote of security holders through the solicitation of proxies
      or otherwise.




**Part
      II**




**Item
      5. Market for Common Equity and Related Stockholder
      Matters**




**Market
      Information**




Shares
      of
      our common stock have been quoted on the OTCBB since December 22, 2006 under
      the
      symbol “DGTR”. On or about September 20, 2007 shares of our common stock were
      quoted on the OTCBB under the symbol “BRPC” and since June 9, 2008 have been
      quoted under the symbol “NXPE”. The range of high and low bid information for
      each quarter since shares of our common stock were first quoted on the OTCBB
      is
      set forth below. Quotations, if any, reflect inter-dealer prices, without retail
      mark-up, mark-down or commission and may not represent actual transactions.
      This
      information was taken from the website www.marketwatch.com and
www.yahoofinance.com and is quoted, where applicable, in U.S. dollars:


13




**QUARTER ENDING**
              
              **HIGH BID INFORMATION**
              
              **LOW BID INFORMATION**March
                  31, 2008
              
              
              N/A
              
              
              N/ADecember
                  31, 2007
              
              
              N/A
              
              
              N/ASeptember
                  30, 2007
              
              
              N/A
              
              
              N/AJune
                  30, 2007
              
              
              N/A
              
              
              N/AMarch
                  31, 2007
              
              
              N/A
              
              
              N/ADecember
                  31, 2006
              
              
              N/A
              
              
              N/A




The
      SEC
      has adopted rules that regulate broker-dealer practices in connection with
      transactions in penny stocks. Penny stocks are generally equity securities
      with
      a price of less than $5.00, other than securities registered on certain national
      securities exchanges or quoted on the Nasdaq system, provided that current
      price
      and volume information with respect to transactions in such securities is
      provided by the exchange or quotation system and certain other requirements
      are
      met. The penny stock rules require a broker-dealer, prior to a transaction
      in a
      penny stock, to deliver a standardized risk disclosure document prepared by
      the
      SEC, that: (a) contains a description of the nature and level of risk in the
      market for penny stocks in both public offerings and secondary trading; (b)
      contains a description of the broker’s or dealer’s duties to the customer and of
      the rights and remedies available to the customer with respect to a violation
      to
      such duties or other requirements of securities laws; (c) contains a brief,
      clear, narrative description of a dealer market, including bid and ask prices
      for penny stocks and the significance of the spread between the bid and ask
      price; (d) contains a toll-free telephone number for inquiries on disciplinary
      actions; (e) defines significant
      terms in the disclosure document or in the conduct of trading in penny stocks;
      and (f) contains such other information and is in such form, including language,
      type, size and format, as the SEC shall require by rule or regulation. The
      broker-dealer also must provide, prior to effecting any transaction in a penny
      stock, the customer with: (a) bid and offer quotations for the penny stock;
      (b)
      the compensation of the broker-dealer and its salesperson in the transaction;
      (c) the number of shares to which such bid and ask prices apply, or other
      comparable information relating to the depth and liquidity of the market for
      such stock; and (d) monthly account statements showing the market value of
      each
      penny stock held in the customer’s account. In addition, the penny stock rules
      require that prior to a transaction in a penny stock not otherwise exempt from
      those rules; the broker-dealer must make a special written determination that
      the penny stock is a suitable investment for the purchaser and receive the
      purchaser’s written acknowledgement of the receipt of a risk disclosure
      statement, a written agreement to transactions involving penny stocks, and
      a
      signed and dated copy of a written suitably statement.




These
      disclosure requirements may have the effect of reducing the trading activity
      and
      price of our common stock. Therefore, stockholders may have difficulty selling
      those securities.




**Holders
      of Record** ****




As
      of
      June 30, 2008, we have approximately 38 holders of record of shares of our
      common stock.




**Dividends** ****




There
      are
      no restrictions in our Articles of Incorporation or Bylaws that restrict us
      from
      declaring dividends. The Nevada Revised Statutes, however, prohibit us from
      declaring dividends where, after giving effect to the distribution of the
      dividend (a) we would not be able to pay our debts as they become due in the
      usual course of business; or (b) our total assets would be less than the sum
      of
      our total liabilities, plus the amount that would be needed to satisfy the
      rights of shareholders who have preferential rights superior to those receiving
      the distribution.




14




We
      have
      not declared any dividends since inception. We do not plan to declare any
      dividends in the foreseeable future.




**Equity
      Compensation Plan Information**




To
      date,
      the Company has not implemented a stock option plan.




**Recent
      Sales of Unregistered Securities**




From
      September 13, 2007 to May 9, 2008, the Company received payment for
      subscriptions to purchase 1,198,000 shares of common stock of the Company at
      a
      price of $0.50 per shares for total proceeds of $599,000. The
      Company believes that the issuance will be exempt from registration under
      Regulation S promulgated under the Act as the securities will be issued to
      the
      individuals through an offshore transaction which was negotiated and consummated
      outside of the United States.




In
      addition, from May 9, 2008 to June 3, 2008, the Company received payment for
      subscriptions to purchase 215,000 shares of common stock of the Company at
      a
      price of $1.00 per share for total proceeds of $215,000. The Company believes that
      the
      issuance will be exempt from registration under Regulation S promulgated under
      the Act as the securities will be issued to the individuals through an offshore
      transaction which was negotiated and consummated outside of the United
      States.




In
      relation to the above mentioned $1.00 private placement offering entered into
      with offshore investors, the Company will be paying cash finder’s fee in the
      amount of $21,500 to an individual in Singapore.




**Purchases
      of Equity Securities by the Issuer and Affiliated
      Purchasers**




We
      did
      not purchase any of our shares of common stock or other securities during the
      fourth quarter of our fiscal year. ****




**Item
      6. Management’s Discussion and Analysis or Plan of
      Operation**




You
      should read the following plan of operation together with our financial
      statements and related notes appearing elsewhere in this Annual Report. This
      plan of operation contains forward-looking statements that involve risks,
      uncertainties, and assumptions. The actual results may differ materially from
      those anticipated in these forward-looking statements as a result of certain
      factors, including, but not limited to, those presented under “Risk Factors”
elsewhere in this Annual Report.




**Overview**




We
      were
      in the business of providing professional digital photo editing services for
      photo studios. However, we changed our business plan from the professional
      digital photo editing services and have now focused our activities on the oil
      and gas industry as an exploration stage corporation. We intend to acquire
      interests in leases for oil and gas prospects either through farmout
      arrangements, participation arrangements or straight acquisition of oil and
      gas
      interests, and then drill exploratory and development wells with the help of
      other industry participants. We do not intend to operate any properties. We
      intend to focus our oil and gas activities in North America as well as other
      regions.




15




We
      have
      no revenues, have achieved losses since inception, have limited operations,
      have
      been issued a going concern opinion and rely upon the sale of our securities
      and
      loans from our officers, directors and shareholders to fund operations.




At
      present, we have an interest in two oil and gas properties, referred to as
      the
      Morgan Highpoint Project, in Tennessee, USA.




**Plan
      of Operations**




We
      are a
      development stage company and have not yet generated or realized any revenues
      from our business operations.




Our
      auditors have issued a going concern opinion. This means that there is
      substantial doubt that we can continue as an on-going business for the next
      twelve months unless we obtain additional capital to pay our bills. This is
      because we have not generated any revenues and no revenues are anticipated
      until
      we are able to acquire further oil and gas prospects, explore and develop our
      prospects and are able to produce oil and/or gas from our exploration and
      development. There is no assurance we will ever reach this point. Accordingly,
      we must raise cash from sources other than the sale of oil and/or gas. Our
      only
      other source for cash at this time is investments by others in our Company.
      We
      must raise cash to implement our plan and stay in business.




