UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K





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





For the
fiscal year ended March 31,
2009.


or





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





For the
transition period from to ___________________ to ___________________





Commission
File Number: 333-137460.





NEXGEN PETROLEUM
CORP.


(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
                        
                        89102Las Vegas, NV
                        
                        (Zip
      Code)(Address
      of principal executive offices)





866-446-1869


(Registrant’s
telephone number, including area code)





Securities
registered under Section 12 (b) of the Exchange
Act:  None





Securities
registered under Section 12 (g) of the Exchange Act:  Common stock,
$0.001 par value.





Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.


 ̈
Yes x
No





Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the Act.


 ̈
Yes x
No





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.


x
Yes  ̈
No





Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§ 229.405 of this
chapter) during the preceeding 12 months (or for such shorter period that the
registrant was required to submit and post such files).


 ̈
Yes  ̈
No





Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not
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-K
or any amendment to this Form 10-K.


 ̈





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.





Large
      accelerated filer
                 ̈
                
                Accelerated
      filer
                 ̈Non-accelerated
      filer
                 ̈
                (Do
      not check if a smaller reporting company)
                Smaller
      reporting company
                x





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act).


 ̈
Yes x
No





State the
aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to the price at which the common equity was
last sold, or the average bid and asked price of such common equity, as of the
last business day of the registrant’s most recently completed second fiscal
quarter.  41,913,000 shares X $1.25 = $52,391,250.





APPLICABLE
ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY


PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:





Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed by a
court.


 ̈
Yes  ̈
No





(APPLICABLE
ONLY TO CORPORATE REGISTRANTS)





Indicate
the number of shares outstanding of each of the registrant’s classes of common
stock, as of the latest practicable date.





56,413,000
shares of common stock as of July 1, 2009.





DOCUMENTS
INCORPORATED BY REFERENCE





List
hereunder the following documents if incorporated by reference and the Part of
the Form 10-K (e.g., Part I, Part II, etc.) into which the document is
incorporated: (1) Any annual report to security holders; (2) Any proxy or
information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933.





The
listed documents should be clearly described for identification purposes (e.g.,
annual report to security holders for fiscal year ended December 24,
1980).





Table
of Contents





USE
      OF NAMES
                iiiCAUTIONARY
      STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
                iiiPart
      I
                1Item
      1. Business
                1Item
      1A. Risk Factors
                5Item
      2. Properties
                5Item
      3. Legal Proceedings
                7Item
      4. Submission of Matters to a Vote of Security Holders
                7Part
      II
                7Item
      5. Market For Common Equity, Related Stockholder Matters and Issuer
      Purchases of Equity Securities
                7Item
      6. Selected Financial Data
                9Item
      7. Management’s Discussion and Analysis of Financial Condition and Results
      of Operations
                9Item
      7A. Quantitative and Qualitative Disclosures About Market
    Risk
                12Item
      8. Financial Statements and Supplementary Data
                12Item
      9. Changes in and Disagreements with Accountants on Accounting and
      Financial Disclosure
                13Item
      9A(T). Controls and Procedures
                13Item
      9B. Other Information
                15Part
      III
                15Item
      10. Directors, Executive Officers, and Corporate
Governance
                15Item
      11. Executive Compensation
                18Item
      12. Security Ownership Of Certain Beneficial Owners And Management And
      Related Stockholder Matters
                20Item
      13. Certain Relationships And Related Transactions, and Director
      independence
                20Item
      14. Principal Accountant Fees And Services
                21Part
      IV
                21Item
      15. Exhibits, Financial Statements
                21SIGNATURES
                23Exhibit
      Index
                24


ii


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, if any.





CAUTIONARY
STATEMENT REGARDING FORWARD-LOOKING STATEMENTS





This
annual report on Form 10-K 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.


iii


PART
I





ITEM
1. BUSINESS





Year
of Organization and Corporate History





Nexgen
Petroleum Corp. was incorporated in the State of Nevada on April 17, 2006, under
the name DGT Corp.  Our shares of common stock were quoted for trading
on the Over-the-Counter Bulletin Board (the “OTCBB”) on December 22, 2006, under
the symbol “DGTR”.  On September 20, 2007, our Company 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.





Effective
September 20, 2007, a forward stock split of our authorized, issued and
outstanding common stock was undertaken on a fifteen to 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.





Our
Business





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 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 the
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 the operator with timely
funding for our proportionate share of costs as well as with 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.





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. (“Montello USA”), a subsidiary of Montello Resources Ltd.
(TSX-V: MEO), Park Place Energy Corp. (OTCBB: PRPL) (“PRPL”), an Alberta
corporation, and Austin Developments Corp. (TSX-V: AUL) (“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
USA, as lessee, located in Morgan County, Tennessee.


1


Under the
Farmout Agreement the participating interests are as follows: Montello USA, as
operator, is paying 15% of all costs associated with the test wells to earn a
35% interest in the associated production spacing units; AUL is paying 20% of
the costs to earn a 30% interest; PRPL 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, 2009, the Company has incurred $2,044,800
in capital expenditures on this property.  The Morgan Highpoint #3 and
the Morgan Highpoint #4 test wells were drilled, completed, cased and shut
in.  The Company earned its 30% interest in the associated production
spacing units on these two wells on July 1, 2008.





The
foregoing description of the Farmout Agreement does not purport to be complete
and is qualified in its entirety by reference to the Farmout Agreement, which
was attached as Exhibit 10.1 to the Form 8-K filed on March 17, 2008, which is
incorporated herein by reference.





On or
about April 11, 2008, the Company entered into a letter agreement (the “Letter
Agreement”) with Montello USA, PRPL, and AUL, 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 USA – 35%,
PRPL – 5%, AUL – 30% and the Company – 30%.





The
foregoing description of the Letter Agreement does not purport to be complete
and is qualified in its entirety by reference to the Letter Agreement, which was
attached as Exhibit 10.2 to the Form 10-KSB filed on July 14, 2008, which is
incorporated herein by reference.





In
addition, on or about April 11, 2008, the Company entered into a farmout and
participation agreement (the “Farmout Agreement #2”), which is effective as of
April 11, 2008, with Montello USA, PRPL, and AUL with respect to one test well
on the oil and gas lease dated March 25, 2008, between Robert and Kathy
Lavender, as lessors, and Montello USA, as lessee, located in Morgan County,
Tennessee.  Under the Farmout Agreement #2, the participating
interests are as follows: Montello USA, as operator, is paying 15% of all costs
associated with the test well to earn a 35% interest in the associated
production spacing unit; AUL is paying 20% of the costs to earn a 30% interest;
PRPL 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, 2009, the
Company had incurred $132,000 in capital expenditures on this property for the
Morgan Highpoint #5 test well, which was drilled, completed, cased and shut
in.  The funds for this operation were from the excess funds remaining
from the Morgan Highpoint #3 and #4 drilling operations.   The
Company earned its 30% interest in the associated production spacing unit on the
Morgan Highpoint #5 test well on July 1, 2008.





The
foregoing description of the Farmout Agreement #2 does not purport to be
complete and is qualified in its entirety by reference to the Farmout Agreement
#2, which was attached as Exhibit 10.3 to the Form 10-KSB filed on July 14,
2008, which is incorporated herein by reference.


