UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURUTIES EXCHANGE ACT OF 1934

                     For the fiscal year ended June 30, 2013

                        Commission file number 333-186286

                             Perkins Oil & Gas, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

           Nevada                                                 45-5361669
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                            1445 Marpole Avenue #409
                              Vancouver, BC V6H 1S5
                             Telephone (604)733-5055
      (Address of Principal Executive Offices, Zip Code & Telephone Number)

                               Sage International
                          1135 Terminal Way, Suite 209
                                 Reno, NV 89502
                 Telephone (775)786-5515 Facsimile (775)786-2013
            (Name, Address and Telephone Number of Agent for Service)

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

           Securities registered pursuant to section 12(g) of the Act:
                         Common Stock, $0.0001 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 [ ] No [X]

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 [ ] No [X]

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. Yes [X] 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 (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). Yes [X] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K 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. (Check one):

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

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

As of October 15, 2013, the registrant had 4,750,000 shares of common stock
issued and outstanding. No market value has been computed based upon the fact
that no active trading market had been established.
<PAGE>
                             PERKINS OIL & GAS, INC.
                                TABLE OF CONTENTS

                                                                        Page No.
                                                                        --------

                                     Part I

Item 1.  Business                                                            3
Item 1A. Risk Factors                                                       12
Item 2.  Properties                                                         18
Item 3.  Legal Proceedings                                                  18
Item 4.  Mine Safety Disclosures                                            18

                                     Part II

Item 5.  Market for Registrant's Common Equity, Related Stockholder
         Matters and Issuer Purchases of Equity Securities                  19
Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                          20
Item 8.  Financial Statements and Supplementary Data                        25
Item 9A. Controls and Procedures                                            35
Item 9B. Other Information                                                  36

                                    Part III

Item 10. Directors and Executive Officers                                   37
Item 11. Executive Compensation                                             38
Item 12. Security Ownership of Certain Beneficial Owners and Management
         and Related Stockholder Matters                                    39
Item 13. Certain Relationships and Related Transactions                     40
Item 14. Principal Accounting Fees and Services                             40

                                     Part IV

Item 15. Exhibits                                                           41

Signatures                                                                  41

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                                     PART I

           CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING INFORMATION

Certain statements in this annual report on Form 10-K contain or may contain
forward-looking statements that are subject to known and unknown risks,
uncertainties and other factors which may cause actual results, performance or
achievements to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements. These
forward-looking statements were based on various factors and were derived
utilizing numerous assumptions and other factors that could cause our actual
results to differ materially from those in the forward-looking statements. These
factors include, but are not limited to, our ability to consummate a merger or
business combination, economic, political and market conditions and
fluctuations, government and industry regulation, interest rate risk, U.S. and
global competition, and other factors. Most of these factors are difficult to
predict accurately and are generally beyond our control. You should consider the
areas of risk described in connection with any forward-looking statements that
may be made herein. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this report.
Readers should carefully review this annual report in its entirety, including
but not limited to our financial statements and the notes thereto. Except for
our ongoing obligations to disclose material information under the Federal
securities laws, we undertake no obligation to release publicly any revisions to
any forward-looking statements, to report events or to report the occurrence of
unanticipated events. For any forward-looking statements contained in any
document, we claim the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform Act of 1995.

ITEM 1. BUSINESS

GENERAL INFORMATION

We are an exploration stage company, incorporated in the State of Nevada on May
25, 2012, as a for-profit company, and electing a fiscal year end of June 30.

We intend to use the net proceeds from an offering pursuant to a Registration
Statement on Form S-1 that was declared effective on June 21, 2013, to further
develop our business operations. (See "Business of the Company" and "Use of
Proceeds".) We are an exploration stage company with limited revenues and
operating history. The principal executive offices are located at 1445 Marpole
Avenue #409, Vancouver, B.C. V6H 1S5, Canada. The telephone number is
(604)733-5055.

We were incorporated to engage in the exploration and development of oil and gas
properties. Our first lease is a 25% percent working interest and an 18.75% net
revenue interest in 3 acres located in the Perkins Lease in Caddo Pine Island
Field that lies in the northern part of Webster Parrish, Louisiana. There is
currently one operating oil well on the property. This property is described in
"Description of Property" further in this report.

We received our initial funding of $20,001 through the sale of common stock to
our officer, J. Michael Page, who purchased 4,000,000 shares of our common stock
at $0.005 per share on June 15, 2012. On February 1, 2013 the Company issued a
total of 750,000 shares of common stock to one director for cash in the amount
of $0.01 per share for a total of $7,500. From inception until the date of this
filing we have had limited operating activities. Our financial statements from
inception (May 25, 2012) through June 30, 2013 report $3,808 in revenue and a
net loss of $36,454. Our independent auditor has issued an audit opinion for
Perkins Oil & Gas Inc. which includes a statement expressing substantial doubt
as to our ability to continue as a going concern.

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There is no current public market for our securities. As our stock is not
publicly traded, investors should be aware they probably will be unable to sell
their shares and their investment in our securities is not liquid.

We are an Emerging Growth Company as defined in the Jumpstart Our Business
Startups Act.

We shall continue to be deemed an emerging growth company until the earliest of:

     a.   the last day of the fiscal year of the issuer during which it had
          total annual gross revenues of $1,000,000,000 (as such amount is
          indexed for inflation every 5 years by the Commission to reflect the
          change in the Consumer Price Index for All Urban Consumers published
          by the Bureau of Labor Statistics, setting the threshold to the
          nearest 1,000,000) or more;
     b.   the last day of the fiscal year of the issuer following the fifth
          anniversary of the date of the first sale of common equity securities
          of the issuer pursuant to an effective registration statement under
          this title;
     c.   the date on which such issuer has, during the previous 3-year period,
          issued more than $1,000,000,000 in non-convertible debt; or
     d.   the date on which such issuer is deemed to be a `large accelerated
          filer', as defined in section 240.12b-2 of title 17, Code of Federal
          Regulations, or any successor thereto.

As an emerging growth company we are exempt from Section 404(b) of Sarbanes
Oxley. Section 404(a) requires Issuers to publish information in their annual
reports concerning the scope and adequacy of the internal control structure and
procedures for financial reporting. This statement shall also assess the
effectiveness of such internal controls and procedures.

Section 404(b) requires that the registered accounting firm shall, in the same
report, attest to and report on the assessment on the effectiveness of the
internal control structure and procedures for financial reporting.

As an emerging growth company we are exempt from Section 14A and B of the
Securities Exchange Act of 1934 which require the shareholder approval of
executive compensation and golden parachutes.

We have irrevocably opted out of the extended transition period for complying
with new or revised accounting standards pursuant to Section 107(b) of the Act.

Smaller Reporting Company

IMPLICATIONS OF BEING AN EMERGING GROWTH COMPANY - THE JOBS ACT

We qualify as an emerging growth company as that term is used in the JOBS Act.
An emerging growth company may take advantage of specified reduced reporting and
other burdens that are otherwise applicable generally to public companies. These
provisions include:

     *    A requirement to have only two years of audited financial statements
          and only two years of related MD&A
     *    Exemption from the auditor attestation requirement in the assessment
          of the emerging growth company's internal control over financial
          reporting under Section 404 of the Sarbanes-Oxley Act of 2002;

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     *    Reduced disclosure about the emerging growth company's executive
          compensation arrangements; and
     *    No non-binding advisory votes on executive compensation or golden
          parachute arrangements.

We may take advantage of the reduced reporting requirements applicable to
smaller reporting companies even if we no longer qualify as an "emerging growth
company."

In addition, Section 107 of the JOBS Act also provides that an emerging growth
company can take advantage of the extended transition period provided in Section
7(a)(2)(B) of the Securities Act of 1933, as amended (the "Securities Act") for
complying with new or revised accounting standards. We have irrevocably opted
out of the extended transition period for complying with new or revised
accounting standards pursuant to Section 107(b) of the Act.

We could remain an emerging growth company for up to five years, or until the
earliest of (i) the last day of the first fiscal year in which our annual gross
revenues exceed $1 billion, (ii) the date that we become a "large accelerated
filer" as defined in Rule 12b-2 under the Exchange Act, which would occur if the
market value of our common stock that is held by non-affiliates exceeds $700
million as of the last business day of our most recently completed second fiscal
quarter, or (iii) the date on which we have issued more than $1 billion in
non-convertible debt during the preceding three year period.

                             DESCRIPTION OF BUSINESS

We are an exploration stage company with limited revenues and operating history.
Our independent auditor has issued an audit opinion which includes a statement
expressing substantial doubt as to our ability to continue as a going concern.

We currently own a 25% working interest and an 18.75% net revenue interest in a
lease of three acres located in Webster Parrish, Louisiana, known as the Perkins
Lease. There is currently one producing oil well on the property.

Our focus for the current fiscal year will be on further developing our existing
property, while continuing to pursue acquisition of additional leases and/or
existing oil and gas wells which have potential for production, if revenues
warrant.

GENERAL INFORMATION ABOUT OUR CURRENT LEASE

ACQUISITION OF THE LEASE

On July 9, 2012 the Company signed an assignment agreement with Lanza Land
Management LLC which transferred a 25% working interest and a 18.75% net revenue
interest in three acres located in Webster Parrish, Louisiana, known as the
Perkins Lease, covering and affecting the property described as: Begin at the
point where the North line of the Porterville-Sikes Ferry Road intersects the
West line of the West Half of the Southeast Quarter of the Northeast Quarter
(W/2 of SE/4 of NE/4), Section 36, Township 23 North, Range 11 West, thence run
in an easterly direction along the North line of said road 190 feet, thence run
North 380 feet, thence run West 285 feet to the West line of said W/2 of SE/4,
thence run South 345 feet to the point of beginning, Webster Parish, Louisiana.
The well coordinates are 32(Degree) 56' 43.779 N, 93(Degree) 26' 58.969 W,
elevation 79 meters. The consideration for the assignment was $17,500. The well

                                       5
<PAGE>
on the property was functioning until a lightning strike in June 2012; the pump
has been repaired and is currently producing approximately 85 barrels of oil per
month.

From June 1, 2012 through December 31, 2012 total production from the well was
189 barrels. The average sales price was $94 per barrel with an average cost of
$67 per barrel. From January 1, 2013 through June 30, 2013 total production from
the well was 16 barrels. The average sales price was $107 per barrel with an
average cost of $297 per barrel. In February 2013 the well was hit by vandalism
causing production delays and repair costs of $3,000.

REQUIREMENTS OR CONDITIONS FOR RETENTION OF LEASE

The lease on the property is for a period of TWO (2) years (called "primary
term") and as long thereafter as (1) oil, gas, sulphur or other mineral is
produced or (2) is maintained in force in any other manner provided within the
lease. The lease is from October 20, 2011 until October 20, 2013 and is
effective May 31, 2012.