We
      intend
      to acquire interests in leases for oil and gas prospects either through farmout
      arrangements, participation arrangements or straight acquisition of oil and
      gas
      interests, and then drill exploratory and development wells with the help of
      other industry participants. We do not intend to operate any properties. We
      intend to focus our oil and gas activities in North America as well as other
      regions.




On
      the
      Morgan Highpoint Project, we expect to re-work the three existing wells drilled
      on the two properties in order to stimulate such wells at an estimated cost
      of
      $500,000.




At
      the
      present time, we are in the process of attempting to raise additional money
      through a private placement and there is no assurance that we will raise
      additional money in the future. If we require additional money and are unable
      to
      raise it, we may have to suspend or cease operations. The proceeds from our
      current private placement offering will be used for oil and gas prospect
      acquisitions, property exploration expenses, salaries, consultant fees,
      consultant expenses, general and administrative expenses and working
      capital.




We
      do not
      intend to hire additional employees at this time.




**Net
      Loss**




Our
      net
      loss for the year ended March 31, 2008 was $128,230, compared to $81,059 for
      the
      year ended March 31, 2007. Cash used in operating activities in the year ended
      March 31, 2008 was $59,052, compared to $92,937 for the year ended March 31,
      2007. The increase in the net loss was mainly due to an increase in professional
      fees.




16




**Revenues**




We
      have
      not generated any revenues to date from our operations.




**Expenses**




***Management
      Salaries***




For
      the
      year ended March 31, 2008, Nil as compared to $Nil for the year ended March
      31,
      2007.




***Professional
      Fees***




Professional
      fees increased to $119,850 in the year ended March 31, 2008 from $47,719 in
      the
      year ended March 31, 2007 due to the increased costs of legal and accounting
      services for preparation of quarterly and annual financial statements and public
      filings and the cost of legal fees incurred in connection with the merger of
      DGT
      Corp. with Blackrock Petroleum Corp. and the subsequent merger of Blackrock
      Petroleum Corp. with Nexgen Petroleum Corp.




***Anticipated
      Expenses over the Next Twelve Months***




Over
      the
      next 12 months we anticipate that we will spend approximately $5,480,000 on
      our
      expenses as set out the following table.


**PROPOSED EXPENSE ITEM**
              
              **ESTIMATED ANNUAL AMOUNT (US$)**Legal
              
              $
              100,000Accounting
              
              $
              100,000Travel
              
              $
              50,000Web
                  Design
              
              $
              10,000Technical
                  Consultant
              
              
              NilBusiness
                  Consultant
              
              $
              100,000Office
                  (including printing and photocopying)
              
              $
              10,000Filing
                  Fees and Transfer Agent
              
              $
              10,000Working
                  Capital
              
              $
              100,000Drilling
                  Projects (including drilling and completion of wells)
              
              $
              5,000,000TOTAL
              
              $
              5,480,000




**Liquidity
      and Capital Resources******




As
      of
      March 31, 2008, we had total current assets of $8,008 and total assets of
      $2,053,954. Our total current assets as of March 31, 2008 comprise of cash
      in
      the amount of $8,008. Our total current liabilities as of March 31, 2008 were
      $51,839 represented by accounts payable and accrued liabilities. As a result,
      on
      March 31, 2008, we had working capital deficiency of $43,831.




17




Operating
      activities used $151,989 in cash from inception (April 17, 2006) to March 31,
      2008. Our net loss of $209,289 was the primary component of our negative
      operating cash flow. Net cash flows provided by financing activities from
      inception (April 17, 2006) to March 31, 2008 was $2,207,500 represented as
      loan
      from shareholders of $1,647,500 and proceeds from the sale of our stock and
      proceeds from share subscription of $560,000.




As
      of
      March 31, 2008, we have received payment for subscriptions to purchase 940,000
      shares of common stock of the Company at a price of $0.50 per share for total
      proceeds of $470,000.




We
      are a
      development stage corporation and have not generated any revenue to date from
      our activities. Despite our hope for revenues in the foreseeable future, we
      believe that revenues will be sparse and irregular and, if we receive any at
      all, will be far less than necessary to carry out our business forward without
      additional financing. We have cash in the amount of $8,008 as of March 31,
      2008,
      which is not enough to meet our projected expenditures in the next twelve
      months. Thus, in order to meet our capital needs, we will most likely need
      to
      raise funds from other sources to remain in business. At the present time we
      are
      contemplating raising additional money through a private placement, however,
      there can be no assurance that we will be able to raise additional money in
      the
      future. If we need additional capital and cannot raise the necessary amount,
      we
      will either be required to suspend activities until we do raise the cash or
      cease activity entirely.




**Off-Balance
      Sheet Arrangements**




There
      are
      no off-balance sheet arrangements that have or are reasonably likely to have
      a
      current or future effect on our financial condition, changes in financial
      condition, revenues or expenses, results of operations, liquidity, capital
      expenditures or capital resources that is material to investors.




18
 
  Item 7. Financial Statements
   19


Maddox
      Ungar Silberstein, PLLC CPAs and Business Advisors


Phone
      (248) 203-0080


Fax
      (248)
      281-0940


30600
      Telegraph Road, Suite 2175


Bingham
      Farms, MI 48025-4586


www.maddoxungar.com








**REPORT
      OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**





Board
      of
      Directors


Nexgen
      Petroleum Corp.


Las
      Vegas, Nevada





We
      have
      audited the accompanying balance sheets of Nexgen Petroleum Corp. (an
      exploration stage company formerly known as Blackrock Petroleum Corp.) as of
      March 31, 2008 and 2007, and the related statements of operations, stockholders’
equity and cash flows for the years then ended and for the period from inception
      (April 17, 2006) to March 31, 2008. These financial statements are the
      responsibility of the Company’s management. Our responsibility is to express an
      opinion on these financial statements based on our audit.





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 audits to obtain reasonable assurance about whether the
      financial statements are free of material misstatement *.* The
      Company has determined that it is not required to have, nor were we engaged
      to
      perform, an audit of its internal control over financial reporting. Our
      audits 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 includes examining on a test basis, evidence supporting
      the amounts and disclosures in the financial statements. An audit also includes
      assessing the accounting principles used and significant estimates made by
      management, as well as evaluating the overall financial statement presentation.
      We believe that our audits provide a reasonable basis for our
      opinion.





In
      our
      opinion, the financial statements referred to above present fairly, in all
      material respects, the financial position of Nexgen Petroleum Corp. as of March
      31, 2008 and 2007, and the results of their operations and their cash flows
      for
      the years then ended and for period from inception (April 17, 2006) to March
      31,
      2008 in conformity with accounting principles generally accepted in the United
      States of America.





The
      accompanying financial statements have been prepared assuming that the Company
      will continue as a going concern. As discussed in Note 7 to the financial
      statements, the Company has limited working capital, has not yet received
      revenue from sales of products or services, and has incurred losses from
      operations. These factors raise substantial doubt about the Company’s ability to
      continue as a going concern. Management’s plans with regard to these matters are
      described in Note 7. The accompanying financial statements do not include any
      adjustments that might result from the outcome of this uncertainty.





