##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-KSB
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 for the fiscal year ended
March 31, 2007.
 o
    

    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 for the transition period
from  to

.
 Commission File No. 000-28335
 Platina Energy Group, Inc. Platina Energy Group, Inc.
  Delaware
    
    84-1080043(State or other jurisdiction of incorporation
or organization)
    
    (I.R.S. Employer Identification No.)1807 CAPITOL AVE. SUITE 101 - I, CHEYENNE, WY 82001
    
    82001(Address of principal executive offices)
    
    (Zip Code)
 (307) 637-3900
  Title of each class
    

    Name of each exchange on which registeredNone

    
    None
 Check 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.
 þ o
 o
  o þ
  State the aggregate market value of the voting stock held by
non-affiliates computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a specified date within
the past 60 days: $13,363.52 as of July 6, 2007 at closing price of $0.37 per share.   o o
 
   Table of Contents  DOCUMENTS INCORPORATED BY REFERENCE
 Item 5.02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers    Item 1.01.  Entry into a Material Definitive Agreement;Item 3.02 Unregistered Sales of Equity Securities    Item 1.01.  Entry into a Material Definitive Agreement; Item 8.01. Other Events; Item 9.01  Financial Statements
		and Exhibits    Item 1.01.  Entry into a Material Definitive Agreement; Item 9.01  Financial Statements
		and Exhibits    o þ
  2   TABLE OF CONTENTS  PART IITEM 1. DESCRIPTION OF BUSINESSITEM 2. DESCRIPTION OF PROPERTYITEM 3. LEGAL PROCEEDINGSITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERSPART IIITEM 5. MARKET FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERSITEM 6. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONITEM 7. FINANCIAL STATEMENTSITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURESITEM 8A. CONTROLS AND PROCEDURESITEM 8B. OTHER INFORMATIONPART IIIITEM 9. DIRECTOR, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACTITEM 10. EXECUTIVE COMPENSATIONITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERSITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCEITEM 13. EXHIBITSITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICESSIGNATURESEXHIBIT 21EXHIBIT 31.1EXHIBIT 32.1    Table of Contents  
 PART I
 This Annual Report on Form 10-KSB (the "Annual Report") contains
"forward-looking statements" that represent management's beliefs, projections and
	predictions about future events. All statements other than statements of
	historical fact are "forward-looking statements", including any
	projections of earnings, revenue or other financial items, any statements
	relating to plans, strategies and objectives of management for future
	operations including statements concerning proposed new projects or other
	developments, statements regarding future economic conditions or
	performance, statements of management's beliefs, goals, strategies,
	intentions and objectives, as well as statements of assumptions underlying
	any of the foregoing. Words such as "may", "will", "should",
"could", "would", "predicts", "potential", "continue",
"expects", "anticipates", "future", "intends", "plans",
"believes", "estimates" and similar expressions, as well as statements
in the future tense, are all forward-looking statements. These statements are necessarily
subjective and involve known and unknown risks, uncertainties and other
important factors that could cause the actual results, performance or
accomplishments, to differ materially from any future results, performance or
achievements described in or implied by such statements. Actual results may
differ materially from expected results described in management's
forward-looking statements, including with respect to accurate measurement and
identification of factors affecting the business or the extent of their likely
impact, the accuracy and completeness of the publicly available information with
respect to the factors upon which the business strategy is based, or the success
of the business. Furthermore, industry forecasts may be inaccurate, especially
over long periods of time. Factors that may cause actual results, management's performance or accomplishments,
	or industry results, to differ materially from those contemplated by such
	forward-looking statements include without limitation: 
 ****

			

			The
				Corporateability to attract and retain
				management;****

			

			Corporategrowth strategies;****

			

			Management'sability to anticipate trends in the business;****

			

			Future results of operations;****

			

			Management'sability to make
				viable acquisitions;****
			
			Management'sability to successfully and economically explore for and
					develop oil and gas resources;****
			
			Market conditions in the oil and gas industry;****
			
			Management'sability to raise capital in order to finance exploration,
					acquisition and development activities;****
			
			The impact of government regulation;****
			
			Estimates regarding future net revenues from oil and natural
					gas reserves and the present value thereof;****
			
			Increases in oil and gas production;****
			
			The number of wells the Company anticipates drilling in the future;****
			
			Estimates, plans and projections relating to acquired
					properties;****
			
			The number of potential drilling locations;****
			
			The financial position, business strategy and other plans
					and objectives for future operations;****
			