LOCATION, ACCESS, CLIMATE, LOCAL RESOURCES & INFRASTRUCTURE

General Area: Webster Parish is located in the northwest corner of the state of
Louisiana. The parish has a total area of 615 square miles (1,593 km(2)), of
which, 595 square miles (1,542 km(2)) of it is land and 20 square miles (51
km(2)) of it (3.23%) is water.


                    [MAP SHOWING WEBSTER PARIS IN LOUISIANA]



Property Location: The property is described as: Begin at the point where the
North line of the Porterville-Sikes Ferry Road intersects the West line of the
West Half of the Southeast Quarter of the Northeast Quarter (W/2 of SE/4 of
NE/4), Section 36, Township 23 North, Range 11 West, thence run in an easterly
direction along the North line of said road 190 feet, thence run North 380 feet,
thence run West 285 feet to the West line of said W/2 of SE/4, thence run South
345 feet to the point of beginning, Webster Parish, Louisiana. The well
coordinates are 32(Degree) 56' 43.779 N, 93(Degree) 26' 58.969 W, elevation 79
meters.

On the following map the location is noted as "Bronco Resources, Perkins No. 1".

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<PAGE>
                    [PLAT MAP SHOWING THE PROPERTY LOCATION]







Access: The property is easily accessible from Route 371 and Porterville-Sikes
Ferry Road.

Climate: The area has a humid subtropical climate. Rainfall is abundant, with
the normal annual precipitation averaging 52 inches, with monthly averages
ranging from less than 3 inches in August to more than 5 inches in May. Severe
thunderstorms with heavy rain, hail, damaging winds and tornadoes occur in the
area during the spring and summer months. The winter months are normally mild,
with an average low of 34 degrees. Summer months are hot and humid, with average
temperatures of 93 degrees with high to very high relative average humidity,
sometimes exceeding the 90 percent level. On average there are 217 sunny days
per year in Webster Parish.

Local Resources & Infrastructure: The Town of Minden, LA located 25 miles from
the property, offers some of the necessary infrastructure required for oil & gas
exploration and drilling, (limited accommodations, communications, some
equipment and supplies). The independent operator, Four Star Oil, who will carry
out monthly maintenance on the well, is located in Oil City. Larger or
specialized equipment can be acquired in the City of Shreveport, lying 60 miles
to the south.

                                       7
<PAGE>
History: In 1906, the Caddo-Pine Island Field in northern Caddo Parish,
Louisiana was discovered, and a rush of leasing and drilling activity ensued. In
1908, the first natural gas pipeline was constructed to transport gas from
Caddo-Pine Island to Shreveport, Louisiana. This was one of the earliest
commercial uses of natural gas, which was commonly viewed as an undesirable
by-product of oil production and often "flared" or burnt off at the well site.

Other innovations in the Caddo-Pine Island Field included the first over-water
oil platform, which was constructed in the field on Caddo Lake in 1910. In that
same year, a major oil pipeline was constructed from Caddo-Pine Island Field to
a refinery built and operated by Standard Oil Company of Louisiana in Baton
Rouge, Louisiana. The refinery continues to operate today.

The Caddo-Pine Island field is located approximately 15 miles north of the City
of Shreveport in Caddo Parish, La., and Marion County, Tex., which covers a
portion of the Ark-La-Tex Area. The discovery well in the Caddo-Pine Island
field was the Savage Bros. & Morrical No.1 Offenhauser, which was completed
March 28, 1905, in the Annona Chalk at a depth of 1,556 ft. The well was located
near Oil City, La. By the close of 1907 23 wells had been drilled -eight of
which produced oil, 11 produced gas, and four were abandoned. Development of the
field continued at a rapid pace during the following years, and by 1918 the
production reached a peak of 11 million bbl/year.

Geological Setting: The Caddo Pine Island Field sits on top of the Subine
uplift, which is the stratigraphic uplift in Northern Louisiana. Due to the
uplift many of the formations on the top of it became excellent reservoir rock
for hydrocarbons. Impervious formations lying just above these called caprock
cause traps that the oil and gas accumulate up against under pressure. When
these caprock formations are drilled through and into the reservoir rock the
pressure is then released and will flow to the surface carrying oil and gas with
it. Production has been obtained from several horizons, ranging in depth from
the Nacatoch sand at 800 ft to the Hosston or Travis Peak which is found at
2,500 ft near the crest of the dome of the Lower Cretaceous beds.

MARKETS

The availability of a ready market and the prices obtained for produced oil
depends on many factors, including the extent of domestic production and imports
of oil, the proximity and capacity of pipelines and other transportation
facilities, fluctuating demand, the marketing of competitive fuels, and the
effects of governmental regulation on production and sales. A ready domestic
market for oil exists because of the presence of pipelines for transport. The
existence of an international market exists depends upon the presence of
international delivery systems and political and pricing factors.

If we are successful in the continuing production of oil on our current property
and possible additional property, the target customers for our oil are expected
to be refiners, remarketers and third party intermediaries, who either have, or
have access to, consumer delivery systems. We intend to sell our oil under both
short-term (less than one year) and long-term (one year or more) agreements at
prices negotiated with third parties. Currently Spears Oil, a third party
operator, picks up the oil and sells it to Shell Oil Company. The price is based
upon a 20-day floating average. Typically either the entire contract (in the
case of short-term contracts) or the price provisions of the contract (in the
case of long-term contracts) are renegotiated at intervals ranging in frequency
from daily to annually.

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<PAGE>
We have not yet adopted any specific sales and marketing plans. However, as we
purchase future properties, the need to hire marketing personnel will be
addressed.

COMPETITION

We operate in a highly competitive environment for acquiring properties,
modernizing existing wells and marketing oil that is produced. The majority of
our competitors possess and employ financial, technical and personnel resources
substantially greater than ours, which can be particularly important in the
areas in which we plan to operate. Those companies may be able to pay more for
productive properties and exploratory prospects and to evaluate, bid for and
purchase a greater number of properties and prospects than our financial
resources permit. Our ability to acquire additional prospects and to find and
develop reserves in the future will depend on our ability to evaluate and select
suitable properties and to consummate transactions in a highly competitive
environment. Also, there is substantial competition for capital available for
investment in the oil and natural gas industry.

Current competitive factors in the domestic oil and gas industry are unique. The
actual price range of crude oil is largely established by major international
producers. Pricing for natural gas is more regional; however, more favorable
prices can usually be negotiated for larger quantities of oil and/or gas
product. In this respect, while we believe we have a price disadvantage when
compared to larger producers, we view our primary pricing risk to be related to
a potential decline in international prices to a level which could render our
production uneconomical.

We will be committed to use the services of the existing gathering companies in
our present area of production. This potentially gives such gathering companies
certain short-term relative monopolistic powers to set gathering and
transportation costs, because obtaining the services of an alternative gathering
company may require substantial additional costs.

General competitive conditions may be substantially affected by various forms of
energy legislation and/or regulation introduced from time to time by the
governments of the United States and other countries, as well as factors beyond
our control, including international political conditions, overall levels of
supply and demand for oil and gas, and the markets for synthetic fuels and
alternative energy sources.

In the face of competition, we may not be successful in acquiring, exploring or
developing profitable oil and gas properties or interests, and we cannot give
any assurance that suitable properties or interests will be available for our
acquisition, exploration or development. Despite this, we hope to compete
successfully in the industry by:

     *    keeping our costs low;
     *    relying on the strength of our management's contacts; and
     *    using our size and experience to our advantage by adapting quickly to
          changing market conditions or responding swiftly to potential
          opportunities.

DISTRIBUTION METHODS

The oil that we produce is distributed through oil gathering companies. The
contract operator, Four Star Oil, will make the arrangements with the gathering
companies.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

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<PAGE>
REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.

SOURCE AND AVAILABILITY OF RAW MATERIALS

We have no significant raw materials. However, if we are successful in our plan
of operations we may make use of numerous oil field service companies. We
currently only have one well lease in Webster Parrish, Louisiana, where there
are numerous oil field service companies.

MAJOR CUSTOMERS

We will principally sell our oil through our operator to marketers and other
purchasers that have access to nearby pipeline facilities. Generally, in areas
where there is no practical access to pipelines, oil is trucked to storage
facilities. We believe that the loss of any of these oil purchasers would not
materially impact our business, because we could readily find other purchasers
for our oil as produced.

PATENTS, TRADEMARKS, FRANCHISES, ROYALTY AGREEMENTS OR LABOR CONTRACTS

We have no patents, trademarks, licenses, concessions, or labor contracts.

COMPLIANCE WITH GOVERNMENT AND ENVIRONMENTAL REGULATION

REGULATION OF TRANSPORTATION OF OIL

The sales of crude oil are not currently regulated and are made at negotiated
prices. Nevertheless, Congress could reenact price controls in the future.

Our sales of crude oil will be affected by the availability, terms and cost of
transportation. The transportation of oil in common carrier pipelines is also
subject to rate regulation. The Federal Energy Regulatory Commission, or the
FERC, regulates interstate oil pipeline transportation rates under the
Interstate Commerce Act. Intrastate oil pipeline transportation rates are
subject to regulation by state regulatory commissions. The basis for intrastate
oil pipeline regulation, and the degree of regulatory oversight and scrutiny
given to intrastate oil pipeline rates, varies from state to state.

Insofar as effective interstate and intrastate rates are equally applicable to
all comparable shippers, we believe that the regulation of oil transportation
rates will not affect our operations in any way that is of material difference
from those of our competitors. Further, interstate and intrastate common carrier
oil pipelines must provide service on a non-discriminatory basis. Under this
open access standard, common carriers must offer service to all shippers
requesting service on the same terms and under the same rates. When oil
pipelines operate at full capacity, access is governed by pro-rationing
provisions set forth in the pipelines' published tariffs. Accordingly, we
believe that access to oil pipeline transportation services generally will be
available to us to the same extent as to our competitors.

REGULATION OF PRODUCTION

The production of oil is subject to regulation under a wide range of local,
state and federal statutes, rules, orders and regulations. Federal, state and
local statutes and regulations require permits for drilling operations, drilling

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bonds and reports concerning operations. All states, in which we may operate in
the future, have regulations governing conservation matters, including
provisions for the unitization or pooling of oil properties, the establishment
of maximum allowable rates of production from oil wells, the regulation of well
spacing, and plugging and abandonment of wells. The effect of these regulations
is to limit the amount of oil that can be produced from wells and to limit the
number of wells or the locations, although companies can apply for exceptions to
such regulations or to have reductions in well spacing. Moreover, each state
generally imposes a production or severance tax with respect to the production
and sale of oil within its jurisdiction.

The failure to comply with these rules and regulations can result in substantial
penalties. Our competitors in the oil industry are subject to the same
regulatory requirements and restrictions that affect our operations.

ENVIRONMENTAL REGULATION

Oil exploration, development and production operations are subject to stringent
federal, state and local laws and regulations governing the discharge of
materials into the environment or otherwise relating to environmental
protection. Historically, most of the environmental regulation of oil production
has been left to state regulatory boards or agencies in those jurisdictions
where there is significant oil production, with limited direct regulation by
such federal agencies as the Environmental Protection Agency. However, while we
believe this generally to be the case for our production activities in
Louisiana, there are various regulations issued by the Environmental Protection
Agency ("EPA") and other governmental agencies that would govern significant
spills, blow-outs, or uncontrolled emissions.