/s/
      Maddox Ungar Silberstein, PLLC





Maddox
      Ungar Silberstein, PLLC


Bingham
      Farms, Michigan


July
      11,
      2008




F-1
 
 **NEXGEN
          PETROLEUM CORP.**
 **(formerly
          Blackrock Petroleum Corp.)**
 **(AN
          EXPLORATION STAGE COMPANY)**
 **BALANCE
          SHEETS**
 **As
          of March 31, 2008 and 2007**
   ASSETS
                
                2008
                
                2007Current
                    assetsCash
                
                $
                8,008
                
                $
                29,860Prepaid
                    expenses
                
                
                -
                
                
                15,736Total
                    current assets
                
                
                8,008
                
                
                45,596Oil
                    and gas properties ( successful efforts basis)
                
                
                2,044,800
                
                
                -0-Property
                    and equipment - Note 2
                
                
                1,146
                
                
                1,910TOTAL
                    ASSETS
                
                $
                2,053,954
                
                $
                47,506LIABILITIES
                    AND STOCKHOLDERS’ EQUITYCurrent
                    liabilitiesAccounts
                    payable and accrued liabilities
                
                $
                51,839
                
                $
                3,065Long-term
                    debtShareholders’
                    loans - Note 4
                
                
                1,647,500
                
                
                35,500TOTAL
                    LIABILITIES
                
                
                1,699,339
                
                
                38,565STOCKHOLDERS’
                    EQUITY:Common
                    stock, $.001 par value, 1,350,000,000 shares authorized, 135,000,000
                    shares issued and outstanding
                
                
                9,000
                
                
                9,000Additional
                    paid in capital
                
                
                84,904
                
                
                81,000Share
                    subscriptions
                
                
                470,000
                
                
                -0-Deficit
                    accumulated during the exploration stage
                
                
                (209,289
                )
                
                (81,059
                )Total
                    stockholders’ equity
                
                
                354,615
                
                
                8,941TOTAL
                    LIABILITIES AND STOCKHOLDERS’ EQUITY
                
                $
                2,053,954
                
                $
                47,506
 
  *See
          accompanying notes to financial statements.*
 F-2
  **NEXGEN
          PETROLEUM CORP.**
 **(formerly
          Blackrock Petroleum Corp.)**
 **(AN
          EXPLORATION STAGE COMPANY)**
 **STATEMENTS
          OF OPERATIONS**
 **Year
          ended March 31, 2008**
 **Period
          from April 17, 2006 (Inception) to March 31, 2007**
 **Period
          from April 17, 2006 (Inception) to March 31, 2008**
 
 **Year
                    ended March 31,**
                  **2008**
                
                **Period
                    from April 17, 2006 (Inception) to March 31, 2007**
                
                **Period
                    from April 17, 2006 (Inception) to March 31, 2008**Revenues
                
                $
                0-
                
                $
                0-
                
                $
                0-General
                    and administrative expenses:Professional
                    fees
                
                
                119,850
                
                
                47,719
                
                
                167,569Depreciation
                
                
                764
                
                
                469
                
                
                1,233Bank
                    charges
                
                
                649
                
                
                546
                
                
                1,195Foreign
                    exchange loss (gain)
                
                
                (962
                )
                
                964
                
                
                2Filing
                    and registration
                
                
                197
                
                
                1,810
                
                
                2,007Product
                    development
                
                
                1,855
                
                
                28,600
                
                
                30,455Office
                    and miscellaneous
                
                
                5,738
                
                
                627
                
                
                6,365Total
                    general and administrative
                
                
                128,091
                
                
                80,735
                
                
                208,826Net
                    loss before other expense
                
                
                (128,091
                )
                
                (80,735
                )
                
                (208,826
                )Other
                    income (expense)Interest
                    income
                
                
                3,765
                
                
                -0-
                
                
                3,765Interest
                    expense
                
                
                (3,904
                )
                
                -0-
                
                
                (3,904
                )Loss
                    on sale of equipment
                
                
                -0-
                
                
                (324
                )
                
                (324
                )Net
                    loss
                
                $
                (128,230
                )
                $
                (81,059
                )
                $
                (209,289
                )Net
                    loss per share:Basic
                    and diluted
                
                $
                0
                    .00
                
                $
                0
                    .00
                
                $
                0.00Weighted
                    average shares outstanding:Basic
                    and diluted, as adjusted for 15:1 stock split
                
                
                135,000,000
                
                
                135,000,000
 
 
 *See
          accompanying notes to financial statements.*
 F-3
  **NEXGEN
          PETROLEUM CORP.**
 **(formerly
          Blackrock Petroleum Corp.)**
 **(AN
          EXPLORATION STAGE COMPANY)**
 **STATEMENT
          OF STOCKHOLDERS’ EQUITY**
 **Period
          from April 17, 2006 (Inception) to March 31 2008**
 **(Unaudited)**
 
 
 Common
                    stock
                
                Additional
                    paid-in capital
                
                Share
                    subscriptions
                
                Deficit
                    accumulated during the development stage
                
                
                TotalShares
                
                AmountIssuance
                    of common stockfor
                    cash @$.001
                
                
                135,000,000
                
                $
                9,000
                
                $
                81,000
                
                $
                -0-
                
                $
                -
                
                
                $
                90,000Net
                    loss for the period
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (81,059
                )
                
                
                (81,059
                )Balance,
                    March 31, 2007
                
                
                135,000,000
                
                
                9,000
                
                
                81,000
                
                
                -0-
                
                
                (81,059
                )
                
                
                8,941Proceeds
                    of share subscription
                
                
                
                
                
                
                
                
                
                
                
                470,000
                
                
                
                
                
                
                470,000Imputed
                    interest on shareholder loan
                
                
                
                
                
                
                
                
                3,904
                
                
                
                
                
                
                
                
                
                3,904Net
                    loss for the period
                
                
                -
                
                
                -
                
                
                -
                
                
                -
                
                
                (128,230
                )
                
                
                (128,230
                )Balance,
                    March 31, 2008
                
                
                135,000,000
                
                $
                9,000
                
                $
                84,904
                
                $
                470,000
                
                $
                (209,289
                )
                
                $
                354,615
  
 *See
          accompanying notes to financial statements.*
 F-4
  **NEXGEN
          PETROLEUM CORP.**
 **(formerly
          Blackrock Petroleum Corp.)**
 **(AN
          EXPLORATION STAGE COMPANY)**
 **STATEMENTS
          OF CASH FLOWS**
 **Year
          ended March 31, 2008**
 **Period
          from April 17, 2006 (Inception) to March 31, 2007**
 **Period
          from April 17, 2006 (Inception) to March 31, 2008**
 
 **Year
                    ended March 31, 2008**
                
                **Period
                    from April 17, 2006**
                  **(
                    Inception )**
                  **to
                    March 31, 2007**
                
                **Period
                    from April 17, 2006 (Inception) to March 31, 2008**CASH
                    FLOWS FROM OPERATING ACTIVITIESNet
                    loss
                
                $
                (128,230
                )
                $
                (81,059
                )
                $
                (209,289
                )Adjustments
                    to reconcile net loss toCash
                    used by operating activities:Depreciation
                
                
                764
                
                
                469
                
                
                1,233Imputed
                    interest
                
                
                3,904
                
                
                -0-
                
                
                3,904Loss
                    on sale of property and equipment
                
                
                -0-
                
                
                324
                
                
                324Change
                    in non-cash working capital itemsPrepaid
                    expenses
                
                
                15,736
                
                
                (15,736
                )
                
                -0-Accounts
                    payable and accrued liabilities
                
                
                48,774
                
                
                3,065
                
                
                51,839CASH
                    FLOWS USED IN OPERATING ACTIVITIES
                
                
                (59,052
                )
                
                (92,937
                )
                
                (151,989
                )CASH
                    FLOWS USED IN INVESTING ACTIVITIESOil
                    and gas properties
                
                
                (2,044,800
                )
                
                -0-
                
                
                (2,044,800
                )Proceeds
                    on disposal of property and equipment
                
                
                -0-
                
                
                1,688
                
                
                1,688Purchase
                    of property and equipment
                
                
                -0-
                
                
                (4,391
                )
                
                (4,391
                )CASH
                    FLOWS USED IN INVESTING ACTIVITIES
                
                
                (2,044,800
                )
                
                (2,703
                )
                
                (2,047,503
                )CASH
                    FLOWS FROM FINANCING ACTIVITIESLoans
                    from shareholders
                