2


On or
about August 26, 2008, the Company entered into an equalization and joint
operating agreement (the “Equalization and JO Agreement”), dated July 7, 2008,
with Montello USA, PRPL and AUL, with respect to interests in the joint lands
and wells more particularly described in Schedule “A” to the Equalization and JO
Agreement (collectively, the “Property”).  The Equalization and JO
Agreement supersedes and replaces all previous agreements between the parties
with respect to the Property and establishes the manner in which operations will
be conducted on the Property.  The initial working interests of the
parties in the Property are: (i) with respect to the Bowen Block (as defined in
the Equalization and JO Agreement), PRPL 5%, Montello USA 55% and AUL 40%; and
(ii) with respect to the balance of the leases on the Property, PRPL 5%,
Montello USA 35%, AUL 30% and the Company 30%.  Among other terms and
conditions, as between Montello USA and the Company, the Company will bear on
Montello USA’s behalf $1,250,000 with respect to Montello USA’s working interest
share of any joint expense incurred on the Property and when the Company has
paid such amount, it shall have earned from Montello USA an undivided 15%
working interest in the Bowen Block.  As among Montello USA, AUL and
the Company, if warranted upon completion of certain anticipated operations on
the Property, the Company shall commission (at its own expense) an engineering
report to evaluate the 100% working interest in the proven and probable oil and
gas assets in the Bowen Block (the “Evaluation”).  Among other terms
and conditions, within 30 days of receipt of the Evaluation, the Company may
acquire an undivided 5% working interest from Montello USA and an undivided 10%
working interest from AUL in the Bowen Block for: (i) a pro rata percentage
dollar amount as calculated from the Evaluation; and (ii) a pro rata percentage
of the sum of $325,000.





The
foregoing description of the Equalization and JO Agreement does not purport to
be complete and is qualified in its entirety by reference to the Equalization
and JO Agreement, which was attached as Exhibit 10.1 to the Form 10-Q filed on
November 14, 2008, which is incorporated herein by reference.





As of
March 31, 2009, the Company had incurred $185,000 in capital expenditures on the
Bowen Block property.





On August
21, 2008, the Company and Montello USA entered into an amending agreement (the
“Amending Agreement”) to the Equalization and JO Agreement which was amended as
follows:





(i)
            If
      the Company does not advise Montello USA in writing on or prior to
      September 1, 2008, that it intends to be bound by all of the provisions of
      clause 4 of the Equalization and JO Agreement, then all of the terms and
      conditions of said clause 4 shall thereafter not apply as between the
      parties; and





(ii)
            Notwithstanding
      the foregoing, Montello USA may at any time at its sole, unfettered
      discretion unilaterally terminate the provisions of said clause 4 of the
      Equalization and JO Agreement as between the parties by so advising the
      Company in writing.  The sole exception to Montello USA’s
      exercising this unilateral right to terminate is if the Company had
      already paid the Carried Amount of $1,250,000 in total on behalf of
      Montello USA.





The
foregoing description of the Amending Agreement does not purport to be complete
and is qualified in its entirety by reference to the Amending Agreement, which
was attached as Exhibit 10.2 to the Form 10-Q filed on November 14, 2008, which
is incorporated herein by reference.


3


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 as well as the equipment, labor and materials required to
operate such properties.  Most of the Company’s competitors have
financial resources, employees 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.





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.





Employees





As of
March 31, 2009, 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.


4


Material
Agreements





See
“Our Property - Morgan
Highpoint Property, Tennessee, USA” above for a description of the
Farmout Agreement, the Letter Agreement, the Farmout Agreement #2, the
Equalization and JO Agreement and the Amending Agreement.  Other than
these agreements, the Company is not a party to any other material
agreements.





Loan
Obligations





On March
3, 2008, a shareholder loaned the Company $622,500 which is due on demand
bearing no interest.  On July 22, 2008, the Company authorized the
repayment of $40,000 of this loan to the shareholder.





On March
20, 2008, the same shareholder loaned the Company $800,000 which is due on
demand bearing no interest.  As of the date of this annual report, the
Company has not repaid any of this loan to the shareholder.





On March
25, 2008, another shareholder of the Company loaned the Company $225,000 which
is due on demand bearing no interest.  On May 20, 2008, the Company
authorized the repayment of $100,000 of this loan to the shareholder. On
September 30, 2008, this same shareholder loaned the Company $134,293 which is
due on demand bearing no interest.





ITEM
1A. RISK FACTORS





As a
“smaller reporting company” (as defined by §229.10(f)(1)), we are not required
to provide the information required by this Item.





ITEM
2. PROPERTIES





See
“Item 1. Business -
Our Property - Morgan
Highpoint Property, Tennessee, USA” above for a description our
property.





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, 2009, 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, 2009:


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.


5


(3)
            At
      March 31, 2009, the Company has a 30% interest in three 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, 2009:





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.





Undeveloped
Acreage





The
following table sets forth the amounts of our undeveloped acreage as of March
31, 2009:





AREA
                  
                  UNDEVELOPED ACREAGE(1)GROSS
                  
                  
                  NETTennessee,
      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, 2009:





EXPLORATORY WELLS
                
                
                DEVELOPMENT WELLSAREA
                
                DRY
                
                
                CASED
                
                
                PRODUCTIVE
                
                
                DRY
                
                
                PRODUCTIVETennessee,
      USA
                
                
                0
                
                
                
                3
                (1)
                
                
                0
                
                
                
                0
                
                
                
                0


(1)
            No
      wells are presently on stream.





Present
Activities





To the
date of this annual report, we have a 30% working interest in three wells that
were drilled in Morgan County, Tennessee.  All three of these wells
have been cased and shut in as potential oil wells.  In addition, we
have applied $185,000 in funds towards our funding requirement to earn a 15%
working interest in the oil and gas properties set forth in the Equalization and
JO Agreement, dated July 7, 2008, which includes two cased in wells know as the
John Bowen #1 and #2 wells.





At this
time, we intend to commence discussions with the other participants under the
Equalization and JO Agreement in order to determine our future
activities.





Delivery
Commitments





Not
applicable.


6


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.





ITEM
3. LEGAL PROCEEDINGS





We know
of no 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 to a vote of security holders, through the
solicitation of proxies or otherwise, during the fourth quarter of the fiscal
year covered by this report.





PART
II





ITEM
5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES





Market
Information





The
Company’s common stock is traded on the Over-the-Counter Bulletin Board
(“OTCBB”) under the symbol “NXPE”.  The Company’s common stock
previously traded under the symbol “BRPC” from September 20, 2007 until June 9,
2008, and “DGTR” from December 22, 2006, to September 20, 2007, without any
trading or volume.





The
following historical quotations obtained from online sources reflects the high
and low bids for our common stock based on inter-dealer prices, without retail
mark-up, mark-down or commission and may not necessarily represent actual
transactions:


Quarter Ended
                
                High ($)
                
                
                Low ($)March
      31, 2009
                
                
                0.03
                
                
                
                0.017December
      31, 2008
                
                
                2.00
                
                
                
                0.008September
      30, 2008
                
                
                2.25
                
                
                
                1.25June
      30, 2008
                
                
                N/A
                
                
                
                N/AMarch
      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/A




7


As of
March 31, 2009, the Company’s common stock closed at price of
$0.02.





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





As of
July 1, 2009, there are 56,413,000 shares of common stock issued and outstanding
held by 51 shareholders of record.





Dividend
Policy





We have
never paid any cash dividends and have no plans to do so in the foreseeable
future.  Our future dividend policy will be determined by our Board of
Directors and will depend upon a number of factors, including our financial
condition and performance, our cash needs and expansion plans, income tax
consequences and the restrictions that applicable laws and other arrangements
then impose.