In Louisiana, specific oil regulations apply to the drilling, completion and
operations of wells, and the disposal of waste oil and salt water. There are
also procedures incident to the plugging and abandonment of dry holes or other
non-operational wells, all as governed by the applicable governing state agency.

At the federal level, among the more significant laws and regulations that may
affect our business and the oil and gas industry are: The Comprehensive
Environmental Response, Compensation and Liability Act of 1980, also known as
"CERCLA" or Superfund; the Oil Pollution Act of 1990; the Resource Conservation
and Recovery Act, also known as "RCRA"; the Clean Air Act; Federal Water
Pollution Control Act of 1972, or the Clean Water Act; and the Safe Drinking
Water Act of 1974.

Compliance with these regulations may constitute a significant cost and effort
for us. No specific accounting for environmental compliance has been projected
by us at this time. We are not presently aware of any environmental demands,
claims, or adverse actions, litigation or administrative proceedings in which
our acquired property is involved or subject to, or arising out of any
predecessor operations.

In the event of a breach of environmental regulations, these environmental
regulatory agencies have a broad range of alternative or cumulative remedies
which include: ordering a clean-up of any spills or waste material and
restoration of the soil or water to conditions existing prior to the
environmental violation; fines; or enjoining further drilling, completion or
production activities. In certain egregious situations the agencies may also
pursue criminal remedies against us or our principal officers.

RESEARCH AND DEVELOPMENT

Since our inception to the date of this annual report, we have not spent any
money on research and development activities. We paid $17,500 for the lease on
the Perkins property.

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EMPLOYEES AND EMPLOYMENT AGREEMENTS

Our only employee is our sole officer, J Michael Page. Mr. Page currently
devotes 2-4 hours per week to company matters and after receiving funding he
plans to devote as much time as the board of directors determines is necessary
to manage the affairs of the company. There are no formal employment agreements
between the company and our current employee.

REPORTS TO SECURITY HOLDERS

Any member of the public may read and copy any materials filed by us with the
Securities and Exchange Commission at the Securities and Exchange Commission's
Public Reference Room at 100 F Street, N.E. Washington, D.C. 20549. Information
on the operation of the Public Reference Room may be obtained by calling the
Securities and Exchange Commission at 1-800-732-0330. The Securities and
Exchange Commission maintains an internet website (http://www.sec.gov) that
contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the Securities and Exchange
Commission.

ITEM 1A. RISK FACTORS

Please consider the following risk factors and other information in this annual
report relating to our business and prospects before deciding to invest in our
common stock.

We consider the following to be the material risks for an investor. Our company
should be viewed as a high-risk investment and speculative in nature. An
investment in our common stock may result in a complete loss of the invested
amount. Please consider the following risk factors before deciding to invest in
our common stock.

RISKS ASSOCIATED WITH OUR COMPANY

OUR AUDITORS' REPORTS CONTAIN A STATEMENT THAT OUR NET LOSS AND LIMITED WORKING
CAPITAL RAISE SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS A GOING
CONCERN.

Our independent registered public accountants have stated in their report,
included in this annual report under the heading "Financial Statements" that our
significant operating losses and working capital deficiency raise substantial
doubt about our ability to continue as a going concern. We had a net loss of
$36,454 from inception date to June 30, 2013. We will be required to raise
substantial capital to fund our capital expenditures, working capital and other
cash requirements since our current cash assets are exhausted. As such we may
have to cease activities and you could lose your investment.

WE LACK AN EXTENSIVE OPERATING HISTORY AND HAVE LOSSES WHICH WE EXPECT TO
CONTINUE INTO THE FUTURE. AS A RESULT, WE MAY HAVE TO SUSPEND OR CEASE
ACTIVITIES.

We were incorporated in May 2012 and we have only recently started our business
activities and only realized limited revenues. We have a very limited operating
history upon which an evaluation of our future success or failure can be made.
Our net loss was $36,454 from inception to June 30, 2013. Our ability to achieve
and maintain profitability and positive cash flow is dependent upon:

     *    our ability to locate additional profitable oil & gas properties
     *    our ability to generate revenues
     *    our ability to reduce operating costs

                                       12
<PAGE>
Based upon current plans, we expect to incur operating losses in future periods
until revenues are sufficient to fund operations. Failure to generate enough
revenues for us to become profitable may cause us to suspend or cease
activities.

BECAUSE WE ARE SMALL AND DO NOT HAVE MUCH CAPITAL, WE MAY HAVE TO LIMIT OUR
ACQUISITION ACTIVITY WHICH MAY RESULT IN A LOSS OF YOUR INVESTMENT.

Because we are small and do not have much capital, we must limit our acquisition
activity. As such we may not be able to lease as many properties as we would
like. In that event, a profitable oil or gas reserve may go undiscovered.
Without producing wells we cannot generate revenues and you will lose your
investment.

THE OIL AND NATURAL GAS INDUSTRY IS HIGHLY COMPETITIVE AND THERE IS NO ASSURANCE
THAT WE WILL BE SUCCESSFUL IN ACQUIRING LEASES.

The oil and natural gas industry is intensely competitive. Although we do not
compete with other oil and gas companies for the sale of any oil and gas that we
may produce, as there is sufficient demand in the world market for these
products, we compete with numerous individuals and companies, including many
major oil and natural gas companies which have substantially greater technical,
financial and operational resources and staff. Accordingly, there is a high
degree of competition for desirable oil and natural gas leases, suitable
properties for drilling operations and necessary drilling equipment, as well as
for access to funds. We cannot predict if the necessary funds can be raised or
that any projected work will be completed.

THERE CAN BE NO ASSURANCE THAT WE WILL DISCOVER OIL OR NATURAL GAS IN ANY
COMMERCIAL QUANTITY ON OUR PROPERTIES.

Exploration for economic reserves of oil and natural gas is subject to a number
of risks. There is competition for the acquisition of available oil and natural
gas properties. Few properties that are explored are ultimately developed into
producing oil and/or natural gas wells. If we cannot discover oil or natural gas
in any commercial quantity thereon, our business will fail.

WE WILL BE RELIANT UPON AN OUTSIDE OPERATOR TO MONITOR THE DAY TO DAY OPERATION
OF THE WELLS. IF THE OPERATOR FAILS TO CARRY OUT THE TERMS OF OUR AGREEMENT OR
WE LOSE THE SERVICES OF THE OPERATOR OUR BUSINESS MAY FAIL.

The re-working of our current well and monthly maintenance of the well once
production commences will be carried out by an independent operator. We have an
operating agreement in place, however; their failure to live up to the terms of
the agreement or a cancellation of the agreement could have an adverse effect on
production and future revenues, consequently our operations, earnings and
ultimate financial success may suffer irreparable harm as a result.

BECAUSE OUR SOLE OFFICER AND/OR DIRECTOR DOES NOT HAVE ANY FORMAL TRAINING
SPECIFIC TO THE OIL AND GAS INDUSTRY, THERE IS A HIGHER RISK OUR BUSINESS WILL
FAIL.

Our sole officer and director is J. Michael Page. Mr. Page has no formal
training in the oil and gas industry or in the technical aspects of management
of an oil and gas company. His prior business experience has primarily been in
the computer industry specializing in wireless electronic systems and smart card
readers. With no direct training or experience in the oil and gas industry, he

                                       13
<PAGE>
may not be fully aware of the specific requirements related to working within
this industry. His decisions and choices may not take into account standard
business or managerial approaches oil and gas companies commonly use.
Consequently, our operations, earnings, and ultimate financial success could
suffer irreparable harm due to his lack of experience in this industry.

BECAUSE OUR OFFICER AND DIRECTOR HAS OTHER OUTSIDE BUSINESS ACTIVITIES AND WILL
ONLY BE DEVOTING 5 TO 10% OF HIS TIME OR APPROXIMATELY TWO TO FOUR HOURS PER
WEEK TO OUR OPERATIONS, OUR OPERATIONS MAY BE SPORADIC WHICH MAY RESULT IN
PERIODIC INTERRUPTIONS OR SUSPENSIONS OF EXPLORATION.

Because our officer and director has other outside business activities and will
only be devoting 5 to 10% of his time or two to four hours per week to our
operations, our operations may be sporadic and occur at times which are
convenient to our officer and director. As a result our business plan may be
periodically interrupted or suspended.

OUR DIRECTOR WILL CONTINUE TO EXERCISE SIGNIFICANT CONTROL OVER OUR OPERATIONS,
WHICH MEANS AS A MINORITY STOCKHOLDER, YOU WOULD HAVE NO CONTROL OVER CERTAIN
MATTERS REQUIRING STOCKHOLDER APPROVAL THAT COULD AFFECT AN INVESTOR'S ABILITY
TO EVER RESELL ANY SHARES THEY MAY PURCHASE.

After the completion of our current offering, if all 5,000,000 shares are sold,
Mr. Page will own 49% of our common stock. He will have significant influence in
determining the outcome of all corporate transactions, including the election of
directors, approval of significant corporate transactions, changes in control of
the company or other matters that could affect your ability to ever resell your
shares. His interests may differ from the interests of the other stockholders
and thus result in corporate decisions that are disadvantageous to other
stockholders.

OUR SOLE OFFICER AND DIRECTOR LIVES OUTSIDE THE UNITED STATES, MAKING IT
DIFFICULT FOR AN INVESTOR TO ENFORCE LIABILITIES IN FOREIGN JURISDICTIONS.

We are a Nevada corporation and, as such, are subject to the jurisdiction of the
State of Nevada and the United States courts for purposes of any lawsuit, action
or proceeding by investors herein. An investor would have the ability to effect
service of process in any action on the company within the United States.
However, since our officer and director resides outside the United States,
substantially all or a portion of his assets are located outside the United
States. As a result, it may not be possible for investors to effect service of
process within the United States upon him or to enforce any judgments obtained
in United States courts predicated upon the civil liability provisions of the
federal securities laws of the United States or any state thereof.

BECAUSE OUR SOLE OFFICER AND DIRECTOR LIVES IN VANCOUVER, CANADA, AND OUR
CURRENT WELL IS IN WEBSTER PARISH, LOUISIANA, THERE MAY BE A HIGHER RISK THAT
OUR BUSINESS MAY FAIL.

The distance from where our sole officer and director lives and where the well
operations are located, may create a detrimental situation due to lack of
oversight. Though we have an operating agreement with an independent operator to
monitor the well production, there is no assurance that it will be carried out
properly without direct oversight by our officer and director. This could have
an adverse effect on production and future revenues, consequently our
operations, earnings and ultimate financial success may suffer irreparable harm
as a result.

                                       14
<PAGE>
RISKS RELATING TO THE OIL AND NATURAL GAS INDUSTRY

THE MARKETABILITY OF NATURAL RESOURCES IS AFFECTED BY NUMEROUS FACTORS BEYOND
OUR CONTROL WHICH MAY RESULT IN US NOT RECEIVING AN ADEQUATE RETURN ON INVESTED
CAPITAL TO BE PROFITABLE OR VIABLE.