                
                1,612,000
                
                
                35,500
                
                
                1,647,500Share
                    subscription received
                
                
                470,000
                
                
                -0-
                
                
                470,000Proceeds
                    from sales of common stock
                
                
                -0-
                
                
                90,000
                
                
                90,000CASH
                    FLOWS PROVIDED BY FINANCING ACTIVITIES
                
                
                2,082,000
                
                
                125,500
                
                
                2,207,500NET
                    INCREASE (DECREASE) IN CASH
                
                
                (21,852
                )
                
                29,860
                
                
                8,008Cash,
                    beginning of period
                
                
                29,860
                
                
                -0-
                
                
                -0-Cash,
                    end of period
                
                $
                8,008
                
                $
                29,860
                
                $
                8,008SUPPLEMENTAL
                    CASH FLOW INFORMATIONInterest
                    paid
                
                $
                -
                
                $
                -
                
                $
                -Income
                    taxes paid
                
                $
                -
                
                $
                -
                
                $
                -
  
 *See
          accompanying notes to financial statements.*
  F-5
 **NEXGEN
            PETROLEUM CORP.**
 **(formerly
            Blackrock Petroleum Corp.)**
 **(AN
            EXPLORATION STAGE COMPANY)**
 **NOTES
            TO THE FINANCIAL STATEMENTS**
 **March
            31, 2008**
 
 NOTE
            1 -
            SUMMARY OF ACCOUNTING POLICIES
 
 Nature
            of
            Business
 
 Nexgen
            Petroleum Corp. (“Nexgen”) was incorporated as DGT Corp. in Nevada on April 17,
            2006. On September 20, 2007, the Company completed a merger with subsidiary
            Blackrock Petroleum Corp. and changed its name from DGT Corp. to Blackrock
            Petroleum Corp. On June 5, 2008, the Company completed a merger with
            subsidiary
            Nexgen Petroleum Corp. and changed its name from Blackrock Petroleum
            Corp. to
            Nexgen Petroleum Corp.
 
 Nexgen
            is
            an exploration stage company which intends to acquire interests in leases
            for
            oil and gas prospects and then drill exploratory and development wells
            with
            industry participants.
 
 On
            March
            10, 2008, Nexgen entered into a Farmout and Participation Agreement with
            respect
            to two test wells on an oil and gas lease dated December 22, 2007. Under
            the
            Farmout Agreement, Nexgen is paying 60% of all costs associated with
            the test
            wells to earn a 30% interest in the associated production spacing units.
            See
            Note 8.
 
 Oil
            and
            Gas Properties
 
 Nexgen
            accounts for oil and gas exploration and development costs using the
            successful
            efforts method. Geological and geophysical costs and the costs of carrying
            and
            retaining undeveloped properties are expensed as incurred. Exploratory
            well
            costs are capitalized pending further evaluation of whether economically
            recoverable reserves have been found. If economically recoverable reserves
            are
            not found, explanatory well costs will be expensed as dry holes. All
            exploratory
            wells are evaluated for economic viability within one year of well completion
            and the related capital costs are reviewed quarterly. Exploratory well
            costs
            that discover potentially economically recoverable reserves in areas
            where a
            major capital expenditure would be required before production could begin
            and
            where the economic viability of that major capital expenditure depends
            upon the
            successful completion of further exploratory work in the area, remain
            capitalized as long as the additional exploratory work is underway or
            firmly
            planned.
 
 Property
            and Equipment
 
 The
            Company’s capital asset has been capitalized and is being depreciated over its
            estimated useful life on a straight line basis over a three year period.
 
 Cash
            and
            Cash Equivalents
 
 For
            the
            purposes of presenting cash flows, Nexgen considers all highly liquid
            investments with original maturities of three months or less to be cash
            equivalents.
 
 F-6
 
 **NEXGEN
            PETROLEUM CORP.**
 **(formerly
            Blackrock Petroleum Corp.)**
 **(AN
            EXPLORATIONSTAGE COMPANY)**
 **NOTES
            TO THE FINANCIAL STATEMENTS**
 **March
            31, 2008**
 
 NOTE
            1 -
            SUMMARY OF ACCOUNTING POLICIES (continued)
 
 Fair
            Value of Financial Instruments
 
 The
            Company’s financial instruments consist of cash and cash equivalents and
            payables. The carrying amount of these financial instruments approximates
            fair
            value due either to length of maturity or interest rates that approximate
            prevailing market rates unless otherwise disclosed in these financial
            statements.
 
 Income
            Taxes
 
 Income
            taxes are computed using the asset and liability method. Under the asset
            and
            liability method, deferred income tax assets and liabilities are determined
            based on the differences between the financial reporting and tax bases
            of assets
            and liabilities and are measured using the currently enacted tax rates
            and laws.
            A valuation allowance is provided for the amount of deferred tax assets
            that,
            based on available evidence, are not expected to be realized.
 
 Use
            of
            Estimates
 
 The
            preparation of financial statements in conformity with generally accepted
            accounting principles requires management to make estimates and assumptions
            that
            affect the reported amounts of assets and liabilities and disclosure
            of
            contingent assets and liabilities at the date the financial statements
            and the
            reported amount of revenues and expenses during the reporting period.
            Actual
            results could differ from those estimates.
 
 Basic
            loss per share
 
 Basic
            loss per share has been calculated based on the weighted average number
            of
            shares of common stock outstanding during the period.
 
 Recent
            Accounting Pronouncements
 
 Nexgen
            does not expect the adoption of recently issued accounting pronouncements
            to
            have a significant impact on the Company’s results of operations, financial
            position or cash flow.
 
 
 F-7
 
 **NEXGEN
            PETROLEUM CORP.**
 **(formerly
            Blackrock Petroleum Corp.)**
 **(AN
            EXPLORATIONSTAGE COMPANY)**
 **NOTES
            TO THE FINANCIAL STATEMENTS**
 **March
            31, 2008**
 
 
 NOTE
            2 -
            PROPERTY AND EQUIPMENT
 
 Property
            and equipment consisted of the following at March 31:
 **2008**
                    
                    **2007**Computer
                        equipment
                    
                    $
                    2,291
                    
                    $
                    2,291Less:
                        Accumulated depreciation
                    
                    
                    (
                        1,145
                    )
                    
                    (381
                    )$
                    1,146
                    
                    $
                    1,910
 
 The
            capital asset is being depreciated on a straight-line basis over its
            estimated
            useful life of three years. In August 2006, certain computer equipment
            was
            disposed of for proceeds of $1,688.
 
 NOTE
            3 -
            INCOME TAXES
 
 For
            the
            period ended March 31, 2008, Nexgen has incurred net losses and, therefore,
            has
            no tax liability. The net deferred tax asset generated by the loss carry-forward
            has been fully reserved. The cumulative net operating loss carry-forward
            is
            approximately $209,000 at March 31, 2008, and will expire beginning in
            the year
            2026.
 
 The
            cumulative tax effect at the expected rate of 34% of significant items
            comprising our net deferred tax amount is as follows:
 
 2008
                  
                  2007Deferred
                      tax asset attributable to:Net
                      operating loss carryover
                  
                  $
                  71,000
                  
                  $
                  27,500Valuation
                      allowance
                  
                  
                  (71,000
                  )
                  
                  (27,500
                  )Net
                      deferred tax asset
                  
                  $
                  -
                  
                  $
                  -
 
 NOTE
            4 -
            SHAREHOLDERS’ LOANS
 
 During
            the year, the Company received loans from two shareholders in the principal
            amounts of $622,500, $800,000 and $225,000. Both loans are non-interest
            bearing
            and are due on demand. Imputed interest at 5% per annum has been recorded
            as an
            increase in additional paid in capital.
 
 On
            November 22, 2006, the Company received loans from two shareholders in
            the
            principal amounts of $17,000 and $20,000. The Company subsequently repaid
            $
            1,500 of the money owed to one of the shareholders. Both loans are non-interest
            bearing and are due twelve months after receiving written demand from
            the
            lender. These loans were entirely repaid during the year ended March
            31,
            2008.
 