Securities
Authorized for Issuance Under Equity Compensation Plans





As of the
end of the fiscal year ended March 31, 2009, the Company did have any
compensation plans under equity securities of the Company are authorized for
issuance.


8


Recent
Sales of Unregistered Securities





On August
29, 2008 we issued 1,198,000 shares (each a “Share”) to 8 individuals due to the
closing of our private placement at $0.50 per Share for total gross proceeds of
$599,000.  We believe that the issuance is exempt from registration
under Regulation S promulgated under the Securities Act as the securities were
issued to the individuals through an offshore transaction which was negotiated
and consummated outside of the United States.





In
addition, on August 29, 2008, we issued 215,000 shares (each a “Share”) to 14
individuals due to the closing of our private placement at $1.00 per Share for
total gross proceeds of $215,000.  We believe that the issuance is
exempt from registration under Regulation S promulgated under the Act as the
securities were issued to the individuals through an offshore transaction which
was negotiated and consummated outside of the United States.





In
relation to the closing of the Company’s private placement offering at $1.00 per
Share entered into with the offshore investors, the Company paid a cash finder’s
fee in the amount of $21,500 to an individual in Singapore.





Purchase
of Equity Securities by the Company and Affiliated Purchasers





Not
Applicable.





ITEM
6. SELECTED FINANCIAL DATA





As a
“smaller reporting company” (as defined by §229.10(f)(1)), we are not required
to provide theinformation required by
this Item.





ITEM
7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS





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.





Overview





We are a
development stage company, focusing on acquiring and exploring oil and gas
properties primarily in North America.  We currently have interests in
oil and gas properties located in Morgan County, Tennessee.  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.  See “Item 1. Business – Our
Business” for further details of our business and “Item 2. Properties” for
details of our property interests.


9


Plan
of Operations





We 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 oil and gas prospects, explore and develop such 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
us.  We must raise cash to implement our plan and stay in
business.  If we require additional money and are unable to raise it,
we may have to suspend or cease operations.





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 at this time.  We intend to focus our oil and gas
activities in North America as well as other regions.





On the
Morgan Highpoint Project, we intend to commence discussions with the other
participants under the Equalization and JO Agreement in order to determine our
future activities and estimated costs associated with any future
activities.





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





Net
Loss





Our net
loss for the year ended March 31, 2009 was $199,588, compared to $128,230 for
the year ended March 31, 2008.  Cash used in operating activities in
the year ended March 31, 2009 was $157,675, compared to $59,052 for the year
ended March 31, 2008.  The increase in the net loss was mainly due to
professional fees and interest expenses.





Revenues





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





Anticipated
Expenses over the Next Twelve Months





We
anticipate that we will spend approximately $270,000 on our expenses in the next
twelve months. Below is a table showing these expenses.





Expense
      Item
                  
                  Estimated Annual
                    AmountLegal
                  
                  
                  75,000Accounting
                  
                  
                  55,000Travel
      Expenses
                  
                  
                  10,000Web
      Design & Technical Consultant
                  
                  
                  5,000Printing
                  
                  
                  5,000Office
      Expenses
                  
                  
                  10,000Filing
      Fees & Transfer Agent
                  
                  
                  10,000Working
      Capital
                  
                  
                  100,000TOTAL
                  
                  
                  270,000




10





Liquidity
and Capital Resources





As of
March 31, 2009, we had total current assets of $3,626 and total assets of
$2,233,811.  Our total current assets as of March 31, 2009 comprise of
cash in the amount of $3,626.  Our total current liabilities as of
March 31, 2009 were $1,654,064 represented by accounts payable and accrued
liabilities and shareholders’ loans.  As a result, on March 31, 2009,
we had a working capital deficiency of $1,650,438.





Operating
activities used $309,664 in cash for the period from inception (April 17, 2006)
to March 31, 2009.  Our net loss of $408,877 was the primary component
of our negative operating cash flow.  Investing activities for the
period from inception (April 17, 2006) to March 31, 2009, used $4,391 for the
purchase of equipment and $2,229,800 for the acquisition of oil and gas property
interests, offset by proceeds received on the sale of equipment of $1,688 for a
total of $2,232,503.  Net cash flows provided by financing activities
for the period from inception (April 17, 2006) to March 31, 2009 was $2,545,793
represented as loans from shareholders of $1,781,793, repayment of shareholders
loans of ($140,000) and proceeds from the sale of our stock of
$904,000.





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 $3,626 as of
March 31, 2009, 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.  We intend to raise additional money through private
placements, 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.





Going
Concern Statement





We have
negative working capital, have not yet received revenues from sales of products
or services, and have recurring losses from operations.  Our
continuation as a going concern is dependent upon us attaining and maintaining
profitable operations and raising additional capital.  The financial
statements do not include any adjustment relating to the recovery and
classification of recorded asset amounts or the amount and classification of
liabilities that might be necessary should we discontinue
operations.





Due to
the uncertainty of our ability to meet our current operating expenses and the
capital expenses noted above, in their report on the annual financial statements
for the year ended March 31, 2009, our independent auditors included an
explanatory paragraph regarding substantial doubt about our ability to continue
as a going concern.  Our financial statements contain additional note
disclosures describing the circumstances that lead to this disclosure by our
independent auditors.





The
continuation of our business is dependent upon us raising additional financial
support.  The issuance of additional equity securities by us could
result in a significant dilution in the equity interests of our current
stockholders.  Obtaining commercial loans, assuming those loans would
be available, will increase our liabilities and future cash
commitments.


11





ITEM
7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK





As a
“smaller reporting company” (as defined by §229.10(f)(1)), we are not required
to provide the information required by this Item.





ITEM
8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA








NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)





(AN
EXPLORATION STAGE COMPANY)





FINANCIAL
STATEMENTS





MARCH
31, 2009


12


NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)





(AN
EXPLORATION STAGE COMPANY)





FINANCIAL
STATEMENTS





MARCH
31, 2009





Report
      of Independent Registered Public Accounting Firm
                            F
      - 1Balance
      Sheets as of March 31, 2009 and 2008
                            F
      - 2Statements
      of Operations for the Years EndedMarch
      31, 2009 and 2008 and for the Period fromApril
      17, 2006 (Inception) to March 31, 2009
                            F
      - 3Statement
      of Stockholders’ Equity as ofMarch
      31, 2009
                            F
      - 4Statements
      of Cash Flows for the Years EndedMarch
      31, 2009 and 2008 and for the Period fromApril
      17, 2006 (Inception) to March 31, 2009
                            F
      - 5Notes
      to Financial Statements
                            F
      - 6 – F –
11











Maddox
Ungar Silberstein, PLLCCPAs 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, 2009 and 2008, and the related statements of operations, stockholders’
equity and cash flows for the years then ended and for the period from April 17,
2006 (Inception) to March 31, 2009. 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, 2009 and 2008, and the results of their operations and their cash flows for
the years then ended and for period from April 17, 2006 (Inception) to March 31,
2009 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 negative 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 14,
2009





F-1





NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)


(AN
EXPLORATION STAGE COMPANY)


BALANCE
SHEETS


As
of March 31, 2009 and 2008





2009
                      
                      
                      2008ASSETSCurrent
      assetsCash
                      
                      $
                      3,626
                      
                      
                      $
                      8,008Prepaid
      expenses
                      
                      
                      -
                      
                      
                      
                      -Total
      current assets
                      
                      
                      3,626
                      
                      
                      