The marketability of natural resources which may be acquired or discovered by us
will be affected by numerous factors beyond our control. These factors include
market fluctuations in oil and natural gas pricing and demand, the proximity and
capacity of natural resource markets and processing equipment, governmental
regulations, land tenure, land use, regulation concerning the importing and
exporting of oil and natural gas and environmental protection regulations. The
exact effect of these factors cannot be accurately predicted, but the
combination of these factors may result in us not receiving an adequate return
on invested capital to be profitable or viable.

OIL AND NATURAL GAS OPERATIONS ARE SUBJECT TO COMPREHENSIVE REGULATION WHICH MAY
CAUSE SUBSTANTIAL DELAYS OR REQUIRE CAPITAL OUTLAYS IN EXCESS OF THOSE
ANTICIPATED CAUSING AN ADVERSE EFFECT ON OUR COMPANY.

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

EXPLORATION AND PRODUCTION ACTIVITIES ARE SUBJECT TO CERTAIN ENVIRONMENTAL
REGULATIONS WHICH MAY PREVENT OR DELAY THE COMMENCEMENT OR CONTINUATION OF OUR
OPERATIONS.

In general, our exploration and production activities are subject to certain
federal, state and local laws and regulations relating to environmental quality
and pollution control. Such laws and regulations increase the costs of these
activities and may prevent or delay the commencement or continuation of a given
operation. Specifically, we may be subject to legislation regarding emissions
into the environment, water discharges and storage and disposition of hazardous
wastes. In addition, legislation has been enacted which requires well and
facility sites to be abandoned and reclaimed to the satisfaction of state
authorities. However, such laws and regulations are frequently changed and we
are unable to predict the ultimate cost of compliance. Generally, environmental
requirements do not appear to affect us any differently or to any greater or
lesser extent than other companies in the industry.

ANY CHANGE TO GOVERNMENT REGULATION/ADMINISTRATIVE PRACTICES MAY HAVE A NEGATIVE
IMPACT ON OUR ABILITY TO OPERATE AND OUR PROFITABILITY.

The business of oil and natural gas exploration and development is subject to
substantial regulation under various countries laws relating to the exploration
for, and the development, upgrading, marketing, pricing, taxation, and
transportation of oil and natural gas and related products and other matters.
Amendments to current laws and regulations governing operations and activities
of oil and natural gas exploration and development operations could have a

                                       15
<PAGE>
material adverse impact on our business. In addition, there can be no assurance
that income tax laws, royalty regulations and government incentive programs
related to the properties subject to our farm-out agreements and the oil and
natural gas industry generally will not be changed in a manner which may
adversely affect our progress and cause delays, inability to explore and develop
or abandonment of these interests.

Permits, leases, licenses, and approvals are required from a variety of
regulatory authorities at various stages of exploration and development. There
can be no assurance that the various government permits, leases, licenses and
approvals sought will be granted in respect of our activities or, if granted,
will not be cancelled or will be renewed upon expiry. There is no assurance that
such permits, leases, licenses, and approvals will not contain terms and
provisions which may adversely affect our exploration and development
activities.

IF OUR ASSESSMENT OF OUR LEASED PROPERTY, OR ANY FUTURE LEASED PROPERTIES, IS
MATERIALLY INACCURATE, IT COULD HAVE SIGNIFICANT IMPACT ON FUTURE OPERATIONS AND
EARNINGS.

The successful acquisition of producing properties requires assessments of many
factors, which are inherently inexact and may be inaccurate, including the
following:

     *    the amount of recoverable reserves;
     *    future oil and natural gas prices;
     *    estimates of operating costs;
     *    estimates of future development costs;
     *    estimates of the costs and timing of plugging and abandonment; and
     *    potential environmental and other liabilities.

Our assessment will not reveal all existing or potential problems, nor will it
permit us to become familiar enough with the properties to assess fully their
capabilities and deficiencies.

IF OIL AND NATURAL GAS PRICES DECREASE, WE MAY BE REQUIRED TO TAKE WRITE-DOWNS
OF THE CARRYING VALUE OF OUR OIL AND NATURAL GAS PROPERTY, POTENTIALLY
NEGATIVELY IMPACTING THE TRADING VALUE OF OUR SECURITIES.

Accounting rules require that we review periodically the carrying value of our
oil and natural gas property for possible impairment. Based on specific market
factors and circumstances at the time of prospective impairment reviews, and the
continuing evaluation of development plans, production data, economics and other
factors, we may be required to write down the carrying value of our oil and
natural gas property. A write-down could constitute a non-cash charge to
earnings. It is likely the cumulative effect of a write-down could also
negatively impact the trading price of our securities.

WE MAY INCUR SUBSTANTIAL LOSSES AND BE SUBJECT TO SUBSTANTIAL LIABILITY CLAIMS
AS A RESULT OF OUR OIL AND NATURAL GAS OPERATIONS.

We do not currently have insurance for possible risks. Losses and liabilities
arising from uninsured events could materially and adversely affect our
business, financial condition or results of operations. The oil and natural gas
production activities will be subject to all of the operating risks associated
with the production of oil and natural gas, including the possibility of:

                                       16
<PAGE>
     *    environmental hazards, such as uncontrollable flows of oil, natural
          gas, brine, well fluids, toxic gas or other pollution into the
          environment, including groundwater and shoreline contamination;
     *    abnormally pressured formations;
     *    mechanical difficulties;
     *    fires and explosions;
     *    personal injuries and death; and
     *    natural disasters.

Any of these risks could adversely affect our ability to conduct operations or
result in substantial losses to our company. We may elect not to obtain
insurance if we believe that the cost of available insurance is excessive
relative to the risks presented. In addition, pollution and environmental risks
generally are not fully insurable. If a significant accident or other event
occurs and is not fully covered by insurance, then it could adversely affect us.

WE COULD NOT ACT AS THE "OPERATOR" ON OUR PROPERTY, AND SO WE ARE EXPOSED TO THE
RISKS OF OUR THIRD-PARTY OPERATORS.

We will be relying on the expertise of contracted third-party oil and gas
exploration and development operators and third-party consultants for their
judgment, experience and advice. We can give no assurance that these third party
operators or consultants will always act in our best interests, and we are
exposed as a third party to their operations and actions and advice in those
properties and activities in which we are contractually bound.

UNLESS WE REPLACE OUR OIL AND NATURAL GAS RESERVES, OUR RESERVES AND PRODUCTION
WILL DECLINE, WHICH WOULD ADVERSELY AFFECT OUR CASH FLOWS AND INCOME.

Unless we conduct successful development and exploitation activities or acquire
properties containing proved reserves, our proved reserves when we find them
will decline as those reserves are produced. We currently have no proved
reserves on our property. Producing oil and natural gas reservoirs generally are
characterized by declining production rates that vary depending upon reservoir
characteristics and other factors. Our future oil and natural gas reserves and
production, and, therefore our cash flow and income, are highly dependent on our
success in efficiently developing and exploiting our current reserves and
economically finding or acquiring additional recoverable reserves. If we are
unable to develop, exploit, find or acquire additional reserves to replace our
current and future production, our cash flow and income will decline as
production declines, until our existing property would be incapable of
sustaining commercial production.

IF ACCESS TO MARKETS IS RESTRICTED, IT COULD NEGATIVELY IMPACT OUR PRODUCTION,
OUR INCOME AND ULTIMATELY OUR ABILITY TO RETAIN OUR LEASE AND ANY FUTURE LEASES.

Market conditions or the unavailability of satisfactory oil and natural gas
gathering arrangements may hinder access to oil and natural gas markets or delay
production. The availability of a ready market for our oil and natural gas
production depends on a number of factors, including the demand for and supply
of oil and natural gas and the proximity of reserves to pipelines and terminal
facilities. The ability to market production depends in substantial part on the
availability and capacity of gathering systems, pipelines and processing
facilities owned and operated by third parties. Our failure to obtain such
services on acceptable terms could materially harm our business.

                                       17
<PAGE>
ITEM 2. PROPERTIES

We do not currently own any property. The Company utilizes space at the home of
our officer and director at 1445 Marpole Avenue #409, Vancouver, BC. The
telephone number is (604)733-5055. The office space is provided at no charge to
the Company. Management believes the current premises are sufficient for its
needs at this time.

We currently have no investment policies as they pertain to real estate, real
estate interests or real estate mortgages.

DESCRIPTION OF PERKINS LEASE

In June 2012 the company paid $17,500 for 25% working interest and an 18.75% net
revenue interest in the Perkins Lease in Caddo Pine Island Field that lies in
the northern part of Webster Parish, Louisiana. The lease shall be for a period
of TWO (2) years (called "primary term") and as long thereafter as (1) oil, gas,
sulphur or other mineral is produced or (2) is maintained in force in any other
manner provided within the lease. The lease is from October 20, 2011 until
October 20, 2013 and is effective May 31, 2012. The property is legally
described as: Begin at the point where the North line of the Porterville-Sikes
Ferry Road intersects the West line of the West Half of the Southeast Quarter of
the Northeast Quarter (W/2 of SE/4 of NE/4), Section 36, Township 23 North,
Range 11 West, thence run in an easterly direction along the North line of said
road 190 feet, thence run North 380 feet, thence run West 285 feet to the West
line of said W/2 of SE/4, thence run South 345 feet to the point of beginning,
Webster Parish, Louisiana.

ITEM 3. LEGAL PROCEEDINGS

We are not currently involved in any legal proceedings nor do we have any
knowledge of any threatened litigation.

ITEM 4. MINE SAFETY DISCLOSURES

None.

                                       18
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                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

MARKET INFORMATION

Our common stock is not traded on any exchange. We intend to apply to have our
common stock quoted on the OTC Bulletin Board; however, there is no guarantee
that we will obtain a listing.

There is currently no trading market for our common stock and there is no
assurance that a regular trading market will ever develop. OTC Bulletin Board
securities are not listed and traded on the floor of an organized national or
regional stock exchange. Instead, OTC Bulletin Board securities transactions are
conducted through a telephone and computer network connecting dealers. OTC
Bulletin Board issuers are traditionally smaller companies that do not meet the
financial and other listing requirements of a regional or national stock
exchange.

To have our common stock listed on any of the public trading markets, including
the OTC Bulletin Board, we will require a market maker to sponsor our
securities. We have not yet engaged any market maker to sponsor our securities,
and there is no guarantee that our securities will meet the requirements for
quotation or that our securities will be accepted for listing on the OTC
Bulletin Board. This could prevent us from developing a trading market for our
common stock.

HOLDERS

As of the date of this annual report there is one (1) holder of record of our
common stock.

DIVIDENDS

To date, we have not paid dividends on shares of our common stock and we do not
expect to declare or pay dividends on shares of our common stock in the
foreseeable future. The payment of any dividends will depend upon our future
earnings, if any, our financial condition, and other factors deemed relevant by
our Board of Directors.