			The possibility of unexpected costs relating to operations and acquisitions;****
			
			The volatility in commodity prices for oil and gas;****
			
			The accuracy of internally estimated proved reserves;****
			
			The recoverability of estimated oil and gas reserves;****
			
			The ability to replace oil and gas reserves;****
			
			The availability and costs of drilling rigs and other oilfield services;****
			
			Environmental risks;****
			
			Exploration and development risks;****
			
			Competition;****
			
			The inability to realize expected value from acquisitions;****
			
			The
				ability of the Corporate management team to execute its plans to
					meet its goals;****
			
			General economic conditions, whether nationally,
				internationally, or in the regional and local market areas in
				which the Company does business, that may be less favorable than expected; and****
			
			Other economic, competitive, governmental,
				legislative, regulatory, geopolitical and technological factors
				that may negatively impact the Company's businesses, operations and pricing.
 These forward-looking statements are based largely on management's current
expectations and are subject to a number of risks and uncertainties, including,
without limitation, those identified elsewhere in this Form 10-KSB and other
risks and uncertainties indicated from time to time in the Company's filings with the SEC.  Actual results could differ materially from these forward-looking statements.  All forward-looking statements included in this Form 10-KSB are based on
information available to us as of the date hereof, and management assumes no obligation
to update these forward-looking statements.
   