                      8,008Oil
      and gas properties (successful efforts basis)
                      
                      
                      2,229,800
                      
                      
                      
                      2,044,800Property
      and equipment – Note 2
                      
                      
                      385
                      
                      
                      
                      1,146TOTAL
      ASSETS
                      
                      $
                      2,233,811
                      
                      
                      $
                      2,053,954LIABILITIES
      AND STOCKHOLDERS’ EQUITYCurrent
      liabilitiesAccounts
      payable and accrued liabilities
                      
                      $
                      12,271
                      
                      
                      $
                      51,839Shareholders’
      loans – Note 4
                      
                      
                      1,641,793
                      
                      
                      
                      0Total
      current liabilities
                      
                      
                      1,654,064
                      
                      
                      
                      51,839Long-term
      debtShareholders’
      loans – Note 4
                      
                      
                      0
                      
                      
                      
                      1,647,500TOTAL
      LIABILITIES
                      
                      
                      1,654,064
                      
                      
                      
                      1,699,339STOCKHOLDERS’
      EQUITYCommon
      stock, $.001 par value, 1,350,000,000 shares authorized, 56,413,000 (2008:
      135,000,000) shares issued and outstanding
                      
                      
                      56,413
                      
                      
                      
                      9,000Additional
      paid in capital
                      
                      
                      932,211
                      
                      
                      
                      84,904Share
      subscriptions
                      
                      
                      -
                      
                      
                      
                      470,000Deficit
      accumulated during the exploration stage
                      
                      
                      (408,877
                      )
                      
                      
                      (209,289
                      )Total
      stockholders’ equity
                      
                      
                      579,747
                      
                      
                      
                      354,615TOTAL
      LIABILITIES AND STOCKHOLDERS’ EQUITY
                      
                      $
                      2,233,811
                      
                      
                      $
                      2,053,954





See
accompanying notes to financial statements.





F-2





NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)


(AN
EXPLORATION STAGE COMPANY)


STATEMENTS
OF OPERATIONS


Years
ended March 31, 2009 and 2008


Period
from April 17, 2006 (Inception) to March 31, 2009





Year
      ended
                            March
      31, 2009
                          
                          
                          Year
      ended
                            March
      31, 2008
                          
                          
                          Period
      from April
                            17,
      2006
                            (Inception)
      to
                            March
      31, 2009REVENUES
                          
                          $
                          0
                          
                          
                          $
                          0
                          
                          
                          $
                          0EXPENSESProfessional
      fees
                          
                          
                          109,390
                          
                          
                          
                          119,850
                          
                          
                          
                          276,959Depreciation
                          
                          
                          761
                          
                          
                          
                          764
                          
                          
                          
                          1,994Bank
      charges
                          
                          
                          390
                          
                          
                          
                          649
                          
                          
                          
                          1,585Foreign
      exchange loss (gain)
                          
                          
                          175
                          
                          
                          
                          (962
                          )
                          
                          
                          177Filing
      and registration
                          
                          
                          5,350
                          
                          
                          
                          197
                          
                          
                          
                          7,357Product
      development
                          
                          
                          -
                          
                          
                          
                          1,855
                          
                          
                          
                          30,455Office
      and miscellaneous
                          
                          
                          2,802
                          
                          
                          
                          5,738
                          
                          
                          
                          9,167TOTAL
      EXPENSES
                          
                          
                          118,868
                          
                          
                          
                          128,091
                          
                          
                          
                          327,694NET
      OPERATING LOSS
                          
                          
                          (118,868
                          )
                          
                          
                          (128,091
                          )
                          
                          
                          (327,694
                          )OTHER
      INCOME (EXPENSE)Interest
      income
                          
                          
                          -
                          
                          
                          
                          3,765
                          
                          
                          
                          3,765Interest
      expense
                          
                          
                          (80,720
                          )
                          
                          
                          (3,904
                          )
                          
                          
                          (84,624
                          )Loss
      on sale of equipment
                          
                          
                          -0-
                          
                          
                          
                          -0-
                          
                          
                          
                          (324
                          )NET
      LOSS
                          
                          $
                          (199,588
                          )
                          
                          $
                          (128,230
                          )
                          
                          $
                          (408,877
                          )NET
      LOSS PER SHARE: BASIC AND DILUTED
                          
                          $
                          (0
      .00
                          )
                          
                          $
                          (0
      .00
                          )
                          
                          $
                          (0.00
                          )WEIGHTED
      AVERAGE SHARES OUTSTANDINGBASIC AND DILUTED,  AS
      ADJUSTED FOR 15:1 STOCK SPLIT
                          
                          
                          55,832,315
                          
                          
                          
                          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, 2009





Common
      stock
              
              
              Additional
                paid-in
      capital
              
              
              Share
                subscriptions
              
              
              Deficit
                accumulated
                during
      the
                development
                stage
              
              
              TotalShares
              
              
              AmountIssuance
      of common stock for cash @ $.001 per share
              
              
              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
              )
              
              
              354,615Proceeds
      of share subscription
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              344,000
              
              
              
              -
              
              
              
              344,000Voluntary
      surrender andcancellation
      of shares
              
              
              (80,000,000
              )
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -Par
      value adjustment
              
              
              -
              
              
              
              46,000
              
              
              
              (46,000
              )
              
              
              -
              
              
              
              -
              
              
              
              0Issuance
      of common stock for $1.00 per share
              
              
              215,000
              
              
              
              215
              
              
              
              214,785
              
              
              
              (215,000
              )
              
              
              -
              
              
              
              0Issuance
      of common stock for $0.50 per share
              
              
              1,198,000
              
              
              
              1,198
              
              
              
              597,802
              
              
              
              (599,000
              )
              
              
              -
              
              
              
              0Imputed
      interest on shareholder loan
              
              
              -
              
              
              
              -
              
              
              
              80,720
              
              
              
              -
              
              
              
              -
              
              
              
              80,720Net
      loss for the period
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (199,588
              )
              
              
              (199,588
              )Balance,
      March 31, 2009
              
              
              56,413,000
              
              
              $
              56,413
              
              
              $
              932,211
              
              
              $
              0
              
              
              $
              (408,877
              )
              
              $
              579,747





See
accompanying notes to financial statements.





F-4





NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)


(AN
EXPLORATION STAGE COMPANY)


STATEMENTS
OF CASH FLOWS


Years
ended March 31, 2009 and 2008


Period
from April 17, 2006 (Inception) to March 31, 2009





Year
      ended
                March
      31,
                2009
              
              
              Year
      ended
                March
      31,
                2008
              
              
              Period
      from
                April
      17, 2006
                (Inception)
      to
                March 31,
      2009CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      loss for the period
              
              $
              (199,588
              )
              
              $
              (128,230
              )
              
              $
              (408,877
              )Adjustments
      to reconcile net loss to cash used by operating
activities:Depreciation
              
              
              761
              
              
              
              764
              
              
              
              1,994Imputed
      interest
              
              
              80,720
              
              
              
              3,904
              
              
              
              84,624Loss
      on sale of property and equipment
              
              
              0
              
              
              
              0
              
              
              
              324Change
      in non-cash working capital itemsPrepaid
      expenses
              
              
              0
              
              
              
              15,736
              
              
              
              0Accounts
      payable and accrued liabilities
              
              
              (39,568
              )
              
              
              48,774
              
              
              
              12,271CASH
      FLOWS USED IN OPERATING ACTIVITIES
              
              
              (157,675
              )
              