 F-8
  **NEXGEN
            PETROLEUM CORP.**
 **(formerly
            Blackrock Petroleum Corp.)**
 **(AN
            EXPLORATION STAGE COMPANY)**
 **NOTES
            TO THE FINANCIAL STATEMENTS**
 **March
            31, 2008**
  NOTE
            5 -
            COMMON STOCK
 
 At
            inception, Nexgen issued 9,000,000 shares of stock for $90,000
            cash.
 
 Effective
            September 20, 2007, Nexgen affected a fifteen (15) for one (1) forward
            stock
            split.
 
 On
            September 18, 2007, Nexgen received stock subscription proceeds related
            to a
            private placement of 1,000,000 shares at $.50 per share. Subsequently,
            $455,000
            of the subscription proceeds were returned. On February 20, 2008, Nexgen
            received stock subscriptions proceeds of $425,000 related to a private
            placement
            of shares at $ .50 per share.
 
 See
            Note
            8.
 
 NOTE
            6 -
            COMMITMENTS
 
 On
            March
            10, 2008, Nexgen entered into a Farmout and Participation Agreement with
            respect
            to two test wells on an oil and gas lease dated December 22, 2007. Under
            the
            Farmout Agreement, Nexgen is paying 60% of all costs associated with
            the test
            wells to earn a 30% interest in the associated production spacing
            units.
 
 The
            company entered into an outsourcing agreement with Dolphin Industries
            Limited.
            Under the terms of the agreement, Nexgen agrees to pay Dolphin Industries
            Limited the sum of $ 10,000 for carrying out the beta testing of the
            quality of
            their photo-editing services and testing of the internet bandwidth for
            file
            transmission. Upon successful completion of the beta testing stage, Nexgen
            guarantees Dolphin Industries Limited for a period of 90 days, the greater
            of
            $5,000 per month or a minimum of 3,300 images to be edited for each 30
            day
            period at $1.50 per image. During the period, Dolphin Industries Limited
            returned $ 14,145 of payments previously made and the agreement was
            cancelled.
 
 NOTE
            7 -
            LIQUIDITY AND GOING CONCERN
  The
            Company has limited working capital and has not yet received revenues
            from sales
            of products or services. These factors create substantial doubt about
            the
            Company’s ability to continue as a going concern. The financial statements do
            not include any adjustment that might be necessary if the Company is
            unable to
            continue as a going concern.
  The
            ability of the Company to continue as a going concern is dependent on
            the
            Company generating cash from the sale of its common stock and/or obtaining
            debt
            financing and attaining future profitable operations. Management’s plans include
            selling its equity securities and obtaining debt financing to fund its
            capital
            requirement and ongoing operations; however, there can be no assurance
            the
            Company will be successful in these efforts.
 
 F-9
 **NEXGEN
            PETROLEUM CORP.**
 **(formerly
            Blackrock Petroleum Corp.)**
 **(AN
            EXPLORATION STAGE COMPANY)**
 **NOTES
            TO THE FINANCIAL STATEMENTS**
 **March
            31, 2008**
 
 NOTE
            8 -
            SUBSEQUENT EVENTS
 
 Subsequent
            to year end, Nexgen received stock subscriptions proceeds of $129,000
            related to
            a private placement of shares at $.50 per share and $215,000 related
            to a
            private placement of shares at $1.00 per share.
 
 Subsequent
            to year end, a shareholder of the Company voluntarily agreed to surrender
            for
            cancellation in aggregate 80,000,000 shares of Nexgen, which has reduced
            the
            issued and outstanding shares from 135,000,000 to 55,000,000.
 
 On
            or
            about April 11, 2008, the Company entered into a letter agreement (the
“Letter
            Agreement”) with Montello Resources (USA) Ltd., Park Place Energy Corp., and
            Austin Developments Corp., dated effective April 11, 2008, whereby the
            parties
            agreed to amend the March 10, 2008 Farmout Agreement as follows: (i)
            Article 8
            (Area of Mutual Interest) of the Farmout & Royalty Procedure attached as
            Schedule “C” to the Farmout Agreement shall apply; (ii) the Mutual Interest
            Lands shall comprise all PNG rights 50% or more of which are located
            within the
            boundaries of that area of lands located within Morgan County, State
            of
            Tennessee, USA as outlined on the map attached to the Letter Agreement;
            (iii)
            the Area of Mutual Interest shall be in effect until 11:50 pm on April
            10, 2010;
            and (iv) the participating interests of the parties hereto in the Area
            of Mutual
            Interest during the term thereof shall be Montello - 35%, Park Place
            - 5%,
            Austin - 30% and the Company - 30%.
  In
            addition, on or about April 11, 2008, the Company entered into a Farmout
            and
            Participation Agreement (the “Farmout Agreement”), which is effective as of
            April 11, 2008, with Montello Resources (USA) Ltd., a subsidiary of Montello
            Resources Ltd., Park Place Energy Corp., an Alberta corporation, and
            Austin
            Developments Corp., an Alberta corporation, with respect to two test
            wells on
            the oil and gas lease dated March 25, 2008 between Robert and Kathy Lavender,
            as
            lessors, and Montello Resources (USA) Ltd., as lessee, located in Morgan
            County,
            Tennessee. Under the Farmout Agreement the participating interests are
            as
            follows: Montello Resources (USA) Ltd., as operator, is paying 15% of
            all costs
            associated with the test well to earn a 35% interest in the associated
            production spacing units; Austin Developments Corp. is paying 20% of
            the costs
            to earn a 30% interest; Park Place Energy Corp. is paying 5% of the costs
            to
            earn a 5% interest; and the Company is paying 60% of the costs to earn
            a 30%
            interest. As of June 30, 2008, the Company has incurred $132,000 in capital
            expenditures on this property by participating in the drilling and completion
            of
            the Morgan Highpoint #5 test well, which has been cased and shut
            in.
  F-10




**Item
              8.**
            **Changes
                In And Disagreements With Accountants On Accounting And Financial
                Disclosure**




None.




**Item** **8A(T)
      Controls and Procedures**




**Evaluation
      of Disclosure Controls and Procedures**




Disclosure
      controls and procedures are controls and other procedures that are designed
      to
      ensure that information required to be disclosed by our Company is recorded,
      processed, summarized and reported, within the time periods specified in the
      rules and forms of the Securities and Exchange Commission. Our Chief Executive
      Officer and Chief Financial Officer, Hsien Loong Wong, is responsible for
      establishing and maintaining disclosure controls and procedures for our
      Company.




Mr.
      Wong
      has evaluated the effectiveness of our disclosure controls and procedures as
      of
      March 31, 2008 pursuant to Rule 13a-15(b) promulgated under the *Securities
      Exchange Act of 1934* ,
      as
      amended. As part of such evaluation, management considered the matters discussed
      below relating to internal control over financial reporting. Based on this
      evaluation, our Company’s Chief Executive Officer and Chief Financial Officer
      has concluded that our company’s disclosure controls and procedures were
      effective as of March 31, 2008. ****




**Changes
      in Internal Control over Financial Reporting** ****




The
      term
“internal control over financial reporting” is defined as a process designed by,
      or under the supervision of, the registrant’s principal executive and principal
      financial officers, or persons performing similar functions, and effected by
      the
      registrant’s board of directors, management and other personnel, to provide
      reasonable assurance regarding the reliability of financial reporting and the
      preparation of financial statements for external purposes in accordance with
      generally accepted accounting principles and includes those policies and
      procedures that:




(a)
            pertain
                to the maintenance of records that in reasonable detail accurately
                and
                fairly reflect the transactions and dispositions of the assets of
                the
                registrant;




(b)
            provide
                reasonable assurance that transactions are recorded as necessary
                to permit
                preparation of financial statements in accordance with generally
                accepted
                accounting principles, and that receipts and expenditures of the
                registrant are being made only in accordance with authorizations
                of
                management and directors of the registrant;
                and




(c)
            provide
                reasonable assurance regarding prevention or timely detection of
                unauthorized acquisition, use or disposition of the registrant’s assets
                that could have a material effect on the financial statements.