  4   Table of Contents  
 ITEM 1. DESCRIPTION OF BUSINESS
 GENERAL Platina Energy Group, Inc. is an Exploration and
								Production (E & P) Company
								that made it's entrance into the oil and gas
								industry on March 11th, 2005 through an
								acquisition of certain marketing, distribution,
								representation and license
								rights to various patented thermal pulse units.  The TPU is a proprietary, enhanced oil recovery (EOR)
								technology that utilizes a "Hydraulic Gas Compressor"
								to enhance the production of mature oil fields and
								stripper (low volume) wells at a fraction of the
								cost typical of other methodologies available in the
								industry today.  Enhanced Oil Recovery (EOR) is
								the third stage of hydrocarbon production
								during which sophisticated techniques that alter
								the original properties of the oil are used.
								EOR can begin after a secondary recovery process
								or at any time during the productive life of an
								oil reservoir.  Its purpose is not only to
								restore formation pressure, but also to improve
								oil displacement or fluid flow in the reservoir.
								The three major types of enhanced oil recovery
								operations are chemical flooding (alkaline
								flooding or micellar-polymer flooding), miscible
								displacement (carbon dioxide [CO2] injection or
								hydrocarbon injection), and thermal recovery (steamflood
								or in-situ combustion).  As with the TPU,
								the optimal application of each type depends on
								reservoir temperature, pressure, depth, net pay,
								permeability, residual oil and water
								saturations, porosity and fluid properties such
								as oil API gravity and viscosity.  In
								contrast to the aforementioned methodologies,
								the TPU utilizes pressurized nitrogen, which is
								highly effective in restoring formation
								pressure, in addition to improving oil
								displacement and fluid flow, especially in wells
								that are blocked by paraffin. The TPU is a cost
								competitive solution that is effective, highly
								deployable and easily managed.   The Company
								entered into a research and development jv /
								lease with its first TPU device for $3,600 per
								month commencing in November 2006.  As sufficient funds are available,
								the Company plans to acquire other units to either lease
								to third parties, or use on wells that it owns. Subsequent to the Company's acquisition of
								certain representation and marketing rights to
								the TPU, the Company has made acquisitions of
								oil and gas leases as the primary driver for potentially increasing
								the revenues and assets of the Company.  Management's plan for growth
								is focused primarily on the acquisition of proven reserves
								as well as existing wells in mature fields
								located within Continental North America.  To date, Platina Energy Group, Inc. has acquired
								oil and gas leases either directly into the
								parent Company (Platina Energy Group, Inc.), or
								into a wholly owned subsidiary.  On October 27, 2006,
								Platina Energy Group, Inc. entered into an Asset Purchase
								Agreement with Tri Global Holdings, LLC. 
								Pursuant to the Agreement, Tri Global agreed to
								sell to the Company the oil and gas lease to
								fifty five drilling locations on
								approximately 1,600 acres in the Devonian Black
								Shale formation located in the Appalachian Basin
								in East Tennessee. The agreement however,
								contained a provision whereby the transaction
								may be reversed by Tri Global, LLC if the
								Company failed to provide a minimum of
								$1,000,000 in funding for the development of the
								assets being transferred into Platina by March
								31, 2007. The Provision was waived on June 24, 2007.
								On January 5th, 2007 Appalachian
								Energy Corp. was filed with the state of Nevada
								as a wholly owned subsidiary to Platina and the
								assets, pursuant to the agreement with Tri
								Global, LLC were transferred into Appalachian
								Energy Corp. On November 20, 2006, Platina Energy Group, Inc.
								entered into an Asset Purchase Agreement
								(Agreement) with West Texas Royalties, Inc. ("West Texas").
								Pursuant to the Agreement, West Texas agreed to sell to the
								Company (i) a seventy-five percent (75%) working interest in leases
								and options to lease, oil and gas properties comprised of approximately
								20,000 gross acres (more or less) located in the Palo Duro
								Basin, Texas and (ii) a seventy-five percent
								(75%) working interest in oil and gas leases on
								372 acres (more or less) comprised of
								approximately twenty-one (21) wells located in Young County,
								Texas with West Texas retaining a twenty-five
								(25%) working interest in all assets being
								transferred. Pursuant to the Agreement, the
								Company issued 25,000 shares of its Series B
								Preferred Stock.  The transactions set forth in
								the Agreement are contingent upon the Company
								providing a minimum of $800,000 to fund the
								purchase, from a third party, the oil and gas
								leases being transferred on or before March 15,
								2007.  On June 24, 2007 West Texas
								Royalties waived its right to reverse said
								transaction. The Company is in the process of raising additional capital
								through third parties and joint ventures in order to commence drilling on its acquired
								oil and gas leases.  Further, the Company is continuing to seek
								additional merger and acquisition candidates operating in energy related industries. **HISTORY** Platina Energy Group, Inc. ("the Company"), a Delaware Corporation, was originally incorporated
								on January 19, 1988.  The Company went through several previous unrelated transactions involving
								other businesses that have subsequently been divested.  A further subsequent restructure of the
								Company on June 25, 2005 resulted in the name change to Platina Energy Group, Inc. with business
								focus on the oil and gas sector. On March 11, 2005, the Company entered into an Asset Purchase Agreement with
								Permian Energy Services, L.P. ("Permian L.P."), a Texas limited partnership,
								whereby the Company, through its wholly-owned subsidiary Permian Energy
								International ("Permian International"), a Nevada corporation formed on March
								30, 2005, acquired on April 6, 2005 certain marketing, distribution and
								license rights to various patented thermal pulse units ("TPU") to the oil and
								gas industry for enhanced oil recovery.  The assets that were purchased consist
								primarily of the assignment to Permian International of (i) an exclusive
								marketing agreement between Permian L.P. and Bi-Comp, L.L.C., (ii) a joint
								venture agreement between Permian L.P. and Daystar Oil and Gas Corporation,
								(iii) a letter agreement between Permian L.P. and Wyoming Energy Corporation,
								and (iv) a verbal licensing use and distribution agreement between Permian
								L.P. and Penney Resources, LLC regarding the "Penney Pump." In addition,
								Permian L.P. transferred to the Company intellectual property regarding TPU
								applications for oil recovery from wells and for
								acid gas re-injection.  As discussed above,
								the Company acquired its first unit for R&D
								purposes which is now under a jv / lease
								arrangement for $3,600 a month Pursuant to the aforementioned Asset Purchase
								Agreement, the Company issued 2,250,000 shares
								of its common stock to Permian L.P. together
								with a two (2) year promissory note in the
								principal amount of $250,000.  In addition, the
								Company issued 750,000 shares to a consultant
								for services rendered in connection with the
								purchase.  Certain disputes arose between the
								Company and Permian L.P. and on August 15, 2005,
								the Company and its subsidiary, Permian Energy
								International, Inc., (the "Plaintiffs") filed an
								action in the District Court for the City and
								County of Denver, State of Colorado as
								plaintiffs versus Permian Energy Services, L.P.
								and Robert Clark (the "Defendants') as the
								defendants.  The parties to the action have
								executed a mutual release and settlement agreement effective April 2, 2006 to settle all
								matters set forth in the action.  Under the terms
								of the settlement agreement, the Company has
								dismissed its action against the Defendants and has paid it $53,823 in exchange for the
								return of 2,025,000 shares it received under the Asset Purchase Agreement.  The Company has
								retained all rights originally acquired in the Asset Purchase Agreement as part of the mutual
								release and settlement. The Company's principal place of business is: 1807 CAPITOL AVENUE SUITE 101 - I 
								CHEYENNE, WY 82001
 5    Table of Contents  BUSINESS   On November 20, 2006, Platina Energy Group, Inc.
								entered into an Asset Purchase Agreement
								(Agreement) with West Texas Royalties, Inc. ("West Texas").
								Pursuant to the Agreement, West Texas agreed to sell to the
								Company (i) a seventy-five percent (75%) working interest in leases
								and options to lease, oil and gas properties comprised of approximately
								20,000 gross acres (more or less) located in the Palo Duro
								Basin, Texas and (ii) a seventy-five percent
								(75%) working interest in oil and gas leases on
								372 acres (more or less) comprised of
								approximately twenty-one (21) wells located in Young County,
								Texas with West Texas retaining a twenty-five
								(25%) working interest in all assets being
								transferred. Pursuant to the Agreement, the
								Company issued 25,000 shares of its Series B
								Preferred Stock. **SUBSEQUENT EVENTS**
								On May 14th, 2007 the
								Company signed a memorandum agreement
								(Agreement) with Zone Petroleum, LLC (Zone), a
								Wyoming Corporation to fund the development of
								its Young County prospect.  Pursuant to the agreement, Zone is
								granted an exclusive participation for the Young
								County prospect as long as Zone continues to fund the development of
								thirty-five (35) wells over an
								eighteen 18 month period based upon a mutually agreed
								upon budget.  On July 1st, the Company
								acquired the remaining twenty-five percent (25%) balance of the working
								interest in its Young County, Texas prospect in
								order to facilitate its agreement with Zone
								Petroleum LLC. The memorandum agreement with
								Zone Petroleum proposes a transfer of a
								seventy-five percent (75%)
								working interest to Zone with Platina retaining
								a twenty-five (25%) working interest.  Pursuant to the
								Agreement, Zone purchased 55,556 shares of
								restricted stock under rule 144 at $0.45 per
								share on June 11, 2007. On June 18th, 2007 the Company announced it exercised certain options through West Texas
								Royalties whereby the Company acquired a
								seventy-five percent (75%) working interest in 920 acres
								from the Hall and Kirkpatrick leases in the Palo Duro Basin located in Swisher and Hale county, Texas in exchange
								for 61,091 shares of its Series A preferred
								stock (See Note 10 to the accompanying financial
								statements).  This transaction therefore brought the
								total acquisitions of oil and gas leases through West Texas Royalties to approximately 1,292
								gross acres as of the date of this filing.