              
              (59,052
              )
              
              
              (309,664
              )CASH
      FLOWS USED IN INVESTING ACTIVITIESOil
      and gas properties
              
              
              (185,000
              )
              
              
              (2,044,800
              )
              
              
              (2,229,800
              )Proceeds
      on disposal of property and equipment
              
              
              0
              
              
              
              0
              
              
              
              1,688Purchase
      of property and equipment
              
              
              0
              
              
              
              0
              
              
              
              (4,391
              )CASH
      FLOWS USED IN INVESTING ACTIVITIES
              
              
              (185,000
              )
              
              
              (2,044,800
              )
              
              
              (2,232,503
              )CASH
      FLOWS FROM FINANCING ACTIVITIESLoans
      from shareholders
              
              
              134,293
              
              
              
              1,612,000
              
              
              
              1,781,793Repayments
      of loans from shareholders
              
              
              (140,000
              )
              
              
              0
              
              
              
              (140,000
              )Share
      subscription received
              
              
              (470,000
              )
              
              
              470,000
              
              
              
              0Proceeds
      from sales of common stock
              
              
              814,000
              
              
              
              0
              
              
              
              904,000CASH
      FLOWS PROVIDED BY FINANCING ACTIVITIES
              
              
              338,293
              
              
              
              2,082,000
              
              
              
              2,545,793NET
      INCREASE (DECREASE) IN CASH
              
              
              (4,382
              )
              
              
              (21,852
              )
              
              
              3,626Cash,
      beginning of period
              
              
              8,008
              
              
              
              29,860
              
              
              
              0Cash,
      end of period
              
              $
              3,626
              
              
              $
              8,008
              
              
              $
              3,626SUPPLEMENTAL
      CASH FLOW INFORMATIONInterest
      paid
              
              $
              0
              
              
              $
              0Income
      taxes paid
              
              $
              0
              
              
              $
              0





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, 2009





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.  Nexgen earned its 30% interest in these two
wells on July 1, 2008.





Please
see Note 6 for more information on Nexgen’s commitments.





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, 2009





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.





NOTE
2 – PROPERTY AND EQUIPMENT





Property
and equipment consisted of the following at March 31:





2009
                  
                  
                  2008Computer
      equipment
                  
                  $
                  2,291
                  
                  
                  $
                  2,291Less:
      Accumulated depreciation
                  
                  
                  (1,906
                  )
                  
                  
                  (1,145
                  )Property
      and equipment, net
                  
                  $
                  385
                  
                  
                  $
                  1,146





The
capital asset is being depreciated on a straight-line basis over its estimated
useful life of three years.





F-7





NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)


(AN
EXPLORATIONSTAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


March
31, 2009





NOTE
3 – INCOME TAXES





For the
periods ended March 31, 2009, 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 $409,000 at March 31, 2009, and will expire
beginning in the year 2026.





The
deferred tax asset and the valuation allowance increased by $68,000 for the year
ended March 31, 2009. The cumulative tax effect at the expected rate of 34% of
significant items comprising our net deferred tax amount is as
follows:





2009
                  
                  
                  2008Deferred
      tax asset attributable to:Net
      operating loss carryover
                  
                  $
                  139,000
                  
                  
                  $
                  71,000Valuation
      allowance
                  
                  
                  (139,000
                  )
                  
                  
                  (71,000
                  )Net
      deferred tax asset
                  
                  $
                  -
                  
                  
                  $
                  -





NOTE
4 – SHAREHOLDERS’ LOANS





During
the year ended March 31, 2008, the Company received loans from two shareholders
in the principal amounts of $622,500, $800,000 and $225,000.  During
the year ended March 31, 2009, the Company repaid $100,000 of the $225,000 loan
received and $40,000 of the $622,500 loan.  In addition, during the
year ended March 31, 2009 Nexgen received loans of $134,293 from a shareholder.
All loans are non-interest bearing and are due on demand.  The loans,
which were classified as long-term at March 31, 2008, are considered to be
short-term at March 31, 2009 and the Company expects that it will need to pay
these back within the next twelve months. Imputed interest at 5% per annum has
been recorded as an increase in additional paid in capital.





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 $470,000 related to a private placement
of shares at $ .50 per share. The shares for the stock subscriptions were issued
on August 28, 2009.





During
the year ended March 31, 2009 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.





F-8





NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


March
31, 2009





NOTE
6 – COMMITMENTS





The
Company entered into an outsourcing agreement with Dolphin Industries
Limited.  Under the terms of the agreement, the Company agreed 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, the Company guaranteed 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 ended
March 31, 2008, Dolphin Industries Limited returned $14,145 of payments
previously made and the agreement was cancelled.





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.





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 one test well 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 drilled,
completed, cased and shut in.





F-9





NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


March
31, 2009





NOTE
6 – COMMITMENTS (continued)





On or
about August 26, 2008, the Company entered into an equalization and joint
operating agreement (the “Equalization and JO Agreement”), dated July 7, 2008,
with Montello USA, PRPL and AUL, with respect to interests in the joint lands
and wells more particularly described in Schedule “A” to the Equalization and JO
Agreement (collectively, the “Property”).  The Equalization and JO
Agreement supersedes and replaces all previous agreements between the parties
with respect to the Property and establishes the manner in which operations will
be conducted on the Property.  The initial working interests of the parties
in the Property are: (i) with respect to the Bowen Block (as defined in the
Equalization and JO Agreement), PRPL 5%, Montello USA 55% and AUL 40%; and (ii)
with respect to the balance of the leases on the Property, PRPL 5%, Montello USA
35%, AUL 30% and the Company 30%.  Among other terms and conditions, as
between Montello USA and the Company, the Company will bear on Montello USA’s
behalf $1,250,000 with respect to Montello USA’s working interest share of any
joint expense incurred on the Property and when the Company has paid such
amount, it shall have earned from Montello USA an undivided 15% working interest
in the Bowen Block.  As among Montello USA, AUL and the Company, if
warranted upon completion of certain anticipated operations on the Property, the
Company shall commission (at its own expense) an engineering report to evaluate
the 100% working interest in the proven and probable oil and gas assets in the
Bowen Block (the “Evaluation”).  Among other terms and conditions, within
30 days of receipt of the Evaluation, the Company may acquire an undivided 5%
working interest from Montello USA and an undivided 10% working interest from
AUL in the Bowen Block for: (i) a pro rata percentage dollar amount as
calculated from the Evaluation; and (ii) a pro rata percentage of the sum of
$325,000.





NOTE
7 – LIQUIDITY AND GOING CONCERN





The
Company has negative 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-10





NEXGEN
PETROLEUM CORP.


(Formerly
Blackrock Petroleum Corp.)


(AN
EXPLORATION STAGE COMPANY)


NOTES
TO THE FINANCIAL STATEMENTS


March
31, 2009





NOTE
8 – SUBSEQUENT EVENTS





On June
19, 2009, Mr. Edmund Leung resigned as a director of the Company.





On June
23, 2009, the Board of Directors accepted Mr. Leung’s resignation and appointed
Mr. R. Shane Starnes as a director of the Company.





F-11




ITEM
9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE





Maddox
Ungar Silberstein, PLLC are our auditors.  During the Company's two
most recent fiscal years, there were no disagreements with our auditors which
were not resolved on any matter concerning accounting principles or practices,
financial statement disclosure, or auditing scope and procedure, which
disagreements, if not resolved to the satisfaction of our auditors would have
caused them to make reference to the subject matter of the disagreements in
connection with their reports.