**Management
      Report on Assessment of Internal Control over Financial
      Reporting**




Our
      management is responsible for establishing and maintaining adequate internal
      control over financial reporting as defined in Rule 13a-15(f) of the *Securities
      Exchange Act of 1934* .
      Our
      internal control system was designed to provide reasonable assurance regarding
      the reliability of financial reporting and the preparation of financial
      reporting and the preparation of financial statements for external purposes,
      in
      accordance with generally accepted accounting principals. Because of its
      inherent limitations, internal control over financial reporting may not prevent
      or detect misstatements. Also, projections of any evaluation of effectiveness
      to
      future periods are subject to the risk that controls may become inadequate
      because of changes in conditions, or that the degree of compliance with the
      policies or procedures may deteriorate.




20




While
      the
      Company believes that its existing internal control framework and procedures
      over financial reporting have been effective in accomplishing the Company’s
      objectives, the Company intends to continue the practice of reevaluating,
      refining, and expanding its internal controls over financial reporting.




The
      Company’s management, including its President, conducted an evaluation of the
      effectiveness of internal control over financial reporting. Based on its
      evaluation, the Company’s management concluded that its internal control over
      financial reporting was effective as of March 31, 2008.




This
      Annual Report does not include an attestation report of the Company's registered
      public accounting firm regarding internal control over financial reporting.
      The
      Company’s management's report was not subject to attestation by the Company's
      registered public accounting firm pursuant to temporary rules of the Securities
      and Exchange Commission that permit the Company to provide only the management’s
      report in this Annual Report.




**Changes
      in Internal Control over Financial Reporting**




There
      was
      no significant change in the Company’s internal control over financial reporting
      that occurred during the fourth quarter of this fiscal year ended March 31,
      2008
      that has materially affected, or is reasonably likely to affect, the Company’s
      internal control over financial reporting.




**Item
      8B.**  **Other
      Information**




On
      or
      about April 11, 2008, the Company entered into a letter agreement (the “Letter
      Agreement”) with Montello Resources (USA) Ltd., Park Place Energy Corp., and
      Austin Developments Corp., dated effective April 11, 2008, whereby the parties
      agreed to amend the March 10, 2008 Farmout Agreement as follows: (i) Article
      8
      (Area of Mutual Interest) of the Farmout & Royalty Procedure attached as
      Schedule “C” to the Farmout Agreement shall apply; (ii) the Mutual Interest
      Lands shall comprise all PNG rights 50% or more of which are located within
      the
      boundaries of that area of lands located within Morgan County, State of
      Tennessee, USA as outlined on the map attached to the Letter Agreement; (iii)
      the Area of Mutual Interest shall be in effect until 11:50 pm on April 10,
      2010;
      and (iv) the participating interests of the parties hereto in the Area of Mutual
      Interest during the term thereof shall be Montello – 35%, Park Place –
5%, Austin – 30% and the Company – 30%.




In
      addition, on or about April 11, 2008, the Company entered into a Farmout and
      Participation Agreement (the “Farmout Agreement”), which is effective as of
      April 11, 2008, with Montello Resources (USA) Ltd., a subsidiary of Montello
      Resources Ltd., Park Place Energy Corp., an Alberta corporation, and Austin
      Developments Corp., an Alberta corporation, with respect to two test wells
      on
      the oil and gas lease dated March 25, 2008 between Robert and Kathy Lavender,
      as
      lessors, and Montello Resources (USA) Ltd., as lessee, located in Morgan County,
      Tennessee. Under the Farmout Agreement the participating interests are as
      follows: Montello Resources (USA) Ltd., as operator, is paying 15% of all costs
      associated with the test well to earn a 35% interest in the associated
      production spacing units; Austin Developments Corp. is paying 20% of the costs
      to earn a 30% interest; Park Place Energy Corp. is paying 5% of the costs to
      earn a 5% interest; and the Company is paying 60% of the costs to earn a 30%
      interest. As of June 30, 2008, the Company has incurred $132,000 in capital
      expenditures on this property by participating in the drilling and completion
      of
      the Morgan Highpoint #5 test well, which has been cased and shut
      in.




21




**Part
      III**




**Item
              9.**
            **Directors,
                Executive Officers, Promoters, Control Persons And Corporate Governance;
                Compliance With Section 16(A) Of The Exchange
                Act**




**Directors
      and Executive Officers**




The
      following table sets forth certain information regarding the members of our
      Board of Directors and executive officers as of March 31, 2008:




**Name**
            
            **Age**
            
            **Positions and Offices**
              **Held****(1)****Hsien
                Loong Wong**(2)
            
            33
            
            President,
                Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary
                and
                a Director**Edmond
                Leung**(3)
            
            59
            
            Director





(1)
            Our
                directors are appointed for a one-year term to hold office until
                the next
                annual meeting of our shareholders or until removed from office in
                accordance with our bylaws.(2)
            Mr.
                Hsien Loong Wong was appointed as a director and Secretary of the
                Company
                on August 10, 2007. He was appointed as the President, CEO, CFO and
                Treasurer of the Company on December 31, 2007 upon the resignation
                of Mr.
                Zhu Hua Yin from those positions.(3)
            Mr.
                Edmond Leung was appointed as a director of the Company on October
                12,
                2007.




**Hsien
      Loong Wong** (age 33)
      worked as an independent consultant to various public companies advising on
      matters pertaining to business in China and Singapore from 2004 to August 2007.
      From January 2003 to December 2003, Mr. Wong worked for Froebel Academy, a
      provider of early childhood education training in Singapore. Mr. Wong served
      as
      Senior Manager for Business Development of Froebel Academy whereby he oversaw
      the initial set up of the new Froebel Academy Campus in Singapore and helped
      build the Froebel Academy’s brand in Singapore and China. From June 2001 to
      December 2002, Mr. Wong worked for Nxtech Wireless, an IT consultancy firm
      based
      in Vancouver, Canada. During his term with Nxtech Wireless, Mr. Hsien Wong
      helped deploy Nxtech Wireless’ services in Singapore and rendered consultancy
      services for 5G Wireless, a California based Wireless Internet service provider.
      Mr. Wong received his Bachelors or Arts (honors in communications) from Simon
      Fraser University in British Columbia, Canada in 2001. Mr. Wong is not an
      officer or director of any other reporting issuer at this time.




**Edmond
      Leung** (age 59)
      started his career as an auditor, and later a business consultant, at Peat
      Marwick Mitchell (now KPMG) in 1976. After three years at KPMG, he left to
      become Chief Accountant of Quintana Exploration Canada Ltd., an oil & gas
      company in Calgary, Alberta, Canada, where eventually he assumed the position
      of
      Assistant Controller. After 15 years with Quintana in the oil & gas
      industry, Mr. Leung was invited to join Winsmill Consultants (BC) Ltd., a
      consulting company in Vancouver, to become part owner and consultant. Since
      2003
      Mr. Leung has consulted with Comfy Holdings Ltd., a wholesale vitamin and
      supplements company, working closely with the CEO and his assistant and later
      was appointed as CFO. Mr. Leung obtained a Bachelor of Commerce with Honors
      from
      Queen's University, Kingston, Ontario in 1974 before enrolling in the MBA
      program at the University of British Columbia. In 1981, Mr. Leung became a
      Certified Management Accountant (CMA) in Alberta and later in British Columbia.
      In 2004, Mr. Leung joined the UK Chartered Institute of Management Accountants
      (ACMA-UK) and became an Associate Chartered Member. Mr. Leung is not an officer
      or director of any other reporting issuer at this time.