								The Company is in the process of raising
								additional capital through third parties and
								joint ventures in order to commence drilling on
								its leased properties. Further, the Company is
								continuing to seek additional merger and
								acquisition candidates operating in energy
								related industries. **ENHANCED OIL RECOVERY (EOR)** In addition to acquisitions of oil and gas leases, the Company owns rights to a proprietary
								enhanced oil recovery technology known as the Thermal Pulse Unit (TPU).  On March 14th, 2005,
								Platina Energy Group Inc. through its wholly owned subsidiary Permian Energy
								International (collectively, the "Company") acquired the
							marketing, representation and distribution rights, on an exclusive and non-exclusive basis, to a unique "enhanced
							recovery solution" that stimulates and recovers oil and gas from stripper (low volume) wells at a
							fraction of the cost of most common methodologies available in the industry today. 
							The Company's enhanced recovery solution through its marketing and distribution agreements utilizes
							"Hydraulic Gas Compressor" (HGC) technology in a "Thermal Pulse Unit" (TPU) application. The TPU
							incorporates a patented hydraulically driven compressor technology, which creates 350F+ heat and
							1,500+psi pressures for utilization in well cleanup, stimulation and production. The TPU has various
							configurations and attributes that replace conventional methodologies for day-to-day operations
							of oil and gas production. The TPU can be sized to fit small to large applications and can be powered
							by diesel, natural gas, propane or electricity. Management of the Company believes that the TPU
							technology will compete successfully with all current stimulation and recovery methodology on the
							basis of both cost effectiveness and long term results. According to the Department of Energy, there have been 2.25 million wells drilled
							in the U.S. since 1949. Many oil reservoirs have only had 35% of their reserves produced,
							leaving huge potential upsides. The Office of Fossil Energy, U.S. Department of Energy,
							estimates there are nearly 500,000 oil wells and 230,000 gas wells that are marginal or
							classified as "stripper" wells. These stripper wells produce less than 15 barrels of oil
							a day or less than 60 thousand cubic feet of gas a day. Such wells are potentially
							considered economically unfeasible or marginal with a strong likelihood of being abandoned due to
							poor production economics. In seeking to revitalize marginal and stripper wells both the
							Department of Energy and American Petroleum Institute have emphasized the need for new
							technologies to access more of the reserves available.
 6
    Table of Contents The Company has identified a large number of oil reservoirs, both heavy and
light oil, in the United States that are in close proximity to neglected gas
reserves. The oil reserves by themselves lack the two basic variables to
efficient recovery--heat and pressure. The gas reserves by themselves lack
the basic infrastructure either in pipeline deliverability or processing to
make a fungible commodity. In most cases, the gas is contaminated with
Nitrogen (N2) and/or Carbon Dioxide (CO2). Historically, the oil industry
has been unable to "merge" the oil and gas into a vibrant recovery program due
to the economy of scale. The Company through its marketing rights to the TPU technology provides the
economic alternative that was previously unavailable. The TPU is able to
"merge" these two neglected assets together in a cost effective manner. The
TPU is able to take the indigenous gas and re-establish good bottom-hole
temperatures and pressures at a lifting cost of between $2.50 and $5.00 per
barrel (approximate) compared with the lifting costs of CO2 floods and Steam floods that
historically cost $15.00 to $22.00 per barrel depending on individual field
conditions. **Recovery of Heavy Oil and Tar Sand Overview**