ITEM
9A(T). CONTROLS AND PROCEDURES





Evaluation
of Disclosure Controls and Procedures





Our
management, with the participation of our President, evaluated the effectiveness
of our disclosure controls and procedures as of the end of the period covered by
this report.  Based on that evaluation, our President concluded that
our disclosure controls and procedures as of the end of the period covered by
this report were effective such that the information required to be disclosed by
us in reports filed under the Securities Exchange Act of 1934 is: (i) recorded,
processed, summarized and reported within the time periods specified in the
SEC's rules and forms; and (ii) accumulated and communicated to our management,
including our President, as appropriate to allow timely decisions regarding
disclosure.  A controls system cannot provide absolute assurance,
however, that the objectives of the controls system are met, and no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud, if any, within a company have been detected.





Annual
Report of Management on Internal Control Over Financial Reporting





Our
management is responsible for establishing and maintaining adequate internal
control over financial reporting.  Internal control over financial
reporting is defined in Rule 13a-15(f) or 15d-15(f) promulgated under the
Securities Exchange Act of 1934 as a process designed by, or under the
supervision of, the company’s principal executive and principal financial
officers and effected by the company’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 accounting principles generally accepted in the
United States of America and includes those policies and procedures
that:





1.
            Pertain
      to the maintenance of records that in reasonable detail accurately and
      fairly reflect the transactions and dispositions of the assets of the
      company;





2.
            Provide
      reasonable assurance that transactions are recorded as necessary to permit
      preparation of financial statements in accordance with accounting
      principles generally accepted in the United States of America and that
      receipts and expenditures of the company are being made only in accordance
      with authorizations of management and directors of the company;
      and





3.
            Provide
      reasonable assurance regarding prevention or timely detection of
      unauthorized acquisition, use or disposition of the company’s assets that
      could have a material effect on the financial
  statements.


13


Because
of its inherent limitations, internal control over financial reporting may not
prevent or detect misstatements.  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.  All internal control
systems, no matter how well designed, have inherent
limitations.  Therefore, even those systems determined to be effective
can provide only reasonable assurance with respect to financial statement
preparation and presentation.  Because of the inherent limitations of
internal control, there is a risk that material misstatements may not be
prevented or detected on a timely basis by internal control over financial
reporting. However, these inherent limitations are known features of the
financial reporting process.  Therefore, it is possible to design into
the process safeguards to reduce, though not eliminate, this risk.





As of
March 31, 2009, management assessed the effectiveness of our internal control
over financial reporting based on the criteria for effective internal control
over financial reporting established in Internal Control—Integrated Framework
issued by the Committee of Sponsoring Organizations of the Treadway Commission
("COSO") and SEC guidance on conducting such assessments.  Based on
that evaluation, they concluded that, during the period covered by this report,
such internal controls and procedures were not effective to detect the
inappropriate application of US GAAP rules as more fully described
below.  This was due to deficiencies that existed in the design or
operation of our internal controls over financial reporting that adversely
affected our internal controls and that may be considered to be material
weaknesses.





The
matters involving internal controls and procedures that our management
considered to be material weaknesses under the standards of the Public Company
Accounting Oversight Board were: (1) lack of a functioning audit committee due
to a lack of a majority of independent members and a lack of a majority of
outside directors on our board of directors, resulting in ineffective oversight
in the establishment and monitoring of required internal controls and
procedures; (2) inadequate segregation of duties consistent with control
objectives; and (3) ineffective controls over period end financial disclosure
and reporting processes.  The aforementioned material weaknesses were
identified by our Chief Executive Officer in connection with the review of our
financial statements as of March 31, 2009.





Management
believes that the material weaknesses set forth in items (2) and (3) above did
not have an effect on our financial results.  However, management
believes that the lack of a functioning audit committee and the lack of a
majority of outside directors on our board of directors results in ineffective
oversight in the establishment and monitoring of required internal controls and
procedures, which could result in a material misstatement in our financial
statements in future periods.





This
annual report does not include an attestation report of our registered public
accounting firm regarding internal control over financial
reporting.  Management's report was not subject to attestation by our
registered public accounting firm pursuant to temporary rules of the SEC that
permit us to provide only the management's report in this annual
report.





Management’s
Remediation Initiatives





In an
effort to remediate the identified material weaknesses and other deficiencies
and enhance our internal controls, we have initiated, or plan to initiate, the
following series of measures:





1.
            We
      plan to create a position to segregate duties consistent with control
      objectives and plan to increase our personnel resources and technical
      accounting expertise within the accounting function when funds are
      available to us; and





2.
            We
      plan to appoint one or more outside directors to our board of directors
      who shall be appointed to an audit committee resulting in a fully
      functioning audit committee who will undertake the oversight in the
      establishment and monitoring of required internal controls and procedures
      such as reviewing and approving estimates and assumptions made by
      management when funds are available to
us.


14





Management
believes that the appointment of one or more outside directors, who shall be
appointed to a fully functioning audit committee, will remedy the lack of a
functioning audit committee and a lack of a majority of outside directors on our
Board.





We
anticipate that these initiatives will be at least partially, if not fully,
implemented by March 31, 2010.





Changes
in Internal Control Over Financial Reporting





There
have been no changes in our internal controls over financial reporting that
occurred during our fourth fiscal quarter of the period covered by this annual
report on Form 10-K that have materially affected, or are reasonably likely to
materially affect, our internal controls over financial reporting.





ITEM
9B. OTHER INFORMATION





Not
applicable.





PART
III





ITEM
10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE





Directors,
Executive Officers and Significant Employees





The
following table sets forth certain information regarding the members of our
Board of Directors, executive officers and our significant employees as of March
31, 2009:





Name
                    
                    Age
                    
                    Positions and Offices HeldHsien
      Loong Wong(1)
                    
                    34
                    
                    President,
      CEO, CFO, Secretary, Treasurer and directorR.
      Shane Starnes(2)
                    
                    49
                    
                    DirectorEdmund
      Leung(3)
                    
                    60
                    
                    Former
      Director


Notes:


(1)
            Mr.
      Hsien Loong Wong was appointed as a director and Secretary of the Company
      on August 10, 2007, and the President, CEO, CFO and Treasurer of the
      Company on December 31, 2007.


(2)
            Mr.
      R. Shane Starnes was appointed as a director of the Company June 23,
      2009.


(3)
            Mr.
      Edmund Leung was appointed as a director of the Company on October 12,
      2007, and resigned as a director on June 19,
  2009.





Family
Relationships





There are
no family relationships between any of the Company’s directors or executive
officers.





Business
Experience





Mr. Hsien Loong Wong (age 34)
is our President, CEO, CFO, Secretary, Treasurer and a director of our
Company.  Mr. Wong 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. 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.