EQUITY COMPENSATION PLANS

As of the date of this annual report we did not have any equity compensation
plans.

REGULATION M

Our officer and director, who will offer and sell the shares, is aware that he
is required to comply with the provisions of Regulation M, promulgated under the
Securities Exchange Act of 1934, as amended. With certain exceptions, Regulation
M precludes the officer and director, sales agent, any broker-dealer or other
person who participate in the distribution of shares in our offering from
bidding for or purchasing, or attempting to induce any person to bid for or
purchase any security which is the subject of the distribution until the entire
distribution is complete.

                                       19
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

This section of the annual report includes a number of forward-looking
statements that reflect our current views with respect to future events and
financial performance. Forward-looking statements are often identified by words
like: believe, expect, estimate, anticipate, intend, project and similar
expressions, or words which, by their nature, refer to future events. You should
not place undue certainty on these forward-looking statements, which apply only
as of the date of this annual report. These forward-looking states are subject
to certain risks and uncertainties that could cause actual results to differ
materially from historical results or out predictions.

RESULTS OF OPERATIONS

We are an exploration stage company and have generated $3,808 in revenues since
inception (May 25, 2012) and have incurred $43,365 in expenses, and $36,454 in
net loss through June 30, 2013. We received our initial funding of $20,000
through the sale of common stock to J Michael Page, our officer and director,
who purchased 4,000,000 shares of our common stock at $0.005 per share in June,
2012. On February 1, 2013 and additional 750,000 shares were issued to Mr. Page
for consideration of $7,500 or $.01 per share.

For the years ended June 30, 2013 and 2012, we had $3,808 and $NIL in revenues,
respectively and incurred $15,476 and $95 in general and administrative
expenses, $12,677 and $1,034 in amortization expense and $10,340 and $7,743 in
oil well operating and maintenance expense, respectively.
Revenue from the well has not been consistent due to a lighting strike and other
technical problems which have made production erratic to this point.

From June 1, 2012 through December 31, 2012 total production from the well was
189 barrels. The average sales price was $94 per barrel with an average cost of
$67 per barrel. From January 1, 2013 through June 30, 2013 total production from
the well was 16 barrels. The average sales price was $107 per barrel with an
average cost of $297 per barrel. In February 2013 the well was hit by vandalism
causing production delays and repair costs of $3,000.

The following table provides selected financial data about our company for the
years ended June 30, 2013 and 2012.

      Balance Sheet Data:                      6/30/13            6/30/12
      -------------------                      -------            -------

      Cash                                    $  4,905           $  2,406
      Total assets                            $  8,694           $ 18,873
      Total liabilities                       $ 17,647           $  7,743
      Shareholders' equity (deficit)          $ (8,953)          $ 11,130

Our cash balance at June 30, 2013 was $4,905. Our cash balance and revenues
generated from the well lease may not be sufficient to cover the expenses we
will incur during the next twelve months in a limited operations scenario or
until we raise the funding from our current offering. If we experience a
shortage of funds prior to funding we may utilize funds from our director, who
has informally agreed to advance funds to allow us to pay for offering costs,
filing fees, and professional fees, however he has no formal commitment,
arrangement or legal obligation to advance or loan funds to the company. The
Company's president, Mr. Page, has made a loan to the Company of $7,500. In
order to achieve our business plan goals, we will need the funding from our
current offering. We are an exploration stage company and have generated $3,808
in revenue to date. We have sold $27,501 in equity securities to pay for our
minimum level of operations.

                                       20
<PAGE>
Our auditor has 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 only generated limited revenues from our oil sales.

Our plan of operation for the twelve months following the date of this annual
report is to continue the production program on the current lease, which is
continuing to pump oil from the well, while also searching for other appropriate
leases. We will be primarily seeking other leases with existing production
however we will not limit ourselves to only those wells if another oil or gas
opportunity presents itself that Management believes would be in the best
interests of the shareholders. If we are able to sell our entire offering with
proceeds of $50,000 we plan to invest an additional $17,500 in a new lease. We
anticipate spending an additional $15,408 (approx. $642.00 per month for each
well) for monthly maintenance fees once the well is operational, $10,000 on
professional fees, including fees payable for complying with reporting
obligations, $5,000 in general administrative costs and $2,092 in working
capital. Total expenditures over the next 12 months are therefore expected to be
approximately $50,000. We will require the funds from our current offering to
proceed.

If we are unable to raise the entire $50,000 from our current offering we would
adjust our spending based on the amount of funds available. We may forgo the
purchase of another lease until we are able to accumulate enough from revenue to
allow us to purchase an additional lease. If we are only able to sell 40% of the
securities we are offering ($20,000), substantially all of the funds raised by
our offering will be spent on the monthly maintenance of the current well and
assuring that we meet our corporate and disclosure obligations so that we remain
in good standing with the State of Nevada and maintain our status as a reporting
issuer with the SEC.

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

There is no historical financial information about us upon which to base an
evaluation of our performance. We are an exploration stage corporation and have
generated limited revenues from operations. We cannot guarantee we will be
successful in our business operations. Our business is subject to risks inherent
in the establishment of a new business enterprise, including limited capital
resources, possible delays in the exploration of our properties, and possible
cost overruns due to price and cost increases in services.

To become profitable and competitive, we must continue to receive revenues from
our current lease and find other profitable properties in which we will invest.
We believe that our current cash balance and revenue will allow us to operate
for one year based on our current limited operations.

LIQUIDITY AND CAPITAL RESOURCES

To meet our need for cash we are attempting to raise money from our current
offering. We cannot guarantee that we will be able to sell all the shares
required. If we are successful any money raised will be applied to the items set
forth in the Use of Proceeds section of this report. Our director has agreed to
advance funds as needed until the offering is completed or failed. While he has
agreed to advance the funds, the agreement is verbal and is unenforceable as a
matter of law.

We received our initial funding of $20,001 through the sale of common stock to J
Michael Page, our officer and director, who purchased 4,000,000 shares of our
common stock at $0.005 per share in June, 2012. On February 1, 2013 and
additional 750,000 shares were issued to Mr. Page for consideration of $7,500 or
$.01 per share.

                                       21
<PAGE>
On July 9, 2012 the Company acquired the Perkins Lease in Webster Parish,
Louisiana for $17,500. The Company, as of June 30, 2013, had a working capital
deficit of $5,220.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any 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.

SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING BASIS

The statements were prepared following generally accepted accounting principles
of the United States of America consistently applied. The Company's fiscal year
end is June 30.

The accompanying financial statements have been prepared using the accrual basis
of accounting in accordance with accounting principles generally accepted in the
United States of America and are presented in U.S. dollars. The Company is
currently an exploration stage enterprise. An exploration stage enterprise is
one in which planned principal operations have not commenced or if its
operations have commenced, there has been no significant revenues there from.
All losses accumulated since the inception of the business have been considered
as part of its exploration stage activities.

USE OF ESTIMATES

Management uses estimates and assumptions in preparing these financial
statements in accordance with generally accepted accounting principles. Those
estimates and assumptions affect the reported amounts of assets and liabilities,
the disclosure of contingent assets and liabilities, and the reported revenues
and expenses.

CASH AND CASH EQUIVALENTS

Cash equivalents include short-term, highly liquid investments with maturities
of three months or less at the time of acquisition. The Company had $4,905 in
cash at June 30, 2013.

INVESTMENTS IN OIL AND GAS PROPERTY

The Company is an exploration stage oil and gas company and expects to receive
some revenue from its operations. In June 2012 the company paid $17,500 for 25%
working interest and an 18.75% net revenue interest in the Perkins Lease in
Caddo Pine Island Field that lies in the northern part of Webster Parish,
Louisiana. The lease shall be for a period of TWO (2) years (called "primary
term") and as long thereafter as (1) oil, gas, sulphur or other mineral is
produced or (2) is maintained in force in any other manner provided within the
lease. The lease is from October 20, 2011 until October 20, 2013 and is
effective May 31, 2012. Amortization of the lease will be calculated from May
31, 2012 through October 31, 2013. Amortization expenses for the year ending
June 30, 2012 were $1,034, and the year ending June 30, 2013 were $12,677.

                                       22
<PAGE>
The Company follows the successful efforts method of accounting for its oil and
gas activities. Under the successful efforts method, lease acquisition costs and
all development costs are capitalized. Exploratory drilling costs are
capitalized until the results are determined. If proved reserves are not
discovered, the exploratory drilling costs are expensed. Other exploratory
costs, such as seismic costs and other geological and geophysical expenses, are
expensed as incurred. Depletion of capitalized oil and gas well costs is
provided using the units of production method based on estimated proved
developed oil and gas reserves of the respective oil and gas properties.

To date, exploration costs have been expensed as incurred. To date the Company
has not established any proven or probable reserves on its property.

REVENUE RECOGNITION

The Company is still in the exploration stage and has realized only limited
revenues. The Company recognizes revenue when delivery of goods or completion of
services has occurred provided there is persuasive evidence of an agreement,
acceptance has been approved by its customers, the fee is fixed or determinable
based on the completion of stated terms and conditions, and collection of any
related receivable is reasonably assured.

INCOME TAXES

The Company accounts for its income taxes in accordance with FASB Accounting
Standards Codification ("ASC") No.740, "Income Taxes". Under this method,
deferred tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
balances. Deferred tax assets and liabilities are measured using enacted or
substantially enacted tax rates expected to apply to the taxable income in the
years in which those differences are expected to be recovered or settled.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized. The effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the date of enactment or substantive enactment.

FINANCIAL INSTRUMENTS

Fair value measurements are determined based on the assumptions that market
participants would use in pricing an asset or liability. ASC 820-10 establishes
a hierarchy for inputs used in measuring fair value that maximizes the use of
observable inputs and minimizes the use of unobservable inputs by requiring that
the most observable inputs be used when available. FASB ASC 820 establishes a
fair value hierarchy that prioritizes the use of inputs used in valuation
methodologies into the following three levels:

     *    Level 1: Quoted prices (unadjusted) for identical assets or
          liabilities in active markets. A quoted price in an active market
          provides the most reliable evidence of fair value and must be used to
          measure fair value whenever available.
     *    Level 2: Significant other observable inputs other than Level 1 prices
          such as quoted prices for similar assets or liabilities; quoted prices
          in markets that are not active; or other inputs that are observable or
          can be corroborated by observable market data.
     *    Level 3: Significant unobservable inputs that reflect a reporting
          entity's own assumptions about the assumptions that market
          participants would use in pricing an asset or liability. For example,
          level 3 inputs would relate to forecasts of future earnings and cash
          flows used in a discounted future cash flows method.

                                       23
<PAGE>
The recorded amounts of financial instruments, including cash equivalents and
accounts payable approximate their market values as of June 30, 2013.

NET LOSS PER SHARE

Basic loss per share includes no dilution and is computed by dividing loss
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive loss per share reflects the potential
dilution of securities that could share in the losses of the Company. Because
the Company does not have any potentially dilutive securities, the accompanying
presentation is only of basic loss per share.