Heavy oil is defined as oil with a 10-20 API Gravity; tar sands oil is any oil
with an API Gravity lower than 10. These reserves have been studied and defined
over the last 75 years. Current production of heavy oil in the United States
accounts for only 8% the Country's current daily production. Production from
California accounts for nearly all of the heavy oil produced in the United
States. However, there are significant reserves in many other states. The DOE
has established estimates of "Oil In Place" for Heavy Oil at 79,152 Million
Barrels; Tar Sands "Oil in Place" is estimated at 71,525 Million Barrels. If
one considers the next grade of oil reserves between 20-25 API gravity, the
estimates only get higher. One geologist estimated that the oil reserves
remaining in the San Andres formation in the Permian Basin exceed "all of the
reserves of Saudi Arabia." The Company feels that the TPU is one part of the solution to recovering these
valuable reserves. Coupled with proper production methods, the TPU can
generate sufficient pressure and temperature to make for a cost effective and
environmentally friendly recovering program. **The TPU Technology**

The TPU technology combines conventional compression and pumping in a very
unconventional way. The unit employs proprietary as well as "off the shelf"
external components. The work of compression is done with a low-speed, high
ratio, cylinder/piston/hydraulic ram configuration. Powered by a standard
hydraulic pump system, the system can be driven by either electric or gas
motors. Fuel usage and fuel material balance is critical in any process or machine.
The TPU consumes the equivalent of 10-15 MCFD and 600-900 KWHD depending upon
the size and configuration of the TPU. In real dollars, the smallest unit,
TPU 150 consumes approximately $75-$100 worth of energy per day. Comparative
horsepower and fuel usage finds the TPU to be approximately 50% lower than
other conventional machines. The TPU technology generates heat as a by-product. Heat in excess of 350 F
can be generated and maintained through the work of molecular friction in the
gas phase. Heat can be generated within five minutes of the unit's startup
time. There is NO open flame in the system. The unit can be placed next to
the wellhead without danger of fire or explosion. As a mobile unit, the TPU
will be an attractive alternative to conventional Hot Oilers. As a permanent
thermal flood installation, the TPU can be used instead of conventional steam
boilers. The TPU can heat and displace wet or dry Methane Gas, Nitrogen, CO2 or any
combination of various gases. Additionally, the TPU can pump liquids such as
water, solvents and even organic acids. The problem with "phase changing"
or "liquid versus gas phase" is not a problem with the TPU. A huge market for
the TPU will be the injection of "Acid Gases" for disposal and/or tertiary
oil recovery. Production increases in both oil and gas are a natural result of "well
bore cleanup" and "near well bore stimulation." The TPU creates a "pulsating"
effect in the bottom hole strata. This is similar to a "breathing" effect. The
TPU "inhales" on the suction of the low pressure and "exhales" on the high
pressure discharge. Simultaneously, the formation experiences a steady and
gradual build up finding and filling pressure voids. Methane Gas and Natural
Gas Liquids (NGL's) are released into the vapor phase as the bottom hole
temperatures are increased above the liquid equilibrium state of the formation. The TPU has an ingenious internal system of heat exchangers, weir walls,
siphons and drains. The TPU actually becomes a horizontal separator. Oil and
Water are separated and can be directed via pumps to separate holding tanks.
The natural gas can be redirected into the low pressure suction and/or split
to a gas sales line. Also, the wet, heavy gas invites dew point processing
for "C4+" recovery. **TPU Manufacturing**