15





Mr. R. Shane Starnes (age 49)
is a director of our Company.  Mr. Starnes has over twenty-five years
of professional experience in both corporate and small business
environments.  From 2007 to present, Mr. Starnes has been an
independent consultant where he has assisted with business development and
corporate financings for public and private companies alike.  Form
2003 to 2007, Mr. Starnes was the VP of Corporate Finance for International
Metals Group which provided various services, including investor/media relations
and corporate finance services, to Pacific Northwest Capital Corp. (TSX: PFN),
CanAlaska Ventures Ltd. (TSX: CVV), International Freegold Minerals Ltd. (TSX:
ITF) and El Nino Ventures Ltd. (TSX-V: ELN).  Form 1998 to present,
Mr. Starnes has been the President of Pacifica Resorts & Developments Ltd.
whereby he secured riverfront property in Squamish, British Columbia and
designed a 1700 unit multi use housing development which included townhomes,
houses, hotels, indoor water park and tourist venues.  From 1994 to
1998, Mr. Starnes was the President of Capilano Aggregates Ltd. which developed
a blast rock dumpsite and rock crushing business in North Vancouver, British
Columbia.  Mr. Starnes graduated from Carson Graham Secondary School
in 1977 and completed a one year marketing program at Langara College in
Vancouver, British Columbia in 1979.





Mr. Edmund Leung (age 60) was
a director of our Company from to October 12, 2007, until June 19, 2009.  Mr.
Leung 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 in 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.





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, 2009, all Section 16(a)
filing requirements applicable to its directors, executive officers, and greater
than ten percent beneficial owners were complied with, except for Mr. Hsien
Loong Wong who failed to timely file his Form 4 within two days of April 18,
2008 relating to his voluntary surrender for cancellation of 80,000,000 shares
of common stock.  Mr. Wong filed his Form 4 on May 9,
2008.


16





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.





Audit
Committee





We do not
have a separately designated standing audit committee.  The entire
Board of Directors performs the functions of an audit committee, but no written
charter governs the actions of the Board when performing the functions of what
would generally be performed by an audit committee.  The Board
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 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.





We intend
to appoint an audit committee in the future.





Nomination
Committee





At the
present time, the Company does not have a nomination committee.  The
Company intends to adopt a nomination committee in the future.





When
evaluating director nominees, our directors consider the following
factors:





·
            the
      appropriate size of our Board of
Directors;


·
            our
      needs with respect to the particular talents and experience of our
      directors;


·
            the
      knowledge, skills and experience of nominees, including experience in
      finance, administration or public service, in light of prevailing business
      conditions and the knowledge, skills and experience already possessed by
      other members of the Board;


·
            experience
      in political affairs;


·
            experience
      with accounting rules and practices;
and


·
            the
      desire to balance the benefit of continuity with the periodic injection of
      the fresh perspective provided by new Board
  members.





Our goal
is to assemble a Board that brings together a variety of perspectives and skills
derived from high quality business and professional experience.  In
doing so, the Board will also consider candidates with appropriate non-business
backgrounds.


17


Other
than the foregoing, there are no stated minimum criteria for director nominees,
although the Board may also consider such other factors as it may deem are in
our best interests as well as our stockholders.  In addition, the
Board identifies nominees by first evaluating the current members of the Board
willing to continue in service.  Current members of the Board with
skills and experience that are relevant to our business and who are willing to
continue in service are considered for re-nomination.  If any member
of the Board does not wish to continue in service or if the Board decides not to
re-nominate a member for re-election, the Board then identifies the desired
skills and experience of a new nominee in light of the criteria
above.  Current members of the Board are polled for suggestions as to
individuals meeting the criteria described above.  The Board may also
engage in research to identify qualified individuals.  To date, we
have not engaged third parties to identify or evaluate or assist in identifying
potential nominees, although we reserve the right in the future to retain a
third party search firm, if necessary.  The Board does not typically
consider shareholder nominees because it believes that its current nomination
process is sufficient to identify directors who serve our best
interests.





ITEM
11. EXECUTIVE COMPENSATION





In this
item, “Named Executive Officer” means:





(i)
            all
      individuals serving as the Company’s principal executive officer or acting
      in a similar capacity during the last completed fiscal year (“PEO”),
      regardless of compensation level;





(ii)
            the
      Company’s two most highly compensated executive officers other than the
      PEO who were serving as executive officers at the end of the last
      completed fiscal year and whose total compensation exceeds $100,000;
      and





(iii)
            up
      to two additional individuals for whom disclosure would have been provided
      pursuant to paragraph (ii) but for the fact that the individual was not
      serving as an executive officer of the Company at the end of the last
      completed fiscal year.





Summary
Compensation Table


The
following table contains disclosure of all plan and non-plan compensation
awarded to, earned by, or paid to the Company’s Named Executive Officers by any
person for all services rendered in all capacities to the Company and its
subsidiaries during the Company’s fiscal years completed March 31, 2009, and
2008:


Name and
                                                principal
                                                position
                                              
                                              Year
                                              
                                              Salary
                                                ($)
                                              
                                              
                                              Bonus
                                                ($)
                                              
                                              
                                              Stock
                                                awards
                                                ($)
                                              
                                              
                                              Option awards
                                                ($)
                                              
                                              
                                              Nonequity
                                                incentive plan
                                                compensation
                                                ($)
                                              
                                              
                                              Nonqualified
                                                deferred
                                                compensation
                                                earnings
                                                ($)
                                              
                                              
                                              All other
                                                compensation
                                                ($)
                                              
                                              
                                              Total
                                                ($)(a)
                                              
                                              (b)
                                              
                                              (c)
                                              
                                              
                                              (d)
                                              
                                              
                                              (e)
                                              
                                              
                                              (f)
                                              
                                              
                                              (g)
                                              
                                              
                                              (h)
                                              
                                              
                                              (i)
                                              
                                              
                                              (j)Hsien Loong Wong(1)
                                              
                                              2009
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              NilPresident,
      CEO, CFO, Treasurer, Secretary & Director
                                              
                                              2008
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              Nil
                                              
                                              
                                              $
                                              NilZhu Hua Yin(2)
                                              
                                              2009
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -Former
      President, CEO, CFO, Treasurer & Director
                                              
                                              2008
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              NilJurgen
      Ballmaier(3)
                                              
                                              2009
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -
                                              
                                              
                                              
                                              -Former
      President, CEO, Secretary & Director
                                              
                                              2008
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil
                                              
                                              
                                              
                                              Nil




18





Notes:


(1)
            Mr.
      Hsien Loong Wong was appointed as a director and Secretary of the Company
      on August 10, 2007, and the President, CEO, CFO and Treasurer of the
      Company on December 31, 2007.


(2)
            Mr.
      Zhu Hua Yin was appointed the President, CEO, CFO, Treasurer and a
      Director of the Company on August 10, 2007, and he resigned from the
      positions of President, CEO, CFO, Treasurer and Director of the Company on
      December 31, 2007.


(3)
            Mr.
      Jurgen Ballmaier was appointed the President, CEO, Secretary and a
      Director of the Company on June 8, 2006,  and he resigned from
      the positions of President, CEO, Secretary and Director of the Company on
      August 10, 2007.





Narrative
Disclosure to the Summary Compensation Table





We do not
pay any compensation to our Named Executive Officers at this
time.  However, we reserve the right to compensate our Named Executive
Officers in the future with cash, stock, options, or some combination of the
foregoing.





Outstanding
Equity Awards at Fiscal Year-End





We do not
have any equity compensation plans in effect.





Retirement
Benefits and Change of Control





Not
Applicable.