SHARE BASED EXPENSES

The Company records stock based compensation in accordance with the guidance in
ASC Topic 718 which requires the Company to recognize expenses related to the
fair value of its employee stock option awards. This eliminates accounting for
share-based compensation transactions using the intrinsic value and requires
instead that such transactions be accounted for using a fair-value-based method.
The Company recognizes the cost of all share-based awards on a graded vesting
basis over the vesting period of the award.

OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

GOING CONCERN

Our auditor has 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 or generate
sufficient revenues from our oil and gas properties. There is no assurance we
will ever reach that point.

                                       24
<PAGE>
ITEM 8. FINANCIAL STATEMENTS

                          PLS CPA, A PROFESSIONAL CORP.
           * 4725 MERCURY STREET #210 * SAN DIEGO * CALIFORNIA 92111 *
       * TELEPHONE (858)722-5953 * FAX (858) 761-0341 * FAX (858) 433-2979
                         * E-MAIL changgpark@gmail.com *


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders
Perkins Oil & Gas Inc.

We have  audited the  accompanying  balance  sheet of Perkins Oil & Gas Inc. (An
Exploration  Stage  "Company")  as of June 30,  2013  and  2012 and the  related
statements of operations, changes in shareholders' equity and cash flows for the
year ended June 30, 2013,  the period from May 25, 2012  (inception) to June 30,
2012 and the  period  from May 25,  2012  (inception)  to June 30,  2013.  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 audits.

We conducted  our audit in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement.  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  statements  presentation.  We  believe  that  our  audit  provides  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 Perkins Oil & Gas Inc. as of
June 30, 2013 and 2012,  and the result of its operations and its cash flows for
the year ended June 30, 2013,  the period from May 25, 2012  (inception) to June
30,  2013  and  2012 in  conformity  with  U.S.  generally  accepted  accounting
principles.

The  financial  statements  have been  prepared  assuming  that the Company will
continue as a going concern. As discussed in Note 6 to the financial statements,
the Company's losses from operations raise  substantial  doubt about its ability
to continue as a going  concern.  The  financial  statements  do not include any
adjustments that might result from the outcome of this uncertainty.


/s/ PLS CPA
-----------------------------
PLS CPA, A Professional Corp.

September 30, 2013
San Diego, CA. 92111



          Registered with the Public Company Accounting Oversight Board

                                       25
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                                 Balance Sheets
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                            As of              As of
                                                                       June 30, 2013      June 30, 2012
                                                                       -------------      -------------
<S>                                                                   <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                                    $  4,905           $  2,406
                                                                          --------           --------
      TOTAL CURRENT ASSETS                                                   4,905              2,406

OTHER ASSETS
  Oil and Gas Property (Successful Efforts Method)                          17,500             17,500
  Less: Accumulated Amortization                                           (13,711)            (1,033)
                                                                          --------           --------
      TOTAL OTHER ASSETS                                                     3,789             16,467
                                                                          --------           --------

      TOTAL ASSETS                                                        $  8,694           $ 18,873
                                                                          ========           ========

                  LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                        $ 10,125           $  7,743
                                                                          --------           --------
      TOTAL CURRENT LIABILITIES                                             10,125              7,743

LONG TERM LIABILITIES
  Accrued interest payable                                                      22                 --
  Promissory note payable                                                    7,500                 --
                                                                          --------           --------
      TOTAL LONG TERM LIABILITIES                                            7,522                 --

      TOTAL LIABILITIES                                                     17,647              7,743

STOCKHOLDERS' EQUITY (DEFICIT)
  Common stock, ($0.001 par value, 75,000,000 shares authorized;
   4,750,000 and 4,000,000 shares issued and outstanding
   as of June 30, 2013 and June 30, 2012                                     4,750              4,000
  Additional paid-in capital                                                22,751             16,001
  Deficit accumulated during exploration stage                             (36,454)            (8,871)
                                                                          --------           --------
      TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                                  (8,953)            11,130
                                                                          --------           --------

      STOCKHOLDERS' EQUITY (DEFICIT)                                      $  8,694           $ 18,873
                                                                          ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       26
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                             Statement of Operations

<TABLE>
<CAPTION>
                                                                           May 25, 2012         May 25, 2012
                                                                           (inception)          (inception)
                                                      Year ended             through              through
                                                     June 30, 2013        June 30, 2012        June 30, 2013
                                                     -------------        -------------        -------------
<S>                                                  <C>                  <C>                  <C>
REVENUES
  Revenues                                             $    3,808           $       --           $    3,808
                                                       ----------           ----------           ----------
TOTAL REVENUES                                              3,808                   --                3,808

GENERAL & ADMINISTRATIVE EXPENSES
  Administrative Expenses                                  15,476                   95               15,571
  Amortization                                             12,677                1,034               13,711
  Oil Well Operating and Maintenance Expenses              10,340                7,743               18,083
                                                       ----------           ----------           ----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES                    38,493                8,872               47,365
                                                       ----------           ----------           ----------

LOSS FROM OPERATION                                       (34,685)              (8,872)             (43,557)
                                                       ----------           ----------           ----------
OTHER INCOME (EXPENSE)
  Interest Expense                                            (22)                 (22)
  Forgiveness for Debt                                      7,125                7,125
                                                       ----------           ----------           ----------
TOTAL OTHER INCOME (EXPENSE)                                7,103                   --                7,103
                                                       ----------           ----------           ----------

NET INCOME (LOSS)                                      $  (27,582)          $   (8,872)          $  (36,454)
                                                       ==========           ==========           ==========
BASIC EARNINGS PER SHARE                               $    (0.01)          $    (0.00)
                                                       ==========           ==========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                              4,308,219            3,666,667
                                                       ==========           ==========
</TABLE>


                        See Notes to Financial Statements

                                       27
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                  Statement of changes in Shareholders' Equity
                 From May 25, 2012 (inception) to June 30, 2013
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                         Deficit
                                                 Common Stock           Additional       During
                                             ----------------------       Paid-in      Exploration
                                             Shares          Amount       Capital         Stage         Total
                                             ------          ------       -------         -----         -----
<S>                                          <C>             <C>          <C>             <C>           <C>
Balance, May 25, 2012 (Inception)                  --      $    --       $     --       $     --       $     --

Commn stock issued, May 28, 2012
 at $.005 per share                         4,000,000        4,000         16,001             --         20,001

Loss for the period beginning
 May 25, 2012 (inception) to
 June 30, 2012                                     --           --             --         (8,872)        (8,872)
                                           ----------      -------       --------       --------       --------

BALANCE, JUNE 30, 2012                      4,000,000        4,000         16,001         (8,872)        11,129
                                           ==========      =======       ========       ========       ========
Commn stock issued, February 1, 2013
 at $.01 per share                            750,000          750          6,750             --          7,500

Loss for the period ended June 30, 2013                                                  (27,582)       (27,582)
                                           ----------      -------       --------       --------       --------

BALANCE, JUNE 30, 2013                      4,750,000      $ 4,750       $ 22,751       $(36,454)      $ (8,953)
                                           ==========      =======       ========       ========       ========
</TABLE>


                       See Notes to Financial Statements

                                       28
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                             Statement of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                      May 25, 2012       May 25, 2012
                                                                                      (inception)        (inception)
                                                                  Year ended            through            through
                                                                 June 30, 2013       June 30, 2012      June 30, 2013
                                                                 -------------       -------------      -------------
<S>                                                              <C>                 <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                $(27,582)           $ (8,872)          $ 36,454)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:
     Amortization                                                    12,677               1,034             13,711
  Changes in operating assets and liabilities:
     Increase(Decrease) in Accounts payable                           2,404               7,743             10,147
                                                                   --------            --------           --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES       (12,501)                (95)            12,596)

CASH FLOWS FROM INVESTING ACTIVITIES
  Acquisition of Oil and Gas Property                                    --             (17,500)            17,500)
                                                                   --------            --------           --------
          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES            --             (17,500)            17,500)

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from issuance of common stock                              7,500              20,001             27,501
  Proceeds form issuance of notes payable                             7,500                  --              7,500
                                                                   --------            --------           --------
          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES        15,000              20,001             35,001
                                                                   --------            --------           --------

NET INCREASE (DECREASE) IN CASH                                       2,499               2,406              4,905

CASH AT BEGINNING OF PERIOD                                           2,406                  --                 --
                                                                   --------            --------           --------

CASH AT END OF PERIOD                                              $  4,905            $  2,406           $  4,905
                                                                   ========            ========           ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                         $     --            $     --           $     --
                                                                   ========            ========           ========

  Income Taxes                                                     $     --            $     --           $     --
                                                                   ========            ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       29
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  June 30, 2013
--------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Perkins Oil & Gas, Inc. (the  "Company") was  incorporated on May 25, 2012 under
the laws of the State of  Nevada.  The  Company is in the  exploration  stage as
defined under Accounting  Standards  Codification  ("ASC 915") and it intends to
engage  in the  exploration  and  development  of oil  and gas  properties.  The
Company's activities to date have been limited to organization and capital.

The  Company  is  primarily  engaged  in a  lease  assignment  with  Lanza  Land
Management  LLC and has been  assigned a 25% working  interest and an 18.75% net
revenue interest in the lease.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ACCOUNTING BASIS

The statements were prepared following generally accepted accounting  principles
of the United States of America consistently  applied. The Company's fiscal year
end is June 30, 2013.

The accompanying financial statements have been prepared using the accrual basis
of accounting in accordance with accounting principles generally accepted in the
United  States of America  and are  presented  in U.S.  dollars.  The Company is
currently an exploration  stage  enterprise.  An exploration stage enterprise is
one  in  which  planned  principal  operations  have  not  commenced  or if  its
operations  have commenced,  there has been no significant  revenues there from.
All losses  accumulated since the inception of the business have been considered
as part of its exploration stage activities.

USE OF ESTIMATES

Management   uses  estimates  and   assumptions  in  preparing  these  financial
statements in accordance with generally accepted  accounting  principles.  Those
estimates and assumptions affect the reported amounts of assets and liabilities,
the disclosure of contingent  assets and liabilities,  and the reported revenues
and expenses.

CASH AND CASH EQUIVALENTS

Cash equivalents include  short-term,  highly liquid investments with maturities
of three  months or less at the time of  acquisition.  The Company had $4,905 of
cash at June 30, 2013.

INVESTMENTS IN OIL AND GAS PROPERTY

The Company is an  exploration  stage oil and gas company and expects to receive
some revenue from its operations.  In June 2012 the company paid $17,500 for 25%
working  interest  and an 18.75% net revenue  interest  in the Perkins  Lease in
Caddo Pine  Island  Field  that lies in the  northern  part of  Webster  Parish,
Louisiana.  The lease  shall be for a period of TWO (2) years  (called  "primary
term") and as long  thereafter  as (1) oil,  gas,  sulphur  or other  mineral is
produced or (2) is maintained in force in any other manner  provided  within the

                                       30
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  June 30, 2013
--------------------------------------------------------------------------------

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

lease.  The  lease is from  October  20,  2011  until  October  20,  2013 and is
effective May 31, 2012.  Amortization  of the lease will be calculated  from May
31, 2012  through  October 31, 2013.  Amortization  expenses for the year ending
June 30, 2012 were $1,034, and period ending June 30, 2013 were $12,677.