Bi-Comp, L.L.C., the company that licenses rights for the TPU
to the Company, is the current manufacturer of the TPU with a manufacturing
capacity of 1-3 unit(s) per month. The Company realizes in order to grow the
capacity must increase dramatically. To increase production, the Company plans
to create a template for production, using certain companies to produce
specific parts, and taking these parts to a centrally located assembly plant.
By doing this, the Company anticipates a capacity to produce up to four (4) TPU units
per week. This process can be expanded for increased capacity in approximately
45 days notice to a rate of two (2) completed units per day at a peak production run. **BUSINESS STRATEGY**

Although the TPU license and related equipment are an integral part of the
Company's future operations, the Company's primary focus at present is on the acquisition and subsequent development of
proven, producing and non-producing reserves. To date, the Company has made
several acquisitions of oil and gas leases as outlined in "Item 2. Description
of Property". All properties require development to become producing with
exception to a very limited amount of production currently coming from its Young County
prospect. As indicated, the Company owns certain rights
to a proprietary Enhanced Oil Recovery (EOR) technology known as the TPU.  The TPU provides the Company with the ability to expand
its focus by utilizing the TPU to enhance its own production where applicable, in addition to
offering the purchase or use of the technology to owners/leaseholders of qualifying oil and
gas properties. The Company is also considering opportunities in which it can secure leasehold
acreage and idle well bores and at the same time have equal or majority
control of the property.  In these cases, the ownership of production will be
based upon the net revenue interest and working interests available.
 7
    Table of Contents  **COMPETITION** **GOVERNMENT REGULATION AND LEGAL UNCERTAINTIES**


						The Company's business is subject to federal, state and local laws and regulations on taxation;
						the exploration for and development of oil and gas resources; production and marketing
						of oil and gas, as well as safety matters.  Many laws and regulations require drilling
						permits, including well spacing, rates of production, prevention of waste,
						surface damage consideration, unitization and pooling of
						properties and other matters.  These laws and
						regulations, and any others that are passed by the
						jurisdictions where the Company owns oil and gas leases,
						could limit the total number of wells drilled or the
						allowable production from successful wells, which in
						turn could limit
						revenues.

						Company operations are also subject to complex
						environmental laws and regulations adopted by the
						various jurisdictions in which the Company has or expects
						to have oil and gas operations.  The Company or one
						of its own wholly owned subsidiaries could incur
						liability to governments or third parties for any
						unlawful discharge of oil, gas or other pollutants into
						the air, soil or water, including responsibility for
						remedial costs.  Further, because the Company acquires
						interests in properties that may have been operated in
						the past by others and are currently operated by others,
						there may be liability for environmental damage caused
						by such operators.
						
						The Company is a publicly traded Company and is therefore subject to compliance with securities law,
						which expose the Company to potential liabilities, including potential rescission rights. 

								
						Further legal uncertainties exist relating to potential
						liabilities that are inherent to the oil and gas
						business.  The Company presently carries a general
						liability insurance policy which management believes is
						sufficient for its present stage of development. 
						There can be no assurance that this insurance coverage
						will be sufficient to cover every possible claim made
						against the Company in the future, including claims for
						which the insurance company may deem as not qualifying
						as a covered loss.  A loss in connection with
						Company owned oil and natural gas properties could have
						a materially adverse effect on the Company's financial
						position and results of operation to the extent that the
						insurance coverage provided under the Corporate policies cover only a portion of any
						such loss.