22




**Significant
      Employees**




Other
      than the executive officers, there are no other significant employees at this
      time.




**Family
      Relationships**




There
      are
      no family relationships between any of our officer and directors.




**Involvement
      in Certain Legal Proceedings**




We
      are
      not aware of any material legal proceedings that have occurred within the past
      five years concerning any director, director nominee, or control person which
      involved a criminal conviction, a pending criminal proceeding, a pending or
      concluded administrative or civil proceeding limiting one’s participation in the
      securities or banking industries, or a finding of securities or commodities
      law
      violations.




**Section
      16(a) Beneficial Ownership Reporting Compliance**




Section
      16(a) of the *Securities
      Exchange Act of 1934* ,
      as
      amended (the “Exchange Act”) requires executive officers and directors and
      persons who own more than ten percent of our common stock to file reports of
      ownership and changes in ownership with the SEC. Such executive officers,
      directors and greater than ten percent stockholders are also required by SEC
      rules to furnish us with copies of all Section 16(a) forms they file. Based
      on
      information supplied to the Company and filings made with the SEC, the Company
      believes that during the fiscal year ended March 31, 2008, all Section 16(a)
      filing requirements applicable to its Directors, officers, and greater than
      ten
      percent beneficial owners were complied with.




**Code
      of Ethics**




At
      the
      present time, the Company has not adopted a code of ethics. The Company intends
      to adopt a code of ethics in the near future.




**Corporate
      Governance**




***Nominating
      Committee***




We
      do not
      presently have a nominating committee *per
      se* ,
      as we
      only have two directors. Both our directors participate in the consideration
      of
      director nominees.




***Audit
      Committee***




We
      do not
      have a separately designated standing audit committee as we only have two
      directors. The entire board of directors performs the functions of an audit
      committee, but no written charter governs the actions of the board of directors
      when performing the functions that would generally be performed by an audit
      committee. The board of directors approves the selection of our independent
      accountants and meets and interacts with the independent accountants to discuss
      issues related to financial reporting. In addition, the board of directors
      reviews the scope and results of the audit with the independent accountants,
      reviews with management and the independent accountants our annual operating
      results, considers the adequacy of our internal accounting procedures and
      considers other auditing and accounting matters including fees to be paid to
      the
      independent auditor and the performance of the independent auditor.




23




For
      the
      fiscal year ending March 31, 2008, the board of directors (a) reviewed and
      discussed the audited financial statements with management, and (b) reviewed
      and
      discussed the written disclosures and the letter from our independent auditors
      on the matters relating to the auditor's independence.




Our
      board
      of directors has determined that it does not have a member of its audit
      committee that qualifies as an "audit committee financial expert" as defined
      in
      Item 401(e) of Regulation S-B, and is "independent" as the term is used in
      Item
      7(d)(3)(iv) of Schedule 14A under the *Securities
      Exchange Act of 1934* ,
      as
      amended.




We
      believe that the members of our board of directors are collectively capable
      of
      analyzing and evaluating our financial statements and understanding internal
      controls and procedures for financial reporting. In addition, we believe that
      retaining an independent director who would qualify as an "audit committee
      financial expert" would be overly costly and burdensome and is not warranted
      in
      our circumstances given the early stages of our development and the fact that
      we
      have not generated any material revenues to date.




**Item
      10. Executive Compensation**




**Summary
      Compensation Table**




The
      following compensation was paid directly to the executive officers of the
      Company during the years ended March 31, 2008 and 2007:


**Summary Compensation Table**
              ********
              ****
              **Annual Compensation**
              ****
              **Long-Term Compensation**
              ******Name and**
                **Principal**
                **Position**
              ****
              **Fiscal**
                **Year**
                **End**
              ****
              **Salary**
                **($)**
              ****
              **Bonus**
                **($)**
              ****
              **All other**
                **and annual**
                **Compensation**
                **and LTIP**
                **Payouts**
                **($)**
              ****
              **Securities**
                **under**
                **Options/**
                **SARS**
                **Granted**
                **(#)**
              ****
              **Restricted**
                **Shares or**
                **Restricted**
                **Share Units**
                **(#)****Hsien Loong Wong(1)**
                President, CEO, CFO,
                  Treasurer, Secretary & Director
              
              
              2008
              
              
              Nil
              
              
              Nil
              
              
              Nil
              
              
              Nil
              
              
              Nil**Edmond
                  Leung(2)**
                Director
              
              
              2008
              
              
              Nil
              
              
              Nil
              
              
              Nil
              
              
              Nil
              
              
              Nil**Zhu
                  Hua Yin(3)**
                President,
                  CEO, CFO, Treasurer & Director
              
              
              2008
              
              
              Nil
              
              
              Nil
              
              
              Nil
              
              
              Nil
              
              
              Nil**Wolfgang
                  Wagner****(4)**
                Treasurer
                  & Director
              
              
              2008
                2007
              
              
              Nil
                Nil
              
              
              Nil
                Nil
              
              
              Nil
                Nil
              
              
              Nil
                Nil
              
              
              Nil
                Nil**Jurgen
                  Ballmaier****(5)**
                President,
                  CEO, Secretary & Director
              
              
              2008
                2007
              
              
              Nil
                Nil
              
              
              Nil
                Nil
              
              
              Nil
                Nil
              
              
              Nil
                Nil
              
              
              Nil
                Nil




(1)
                  Mr. Hsien Loong Wong was appointed Secretary and a Director of
                  the Company
                  on August 10, 2007. He was appointed the President, CEO, CFO and
                  Treasurer
                  of the Company on December 31, 2007.(2)
                  Mr. Edmond Leung was appointed a Director of the Company on October
                  12,
                  2007.(3)
                  Mr. Zhu Hua Yin was appointed the President, CEO, CFO, Treasurer
                  and a
                  Director of the Company on August 10, 2007. However, on December
                  31, 2007
                  he resigned from the positions of President, CEO, CFO, Treasurer
                  and
                  Director of the Company.(4)
                  Dr. Wolfgang Wagner was appointed the Treasurer and Director of
                  the
                  Company on June 8, 2006. However, on August 10, 2007 he resigned
                  from the
                  positions of Treasurer and Director of the Company.(5)
                  Mr. Jurgen Ballimer was appointed the President, CEO, Secretary
                  and a
                  Director of the Company on June 8, 2006. However, on August 10,
                  2007 he
                  resigned from the positions of President, CEO, Secretary and Director
                  of
                  the Company.




24




The
      Company anticipates that compensation will be provided by the Company during
      the
      Company’s next financial year to certain executive officers of the Company and
      in conjunction with certain management and administrative services to be
      provided to the Company by such executive officers.




We
      do not
      maintain key-man life insurance for any of our executive officers or
      directors.




No
      long-term incentive plan awards were made to any executive officer during the
      fiscal year ended March 31, 2008.




**Equity
      Compensation Plans**




The
      Company does not have any equity compensation plans in effect.




**Outstanding
      Equity Awards at Fiscal Year End**




Not
      applicable




**Item
              11.**
            **Security
                Ownership Of Certain Beneficial Owners And Management And Related
                Stockholder Matters**




**Securities
      Authorized for Issuance under Equity Compensation Plans**




Not
      applicable




**Security
      Ownership of Certain Beneficial Owners and Management**




The
      following table sets forth information as of the date of this Annual Report,
      with respect to the Company’s directors, named executive officers, and each
      person who is known by the Company to own beneficially, more than five percent
      (5%) of the Company’s common stock, and with respect to shares owned
      beneficially by all of the Company’s directors and executive officers as a
      group. Common Stock not outstanding but deemed beneficially owned by virtue
      of
      the right of an individual to acquire shares within 60 days is treated as
      outstanding only when determining the amount and percentage of Common Stock
      owned by such individual. Except as noted, each person or entity has sole voting
      and sole investment power with respect to the shares shown.