The Company follows the successful  efforts method of accounting for its oil and
gas activities. Under the successful efforts method, lease acquisition costs and
all  development   costs  are  capitalized.   Exploratory   drilling  costs  are
capitalized  until  the  results  are  determined.  If proved  reserves  are not
discovered,  the  exploratory  drilling  costs are expensed.  Other  exploratory
costs, such as seismic costs and other geological and geophysical expenses,  are
expensed  as  incurred.  Depletion  of  capitalized  oil and gas  well  costs is
provided  using  the  units  of  production  method  based on  estimated  proved
developed  oil and gas reserves of the  respective  oil and gas  properties.  To
date, mineral property exploration costs have been expensed as incurred. To date
the Company has not established  any proven or probable  reserves on its mineral
properties.

REVENUE RECOGNITION

The  Company has yet to realize  revenues  from  operations  and is still in the
exploration  stage. The Company will recognize revenue when delivery of goods or
completion of services has occurred provided there is persuasive  evidence of an
agreement,  acceptance has been approved by its  customers,  the fee is fixed or
determinable  based on the  completion  of  stated  terms  and  conditions,  and
collection of any related receivable is reasonably assured.

INCOME TAXES

The Company  accounts for its income taxes in  accordance  with FASB  Accounting
Standards  Codification  ("ASC")  No.740,  "Income  Taxes".  Under this  method,
deferred  tax  assets  and   liabilities  are  recognized  for  the  future  tax
consequences   attributable  to  differences  between  the  financial  statement
carrying  amounts of existing assets and  liabilities  and their  respective tax
balances.  Deferred tax assets and  liabilities  are measured  using  enacted or
substantially  enacted tax rates  expected to apply to the taxable income in the
years in which  those  differences  are  expected  to be  recovered  or settled.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion or all of the deferred
tax  assets  will not be  realized.  The  effect  on  deferred  tax  assets  and
liabilities  of a change in tax rates is recognized in income in the period that
includes the date of enactment or substantive enactment.

FINANCIAL INSTRUMENTS

Fair value  measurements  are determined  based on the  assumptions  that market
participants would use in pricing an asset or liability.  ASC 820-10 establishes
a hierarchy  for inputs used in measuring  fair value that  maximizes the use of
observable inputs and minimizes the use of unobservable inputs by requiring that
the most observable  inputs be used when  available.  FASB ASC 820 establishes a
fair  value  hierarchy  that  prioritizes  the use of inputs  used in  valuation
methodologies into the following three levels:

                                       31
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  June 30, 2013
--------------------------------------------------------------------------------

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

     *    Level  1:  Quoted  prices   (unadjusted)   for  identical   assets  or
          liabilities  in active  markets.  A quoted  price in an active  market
          provides the most reliable  evidence of fair value and must be used to
          measure fair value whenever available.
     *    Level 2: Significant other observable inputs other than Level 1 prices
          such as quoted prices for similar assets or liabilities; quoted prices
          in markets that are not active; or other inputs that are observable or
          can be corroborated by observable market data.
     *    Level 3:  Significant  unobservable  inputs  that  reflect a reporting
          entity's   own   assumptions   about  the   assumptions   that  market
          participants would use in pricing an asset or liability.  For example,
          level 3 inputs would  relate to forecasts of future  earnings and cash
          flows used in a discounted future cash flows method.

The  recorded  amounts of financial  instruments,  including  cash  equivalents,
accounts  payable and notes payable  approximate  their market values as of June
30, 2013.

NET LOSS PER SHARE

Basic loss per share  includes  no dilution  and is  computed  by dividing  loss
available to common stockholders by the weighted average number of common shares
outstanding  for the period.  Dilutive  loss per share  reflects  the  potential
dilution of  securities  that could share in the losses of the Company.  Because
the Company does not have any potentially dilutive securities,  the accompanying
presentation is only of basic loss per share.

SHARE BASED EXPENSES

The Company records stock based  compensation in accordance with the guidance in
ASC Topic 718 which  requires the Company to recognize  expenses  related to the
fair value of its employee stock option awards.  This eliminates  accounting for
share-based  compensation  transactions  using the intrinsic  value and requires
instead that such transactions be accounted for using a fair-value-based method.
The Company  recognizes the cost of all  share-based  awards on a graded vesting
basis over the vesting period of the award.

NOTE 3 - PROVISION FOR INCOME TAXES

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income   during  the  period   that   deductible   temporary   differences   and
carry-forwards  are expected to be available to reduce  taxable  income.  As the
achievement of required future taxable income is uncertain, the Company recorded
a valuation allowance.
                                              June 30, 2013        June 30, 2012
                                              -------------        -------------

Net operating loss carryforward                 $ 12,394             $  3,016
Valuation allowance                              (12,394)              (3,016)
                                                --------             --------
Net deferred income tax  asset                  $     --             $     --
                                                ========             ========

                                       32
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  June 30, 2013
--------------------------------------------------------------------------------

NOTE 4 - COMMITMENTS AND CONTINGENCIES

LITIGATION

The Company is not presently involved in any litigation.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Company has implemented all new accounting pronouncements that are in effect
and that may impact its financial statements and does not believe that there are
any other new accounting  pronouncements that have been issued that might have a
material impact on its financial position or results of operations.

NOTE 6 - GOING CONCERN

Future  issuances of the Company's equity or debt securities will be required in
order for the Company to continue to finance its  operations  and  continue as a
going concern. The Company's present revenues are insufficient to meet operating
expenses.

The financial  statements  of the Company have been  prepared  assuming that the
Company  will  continue  as a going  concern,  which  contemplates,  among other
things,  the  realization of assets and the  satisfaction  of liabilities in the
normal  course of business.  The Company has incurred  cumulative  net losses of
$36,454  since  its  inception  and  requires   capital  for  its   contemplated
operational and exploration  activities to take place. The Company's  ability to
raise  additional  capital  through  the  future  issuances  of common  stock is
unknown. The obtainment of additional financing,  the successful  development of
the Company's contemplated plan of operations,  and its transition,  ultimately,
to the  attainment  of  profitable  operations  are necessary for the Company to
continue  operations.  The ability to  successfully  resolve these factors raise
substantial  doubt about the Company's  ability to continue as a going  concern.
The financial  statements of the Company do not include any adjustments that may
result from the outcome of these aforementioned uncertainties.

NOTE 7 - RELATED PARTY TRANSACTIONS

J.  Michael  Page,  the sole  officer and  director of the  Company,  may in the
future,  become  involved  in  other  business   opportunities  as  they  become
available,  thus he may face a conflict in selecting between the Company and his
other  business  opportunities.  The Company has not formulated a policy for the
resolution of such conflicts.

J. Michael Page, the sole officer and director of the Company,  will not be paid
for any  underwriting  services  that he performs on behalf of the Company  with
respect to the Company's S-1 offering.  He will also not receive any interest on
any funds that he advances to the Company  for  offering  expenses  prior to the
offering being closed which will be repaid from the proceeds of the offering.

                                       33
<PAGE>
                             Perkins Oil & Gas Inc.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  June 30, 2013
--------------------------------------------------------------------------------

NOTE 8 - NOTES PAYABLE - RELATED PARTY

Since  inception the Company  received cash totaling $7,500 from J. Michael Page
in the form of notes totaling  $7,500.  As of June 30, 2013 the amount due to J.
Michael Page was $7,500

On April 30,  2013,  the  Company  received  a $4,500  loan.  This loan is at 2%
interest with principle and interest all due on May 1, 2015.

On June 7, 2013, the Company received a $3,000 loan. This loan is at 4% interest
with principle and interest all due on June 7, 2015.

As of June 30, 2013, accrued interest is $22.

NOTE 9 - STOCK TRANSACTIONS

On May 28, 2012, the Company issued a total of 4,000,000  shares of common stock
to one  director  for cash in the  amount  of  $0.005  per  share for a total of
$20,001

On February  1, 2013,  the  Company  issued a total of 750,000  shares of common
stock to one  director  for cash in the amount of $0.01 per share for a total of
$7,500

As of June 30, 2013 the Company had 4,750,000  shares of common stock issued and
outstanding.

NOTE 10 - STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of June 30, 2013:

Common stock, $ 0.001 par value: 75,000,000 shares authorized;  4,750,000 shares
issued and outstanding.

NOTE 11 - SUBSEQUENT EVENT

On  September  6, 2013 the  Company  received a cash loan  totaling  $9,000 from
Michael  Page in the form of a  promissory  note of  $9,000.  This loan is at 4%
interest and is due on September 6, 2015.

                                       34
<PAGE>
ITEM 9A. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer (our
president), we have conducted an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures, as defined in Rules
13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the
end of the period covered by this report. Based on this evaluation, our
principal executive officer and principal financial officer concluded as of the
evaluation date that our disclosure controls and procedures were effective such
that the material information required to be included in our Securities and
Exchange Commission reports is accumulated and communicated to our management,
including our principal executive and financial officer, recorded, processed,
summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms relating to our company, particularly during
the period when this report was being prepared.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting, as such term is defined in Rules 13a-15(f) and
15d-15(f) under the Exchange Act, for the Company.

Internal control over financial reporting 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 our assets;
(2) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted
accounting principles, and that our receipts and expenditures are being made
only in accordance with authorizations of its management and directors; and (3)
provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of our assets that could have a
material effect on the financial statements.

Management recognizes that there are inherent limitations in the effectiveness
of any system of internal control, and accordingly, even effective internal
control can provide only reasonable assurance with respect to financial
statement preparation and may not prevent or detect material misstatements. In
addition, effective internal control at a point in time may become ineffective
in future periods because of changes in conditions or due to deterioration in
the degree of compliance with our established policies and procedures.

A material weakness is a significant deficiency, or combination of significant
deficiencies, that results in there being a more than remote likelihood that a
material misstatement of the annual or interim financial statements will not be
prevented or detected.

Under the supervision and with the participation of our president, management
conducted an evaluation of the effectiveness of our internal control over
financial reporting, as of June 30, 2013, based on the framework set forth in
Internal Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). Based on our evaluation under
this framework, management concluded that our internal control over financial
reporting was not effective as of the evaluation date due to the factors stated
below.

                                       35
<PAGE>
Management assessed the effectiveness of the Company's internal control over
financial reporting as of evaluation date and identified the following material
weaknesses:

INSUFFICIENT RESOURCES: We have an inadequate number of personnel with requisite
expertise in the key functional areas of finance and accounting.

INADEQUATE  SEGREGATION OF DUTIES:  We have an inadequate number of personnel to
properly implement control procedures.