						Additionally, as a subsequent event, the Company has entered into an agreement with a private
						concern, Zone Petroleum potentially involving millions of dollars of funding required pursuant to the
						terms of the joint venture.  Although Zone has advanced considerable funds toward this development, there
						can be no guarantees that they will continue to do so or that the Company may have to seek legal action
						against them in the event they do not honor their financial commitments. **EMPLOYEES** **AVAILABLE INFORMATION** 8
    Table of Contents  **ITEM 2. DESCRIPTION OF PROPERTY**
 **Principal
      Executive Offices**
 
 
 **Oil
      and Gas Reserves**
 
 The
      March 31, 2007 proved non-producing reserve estimate report presented
	in this document were prepared by a Petroleum Engineer.  The estimates of quantities of proved reserves below were
	made in accordance with the definitions contained in SEC Regulation S-X,
	Rule 4-10(a). These reserves are sensitive to commodity prices and their
	effect on economic producing rates.  The Company's estimated proved
	reserves are based on oil and gas spot market prices in effect for the
	periods presented in this report on the last trading day of March 2007. 
	There are a number of uncertainties inherent in estimating quantities of
	proved reserves, including many factors beyond anyone's control, such as commodity pricing. Therefore, the
      reserve information in this Annual Report represents only estimates based
	on historical and current data.  Reservoir
      engineering is somewhat of a subjective process of estimating underground
	accumulations of oil and gas that cannot be measured in an exact manner. 
	The accuracy of any reserve estimate is a function of the quality of
	available data and of engineering and geological interpretation and
	judgment. As a result, estimates of different engineers may vary.  In
	addition, results of drilling, testing and production subsequent to the date
	of an estimate may justify revising the original estimate. Accordingly,
	initial reserve estimates are often different from the quantities of oil and
	gas that are ultimately recovered.  The meaningfulness of such
	estimates depends primarily on the accuracy of the assumptions upon which
	they were based.  Except to the extent the Company obtains proved
	reserve reports for other properties under contract, or acquire additional
	properties containing proved reserves or conduct successful exploration and
	development activities or both, the proved reserves will decline
      as reserves are produced and sold to market.
 
 At March 31, 2007, the proved non-producing reserve report for the
		undeveloped 1,600 gross acres located in Hawkins County, Tennessee were
      	estimated at 27.500 billion cubic feet (Bmcf) of natural gas.  Based on
		the March 31, 2007 NYMEX spot market price, 27,500 Bmcf is in excess of
		$184,525,000 over the estimated life
      	of the well recovery period of 10 years.   The estimated reserves and future revenue shown in this
      	report are for proved, but non-producing reserves.  In accordance
		with SEC guidelines, the estimates
      do not include any probable or possible reserves, which may additionally exist for these
      properties but not reflected herein.  This report does not include any value, which could be attributed
      to
      interests in undeveloped acreage beyond those tracts for which undeveloped
      reserves have been estimated.
  Oil prices used in this report were based on the March 31, 2007 oil price received
      at
      various points and averaged $58.19 per barrel.  Gas prices used in this filing
      are based on a March 31, 2007 NYMEX spot market price and averaged of $6.71
      per
      MMBTU, adjusted by lease for energy content, transportation fees, and regional
      price differentials. Oil and gas prices are held constant in accordance with
      SEC
      guidelines.
  
  
 ***Productive
      Wells and Acreage***
 
 As
      of
      March 31, 2007, the Company did not have any productive wells. 
		Productivity began in June, 2007 and is not reflected in
		this report.
 *Acreage*
 
  
 **Developed
                Acreage**(1)
            
            **Undeveloped
                Acreage**(1)
            
            **Total
                Acreage**(1)**State**
            
            **Gross**
            
            **Net**
            
            **Gross**
            
            **Net**
            
            **Gross**
            
            **Net**Tennessee
            
            
            0
            
            
            0
            
            
            1,600
            
            
            1,200
            
            
            1,600
            
            
            1,200Texas
            
            
            0
            
            
            0
            
            
            372
            
            
            279
            
            
            372
            
            
            279**Total
                Acreage**
            
            
            0
            
            
            0
            
            
            1,972
            
            
            1,479
            
            
            1,972
            
            
            1,479
 
 (1)
            
            *The
                term Gross Acres represents the Operators interest in acreage and
                Net
                Acreage represents acreage to the Company's interest, less royalties and production
                due to others for each well.*
    
 
 Capitalized costs of the Company's evaluated and unevaluated properties at March 31, 2007, are summarized as follows:
  **March
                31,****2007**
            