25




As
      of the
      date of this Annual Report, there are 55,000,000 (post forward stock split)
      shares of common stock issued and outstanding.




**Name and Address of**
              **Beneficial Owner**
            
            **Position**
            
            **Amount and Nature of**
              **Beneficial Ownership**
            
            **Percent of**
              **Common**
              **Stock****(1)**Hsien
                Loong Wong
              
              117A
                Owen Road, Singpaore 218923
            
            
            President,
                CEO, CFO, Treasurer, Secretary and Director
            
            
            14,500,000
            (2)
            
            26.36
            %




Note:




(1)
            Beneficial
                ownership of common stock has been determined for this purpose in
                accordance with Rule 13d-3 under the Exchange Act, under which a
                person is
                deemed to be the beneficial owner of securities if such person has
                or
                shares voting power or investment power with respect to such securities,
                has the right to acquire beneficial ownership within 60 days or acquires
                such securities with the purpose or effect of changing or influencing
                the
                control of the Company.




**Change
      in Control**




There
      are
      no arrangements which may result in a change in control of the
      Company.




**Item
              12.**
            **Certain
                Relationships and Related Transactions, and Director
                Independence**




**Transactions
      with Related Persons**




Since
      the
      beginning of our last fiscal year, neither of our directors, officers or
      principal stockholders, nor any associate or affiliate of the foregoing, have
      any material interest, direct or indirect, in any transaction, or in any
      proposed transaction, in which our Company was or is to be a participant and
      in
      which the amount involved exceeds the lesser of $120,000 or one percent of
      the
      average of our total assets at year-end for the last three completed fiscal
      years.




**Parents**




There
      are
      no shareholders which would be considered to be a parent of the
      Company.




**Promoters
      and control persons**




The
      Company has not had a promoter at any time since it’s inception.




26




**Director
      Independence**




Our
      Board
      of Directors has determined that Mr. Edmond Leung is independent.




**Item
      13. Exhibits**




**Exhibit No.**
            
            **Description of
                Exhibit**3.1(1)
            
            Articles
                of Incorporation, as amended3.2(1)
            
            By-laws,
                as amended10.1(2)
            
            Farmout
                and Participation Agreement between Montello Resources (USA) Ltd.,
                Park
                Place Energy Corp., Blackrock Petroleum Corp. and Austin Development
                Corp., having an effective date of February 26, 2008 and an execution
                date
                of March 10, 2008.10.2
            
            Letter
                Agreement between Montello Resources (USA) Ltd., Park Place Energy
                Corp.,
                Blackrock Petroleum Corp. and Austin Development Corp., having an
                effective date of April 11, 2008.10.3
            
            Farmout
                and Participation Agreement between Montello Resources (USA) Ltd.,
                Park
                Place Energy Corp., Blackrock Petroleum Corp. and Austin Development
                Corp., having an effective date of April 11, 2008.16.1(3)
            
            Letter
                from former Accountant dated July 5, 200731.1
            
            Certificate
                of CEO pursuant to Rule 13a-14(a)31.2
            
            Certificate
                of CFO pursuant to Rule 13a-14(a)32.1
            
            Certificate
                of CEO pursuant to 18 U.S.C. Section 135032.2
            
            Certificate
                of CFO pursuant to 18 U.S.C. Section 135099.1(4)
            
            Articles
                of Merger filed with the Secretary of State of Nevada on September
                7, 2007
                and which is effective September 20, 2007.99.2(4)
            
            Certificate
                of Change filed with the Secretary of State of Nevada on September
                7, 2007
                and which is effective September 20, 2007.99.3(5)
            
            Articles
                of Merger filed with the Secretary of State of Nevada on May 21,
                2008 and
                which was effective June 5, 2008.





(1)Incorporated
                by reference to the Registration Statement on Form SB-2 filed with
                the SEC
                via EDGAR on September 19, 2006.(2)Previously
                filed on Form 8K with the SEC via EDGAR on March 17, 2008 and incorporated
                herein by reference.(3)Previously
                filed on Form 8K with the SEC via EDGAR on July 10, 2007 and incorporated
                herein by reference.(4)Previously
                filed on Form 8K with the SEC via EDGAR on September 21, 2007 and
                incorporated herein by reference.(5)Previously
                filed on Form 8K with the SEC via EDGAR on June 9, 2008 and incorporated
                herein by reference.





27




**Item
      14. Principal Accountant Fees And Services**




**Audit
      Fees**




The
      aggregate fees billed for professional services rendered by the principal
      accountant for the audit of the Company’s annual financial statements and review
      of financial statements included in the Company’s Form 10-QSBs or services that
      are normally provided by the accountant in connection with statutory and
      regulatory engagements for the last two fiscal years ended March 31, 2008 and
      March 31, 2007 were $10,750 and $4,500 respectively.




**Audit –
      Related Fees**




Our
      auditors did not bill any additional fees for assurance and related services
      that are reasonably related to the performance of the audit or review of our
      financial statements for the year ended March 31, 2007.




The
      aggregate fees billed for the year ended March 31, 2008 for assurance and
      related services by the principal accountants that are reasonably related to
      the
      performance of the audit or review of the Company’s financial statements and are
      not reported in the preceding paragraph was $0.




**Tax
      Fees**




The
      aggregate fees billed by our auditors for professional services for tax
      compliance, tax advice, and tax planning were $0 and $0 for the fiscal years
      ended March 31, 2008 and 2007 respectively.




**All
      Other Fees**




The
      aggregate fees billed by our auditors for all other non-audit services, such
      as
      attending meetings and other miscellaneous financial consulting, for the fiscal
      years ended March 31, 2008 and 2007 were $0 and $0 respectively.




28




**SIGNATURES**




Pursuant
      to the requirements of Section 13 or 15(d) of the *Securities
      Exchange Act of 1934* ,
      the
      Registrant has duly caused this report to be signed on its behalf by the
      undersigned, thereunto duly authorized on this 14 th day of
      July, 2008.




**NEXGEN
                PETROLEUM CORP.**
              (Registrant)By:
                /s/ Hsien Loong WongHsien
                Loong WongPresident,
                CEO, CFO, Treasurer and
              Secretary




Pursuant
      to the requirements of the *Securities
      Exchange Act of 1934* ,
      this
      report has been signed below by the following persons on behalf of the
      registrant and in the capacities and on the dates indicated:




**Signature**
              
              **Title**
              
              **Date**/s/
                  Hsien Loong Wong
              
              President,
                  CEO,
              
              July
                  14, 2008Hsien
                  Loong Wong
              
              CFO,
                  Treasurer,
                Secreatry
                  and
                Director/s/
                  Edmund Leung
              
              Director
              
              July
                  14, 2008Edmond
                  Leung




29




**Exhibit
      Index**




**Exhibit #**
            
            
            
            **Page#**10.2
            
            Letter
                Agreement between Montello Resources (USA) Ltd., Park Place Energy
                Corp.,
                Blackrock Petroleum Corp. and Austin Development Corp., having an
                effective date of April 11, 2008.
            
            3210.3
            
            Farmout
                and Participation Agreement between Montello Resources (USA) Ltd.,
                Park
                Place Energy Corp., Blackrock Petroleum Corp. and Austin Development
                Corp., having an effective date of April 11, 2008.
            
            3531.1
            
            Certificate
                of CEO pursuant to Rule 13a-14(a).
            
            4131.2
            
            Certificate
                of CFO pursuant to Rule 13a-14(a).
            
            4332.1
            
            Certificate
                of CEO pursuant to 18 U.S.C. Section 1350.
            
            4532.2
            
            Certificate
                of CFO pursuant to 18 U.S.C. Section 1350.
            
            46




30