LACK OF AUDIT COMMITTEE & OUTSIDE DIRECTORS ON THE COMPANY'S BOARD OF DIRECTORS:
We do not have a functioning audit committee or outside directors on our board
of directors, resulting in ineffective oversight in the establishment and
monitoring of required internal controls and procedures.

Management is committed to improving its internal controls and will (1) continue
to use third party specialists to address shortfalls in staffing and to assist
the Company with accounting and finance responsibilities, (2) increase the
frequency of independent reconciliations of significant accounts which will
mitigate the lack of segregation of duties until there are sufficient personnel
and (3) may consider appointing outside directors and audit committee members in
the future.

Management, including our president, has discussed the material weakness noted
above with our independent registered public accounting firm. Due to the nature
of this material weakness, there is a more than remote likelihood that
misstatements which could be material to the annual or interim financial
statements could occur that would not be prevented or detected.

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 the our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to provide
only management's report in this annual report.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting that
occurred during the last fiscal quarter for our fiscal year ended June 30, 2013
that have materially affected, or are reasonably likely to materially affect,
our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION

None.

                                       36
<PAGE>
                                    PART III

ITEM 10. DIRECTOR AND EXECUTIVE OFFICER

The officer and director of Perkins Oil & Gas, whose one year terms will expire
6/30/14, or at such a time as his successor(s) shall be elected and qualified is
as follows:

Name & Address             Age    Position     Date First Elected   Term Expires
--------------             ---    --------     ------------------   ------------

J Michael Page             68    President,        5/25/12             6/30/14
1445 Marpole Avenue #409         Secretary,
Vancouver, BC  V6H 1S5           Treasurer,
                                 CFO, CEO &
                                 Director

The foregoing person is a promoter of Perkins Oil & Gas, as that term is defined
in the rules and regulations promulgated under the Securities and Exchange Act
of 1933. Directors are elected to serve until the next annual meeting of
stockholders and until their successors have been elected and qualified.
Officers are appointed to serve until the meeting of the board of directors
following the next annual meeting of stockholders and until their successors
have been elected and qualified.

Mr. Page currently devotes 2-4 hours per week to company matters, in the future
he intends to devote as much time as the board of directors deems necessary to
manage the affairs of the company.

No executive officer or director of the corporation has been the subject of any
order, judgment, or decree of any court of competent jurisdiction, or any
regulatory agency permanently or temporarily enjoining, barring, suspending or
otherwise limiting him from acting as an investment advisor, underwriter, broker
or dealer in the securities industry, or as an affiliated person, director or
employee of an investment company, bank, savings and loan association, or
insurance company or from engaging in or continuing any conduct or practice in
connection with any such activity or in connection with the purchase or sale of
any securities.

No executive officer or director of the corporation has been convicted in any
criminal proceeding (excluding traffic violations) or is the subject of a
criminal proceeding which is currently pending.

BACKGROUND INFORMATION

J MICHAEL PAGE has been the President, CEO, Treasurer, CFO, Secretary, and
Director of the Company since inception. He attended the St. George School of
the University of British Columbia in Vancouver where between 1965 and 1969 he
studied Physiology and Economics. Mr. Page has been retired for the last five
years. Prior to that Mr. Page was employed primarily in management positions for
various technology companies specializing in wireless electronic systems and
smart card readers.

CODE OF ETHICS

We do not currently have a code of ethics, because we have only limited business
operations and only one officer and director, we believe a code of ethics would
have limited utility. We intend to adopt such a code of ethics as our business
operations expand and we have more directors, officers and employees.

                                       37
<PAGE>
ITEM 11. EXECUTIVE COMPENSATION

Our current officer receives no compensation.  The current Board of Directors is
comprised of Mr. Page.

<TABLE>
<CAPTION>
                           SUMMARY COMPENSATION TABLE

                                                                                   Change in
                                                                                    Pension
                                                                                   Value and
                                                                     Non-Equity   Nonqualified
                                                                     Incentive     Deferred       All
 Name and                                                              Plan         Compen-      Other
 Principal                                     Stock       Option     Compen-       sation       Compen-
 Position         Year   Salary     Bonus      Awards      Awards     sation       Earnings      sation     Totals
------------      ----   ------     -----      ------      ------     ------       --------      ------     ------
<S>               <C>       <C>       <C>          <C>        <C>        <C>           <C>         <C>        <C>
J Michael Page,   2013     0          0          0           0          0             0             0         0
President,        2012     0          0          0           0          0             0             0         0
CFO & CEO

                  OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

                                      Option Awards                                             Stock Awards
          -----------------------------------------------------------------   ----------------------------------------------
                                                                                                                    Equity
                                                                                                                   Incentive
                                                                                                       Equity        Plan
                                                                                                      Incentive     Awards:
                                                                                                        Plan       Market or
                                                                                                       Awards:      Payout
                                          Equity                                                      Number of    Value of
                                         Incentive                            Number                  Unearned     Unearned
                                        Plan Awards;                            of         Market      Shares,      Shares,
           Number of      Number of      Number of                            Shares      Value of    Units or     Units or
          Securities     Securities     Securities                           or Units    Shares or     Other         Other
          Underlying     Underlying     Underlying                           of Stock     Units of     Rights       Rights
          Unexercised    Unexercised    Unexercised   Option      Option       That      Stock That     That         That
          Options (#)    Options (#)     Unearned     Exercise  Expiration   Have Not     Have Not    Have Not     Have Not
Name      Exercisable   Unexercisable   Options (#)    Price       Date      Vested(#)     Vested      Vested       Vested
----      -----------   -------------   -----------    -----       ----      ---------     ------      ------       ------

J Michael     0              0              0           0           0           0            0           0            0
Page, CEO
& CFO

                              DIRECTOR COMPENSATION

                                                                     Change in
                                                                      Pension
                                                                     Value and
                   Fees                            Non-Equity       Nonqualified
                  Earned                            Incentive        Deferred
                 Paid in      Stock     Option        Plan         Compensation     All Other
    Name           Cash      Awards     Awards     Compensation      Earnings      Compensation     Total
    ----           ----      ------     ------     ------------      --------      ------------     -----

J Michael Page,     0         0          0             0                0              0             0
Director
</TABLE>

                                       38
<PAGE>
There are no current employment agreements between the company and its executive
officer.

In June 2012 Mr. Page purchased 4,000,000 shares of our common stock at $0.005
per share. In February 2013 Mr. Page purchased 750,000 shares of our common
stock at $0.01 per share. The terms of these stock issuances were as fair to the
company, in the opinion of the board of directors, as could have been made with
an unaffiliated third party.

Mr. Page currently devotes approximately 2-4 hours per week to manage the
affairs of the company. He has agreed to work with no remuneration until such
time as the company receives sufficient revenues necessary to provide management
salaries. At this time, we cannot accurately estimate when sufficient revenues
will occur to implement this compensation, or what the amount of the
compensation will be.

There are no annuity, pension or retirement benefits proposed to be paid to
officers, directors or employees in the event of retirement at normal retirement
date pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information on the ownership of Perkins Oil and
Gas' voting securities by officers, directors and major stockholders as well as
those who own beneficially more than five percent of our common stock as of the
date of this annual report:

     Name of                        No. of            Percentage
Beneficial Owner(1)                 Shares           of Ownership:
-------------------                 ------           -------------

J Michael Page                    4,750,000              100%

All Officers and
Directors as a Group              4,750,000              100%

----------
(1)  The  person  named may be deemed to be a  "parent"  and  "promoter"  of the
     Company, within the meaning of such terms under the Securities Act of 1933,
     as amended.

FUTURE SALES BY EXISTING STOCKHOLDERS

A total of 4,700,000 shares have been issued to the existing stockholder, all of
which are held by our sole officer/director and are restricted securities, as
that term is defined in Rule 144 of the Rules and Regulations of the SEC
promulgated under the Act. Under Rule 144, such shares can be publicly sold,
subject to volume restrictions and certain restrictions on the manner of sale,
commencing six months after their acquisition.

Rule 144(i)(1) states that the Rule 144 safe harbor is not available for the
resale of securities "initially issued" by a shell company (other than a
business combination related shell company) or an issuer that has "at any time
previously" been a shell company (other than a business combination related
shell company). Consequently, the Rule 144 safe harbor is not available for the
resale of such securities unless and until all of the conditions in Rule
144(i)(2) are satisfied at the time of the proposed sale.

Any  sale  of  shares  held  by  the  existing   stockholder  (after  applicable
restrictions expire) and/or the sale of shares purchased in our current offering
(which would be immediately resalable after the offering), may have a depressive
effect on the price of our common stock in any market that may develop, of which

                                       39
<PAGE>
there can be no assurance.  Our principal shareholder does not have any plans to
sell his shares at any time after our offering is complete.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In June 2012 Mr. Page purchased  4,000,000  shares of our common stock at $0.005
per share.  In February  2013 Mr. Page  purchased  750,000  shares of our common
stock at $0.01 per share.  All of such shares are  "restricted"  securities,  as
that term is defined by the Securities Act of 1933, as amended,  and are held by
the officer and director of the Company. (See "Principal Stockholders".)

Mr. Page will not be paid for any underwriting services that he performs on our
behalf with respect to our current offering. He will also not receive any
interest on any funds that he may advance to us for expenses incurred prior to
the offering being closed.

We do not currently have any conflicts of interest by or among our current
officer, director, key employee or advisors. We have not yet formulated a policy
for handling conflicts of interest; however, we intend to do so prior to hiring
any additional employees.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The total fees charged to the Company for audit services, including quarterly
reviews, were $8,900 for audit-related services were $Nil, for tax services were
$Nil and for other services were $Nil during the year ended June 30, 2013.

The total fees charged to the Company for audit services, including quarterly
reviews, were $Nil for audit-related services were $Nil, for tax services were
$Nil and for other services were $Nil during the year ended June 30, 2012.

                                       40
<PAGE>
                                     PART IV

ITEM 15. EXHIBITS

The following exhibits are included with this filing:

     Exhibit
     Number                      Description
     ------                      -----------

     3(i)      Articles of Incorporation*
     3(ii)     Bylaws*
     31.1      Sec. 302 Certification of CEO
     31.2      Sec. 302 Certification of CFO
     32.1      Sec. 906 Certification of CEO
     32.2      Sec. 906 Certification of CFO
    101        Interactive data files pursuant to Rule 405 of Regulation S-T**

----------
*  Included in our S-1 filing under Commission File Number 333-186286.
** To be filed by amendment.

                                   SIGNATURES

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

October 15, 2013                     Perkins Oil & Gas, Inc., Registrant


                                     By: /s/ J. Michael Page
                                         ------------------------------
                                         J. Michael Page,
                                         President, Chief Executive Officer,
                                         Principal Accounting Officer, and
                                         Chief Financial Officer

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

October 15, 2013                     Perkins Oil & Gas, Inc., Registrant


                                     By: /s/ J. Michael Page
                                         ------------------------------
                                         J. Michael Page,
                                         President, Chief Executive Officer,
                                         Principal Accounting Officer, and
                                         Chief Financial Officer

                                       41