Director
Compensation





The
following table discloses the compensation of the directors of the Company for
the Company’s fiscal year ended March 31, 2009 (unless already disclosed
above):




Name
                                        
                                        Fees
                                          earned or
                                          paid in
                                          cash
                                          ($)
                                        
                                        Stock
                                          awards
                                          ($)
                                        
                                        Option
                                          awards
                                          ($)
                                        
                                        Non-equity
                                          incentive plan
                                          compensation
                                          ($)
                                        
                                        Nonqualified
                                          deferred
                                          compensation
                                          earnings
                                          ($)
                                        
                                        All other
                                          compensation
                                          ($)
                                        
                                        Total
                                          ($)(a)
                                        
                                        (b)
                                        
                                        (c)
                                        
                                        (d)
                                        
                                        (e)
                                        
                                        (f)
                                        
                                        (g)
                                        
                                        (h)Hsien
      Loong Wong(1)
                                        
                                        See Above.
                                        
                                        See Above.
                                        
                                        See
      Above.
                                        
                                        See
      Above.
                                        
                                        See
      Above.
                                        
                                        See
      Above.
                                        
                                        See Above.Edmund
      Leung(2)
                                        
                                        Nil
                                        
                                        Nil
                                        
                                        Nil
                                        
                                        Nil
                                        
                                        Nil
                                        
                                        Nil
                                        
                                        Nil


Notes:


(1)
            Mr.
      Hsien Loong Wong was appointed as a director and Secretary of the Company
      on August 10, 2007, and the President, CEO, CFO and Treasurer of the
      Company on December 31, 2007.


(2)
            Mr.
      Edmund Leung was appointed as a director of the Company on October 12,
      2007, and resigned on June 19,
2009.


19


Narrative
Disclosure to the Director Compensation Table





We do not
pay any compensation to our directors at this time.  However, we
reserve the right to compensate our directors in the future with cash, stock,
options, or some combination of the foregoing.





ITEM
12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS





The
following table sets forth information as of July 1, 2009 (the “Determination
Date”), 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.





As of the
Determination Date, there are 56,413,000 (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
                        
                        President,
      CEO, CFO, Secretary, Treasurer and director
                        
                        14,500,000
                          Direct
                        
                        
                        
                        25.7
                        %R.
      Shane Starnes
                        
                        Director
                        
                        Nil
                        
                        
                        Nil
                        %Directors
      and Officers as a group (2 persons)
                        
                        
                        
                        14,500,000
                        
                        
                        
                        25.7
                        %


Notes:


(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.





Securities
Authorized for Issuance Under Equity Compensation Plans





We do not
have any equity compensation plans.





ITEM
13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE





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 two completed fiscal
years.





Director
Independence





As of the
date of this annual report, our common stock is traded on the OTC Bulletin
Board (the “OTCBB”).  The OTCBB does not impose on us standards
relating to director independence or the makeup of committees with independent
directors, or provide definitions of independence.  However, under the
definition of “Independent Director” as set forth in the NYSE AMEX Company Guide
Section 8.03A, we currently have one of our two directors that would qualify as
independent directors under the definition in the AMEX Company
Guide.


20





ITEM
14. PRINCIPAL ACCOUNTANT FEES AND SERVICES





The
following table discloses the fees billed by our auditor in connection with the
audit of the Company’s annual financial statements for the years ended March 31,
2009, and 2008.




Financial Statements for
                    Year Ended March 31
                  
                  Audit Fees(1)
                  
                  
                  Audit Related
                    Fees(2)
                  
                  
                  Tax Fees(3)
                  
                  
                  All Other Fees(4)2009
                  
                  $
                  5,750
                  
                  
                  $
                  Nil
                  
                  
                  $
                  Nil
                  
                  
                  $
                  Nil2008
                  
                  $
                  10,750
                  
                  
                  $
                  Nil
                  
                  
                  $
                  Nil
                  
                  
                  $
                  Nil


Notes:


(1)
            The
      aggregate fees billed for the fiscal year 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-Qs or services that are normally provided by the
      accountant in connection with statutory and regulatory engagements for
      that fiscal year.


(2)
            The
      aggregate fees billed in the fiscal year 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 Note 1.


(3)
            The
      aggregate fees billed in the fiscal year for professional services
      rendered by the principal accountant for tax compliance, tax advice, and
      tax planning.


(4)
            The
      aggregate fees billed in the fiscal year for the products and services
      provided by the principal accountant, other than the services reported in
      Notes (1), (2) and (3).





Audit
Committee’s Pre-Approval Practice





Our Board
of Directors pre-approves all audit services to be performed by our independent
registered public auditor unless certain services to be provided meet certain de
minimis standards.





PART
IV





ITEM
15. EXHIBITS, FINANCIAL STATEMENTS





Exhibits





Exhibit
      No.
              
              Description
      of Exhibit3.1(1)
              
              Articles
      of Incorporation, as amended.3.2(1)
              
              Bylaws,
      as amended.3.3(2)
              
              Articles
      of Merger filed with the Secretary of State of Nevada on September 7, 2007
      and which is effective September 20, 20073.4(2)
              
              Certificate
      of Change filed with the Secretary of State of Nevada on September 7, 2007
      and which is effective September 20, 2007.3.5(3)
              
              Articles
      of Merger filed with the Secretary of State of Nevada on May 21, 2008 and
      which was effective June 5, 200810.1(4)
              
              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(5)
              
              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(5)
              
              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.




21




Exhibit
      No.
              
              Description
      of Exhibit10.4(6)
              
              Equalization
      and Joint Operating Agreement between the Company, Montello Resources
      (USA) Ltd., Park Place Energy Corp. and Austin Developments Corp., entered
      into on August 26, 2008.10.5(6)
              
              Amending
      Agreement to the Equalization and Joint Operating Agreement between the
      Company and Montello Resources (USA) Ltd., entered into on August 21,
      200831.1
              
              Certificate
      pursuant to Rule 13a-14(a)31.2
              
              Certificate
      pursuant to Rule 13a-14(a)32.1
              
              Certificate
      pursuant to 18 U.S.C. Section 135032.2
              
              Certificate
      pursuant to 18 U.S.C. Section
1350


Notes:


(1)
            Previously
      filed on Form SB-2 with the SEC via EDGAR on September 19, 2006, and
      incorporated herein by reference.


(2)
            Previously
      filed on Form 8-Kwith the SEC via
      EDGAR on September 21, 2007, and incorporated herein by
      reference.


(3)
            Previously
      filed on Form 8-Kwith the SEC via
      EDGAR on June 9, 2008, and incorporated herein by
    reference.


(4)
            Previously
      filed on Form 8-Kwith the SEC via
      EDGAR on March 17, 2008, and incorporated herein by
    reference.


(5)
            Previously
      filed on Form 10-KSB with the SEC via EDGAR on July 14, 2008, and
      incorporated herein by reference.


(6)
            Previously
      filed on Form 10-Q with the SEC via EDGAR on November 14, 2008, and
      incorporated herein by
reference.


22


SIGNATURES





Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized on this 14th day of
July, 2009.





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





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 Company and in the
capacities and on the dates indicated:





Signature
            
            Title
            
            Date/s/ Hsien Loong Wong
            
            President,
      CEO, CFO, Secretary,
            
            July
      14, 2009Hsien
      Loong Wong
            
            Treasurer
      & Director/s/ Shane Starnes
            
            Director
            
            July
      14, 2009R.
      Shane Starnes


23


EXHIBIT
INDEX





Exhibit
      #
                  
                  
                  
                  Page#31.1
                  
                  Certificate
      pursuant to Rule 13a-14(a).
                  
                  2531.2
                  
                  Certificate
      pursuant to Rule 13a-14(a).
                  
                  2732.1
                  
                  Certificate
      pursuant to 18 U.S.C. Section 1350.
                  
                  2932.2
                  
                  Certificate
      pursuant to 18 U.S.C. Section 1350.
                  
                  30


24