            **2006**
            
            **2005**Capitalized
                costs:Proved
                and evaluated properties
            
            $
            0
            
            $
            N/A
            
            $
            N/AUnproved
                and unevaluated properties
            
            
            514,288
            
            
            N/A
            
            
            N/A514,288
            
            
            N/A
            
            
            N/ALess
                accumulated depreciation and depletion
            
            
            0
            
            
            N/A
            
            
            N/A$
            514,288
            
            $
            N/A
            
            $
            N/A
 
 ***Production***
 
 There was no production of oil or gas for the twelve months ended
      March 31, 2007.  The
      Company has not entered into any derivative contracts for any purpose from
      the
      period of inception through March 31, 2007.  Production began as a
	subsequent event in June of 2007.
  ***Drilling
      Activity***
 
 There has been no drilling activity
  
 
 ***Present
      Activities***
 
  
 ***Delivery
      Commitments*****
 
 At March 31, 2007, the Company had no delivery commitments with the
		Company's purchasers.
  
 **ITEM 3. LEGAL PROCEEDINGS**
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  
 PART II
 
 ITEM 5. MARKET FOR COMMON EQUITY AND RELATED SHAREHOLDER MATTERS
 **Common Stock Market Prices**
 
 2007
									
									
									High
									
									
									Low
									
									
									2006
									
									
									High
									
									
									LowFirst quarter
									
									
									June 30, 2006
									
									
									$
									0.068
									
									
									$
									0.068
									
									
									
									June 30, 2005
									
									
									$
									0.21
									
									
									$
									0.21Second quarter
									
									
									Sept. 30, 2006
									
									
									
									0.06
									
									
									
									0.06
									
									
									
									Sept. 30, 2005
									
									
									
									0.035
									
									
									
									0.035Third quarter
									
									
									Dec 31, 2006
									
									
									
									0.10
									
									
									
									0.10
									
									
									
									Dec 31, 2005
									
									
									
									0.07
									
									
									
									0.07Fourth quarter
									
									
									March 31, 2007
									
									
									
									0.12
									
									
									
									0.11
									
									
									
									March 31, 2006
									
									
									
									0.17
									
									
									
									0.14
 As of July 9,
						2007, there were 40,185,587 shares of Common Stock
						outstanding held by approximately 1250 record and beneficial stockholders.**TRANSFER AGENT**
						The Company has appointed the following Company as its transfer agent:**Corporate Stock Transfer, Inc.3200 Cherry Creek
						Dr. South, Suite 430 Denver, Colorado 80209****DIVIDENDS**
						Platina Energy Group, Inc. has not paid dividends on its Common Stock since inception and
						does not plan to pay dividends in the foreseeable future.  Earnings, if any,
						will be retained to finance growth. **RECENT SALES OF UNREGISTERED SECURITIES****Stock options**All options were
						exercisable at time of grant and no options have been
exercised as of March 31, 2007.  The number of shares represented by stock
options outstanding at March 31, 2007 is 6,725,000 shares with an option price
						ranging from $.09 to $.15 per share, and with a market price at dates of grant of $.08 per share.
						As of April, 2007, 3,525,00 outstanding options expired
						and the remaining 3,200,000 outstanding options will
						expire in March 2012. 
				**PREFERRED STOCK****Preferred Class A**As of March 31, 2007, there are no
						shares of Series A preferred stock outstanding.  Series
						A Preferred Stock votes with the Common Stock on all
						matters.  One share of Series A preferred is convertible into ten shares of common
                stock.**Preferred Class B**
						As of March 31, 2007 there are 77,500 shares of Series B
						preferred stock issued and outstanding.  Each share of Series B Preferred Stock is
						convertible into 100 shares of Common Stock.  Series B Preferred
						Stock votes with the Common Stock on all matters.  The designation of rights and preferences were
filed with the State of Delaware Secretary of State on September 11, 2002. **Preferred Class C**As of
                        December 31, 2006 there are 3,600 shares issued and outstanding.  Each
						share of Series C Preferred Stock is convertible into 100 shares of Common Stock.  Series C Preferred Stock votes with the Common Stock on all matters.  The designation
						 of rights and preferences were filed with the State of Delaware Secretary of State
						on September 11, 2002. In September 2006, 5,000 shares of the Company's Series B Preferred Stock were converted into 500,000 shares of the Company's
common stock.
						On October 12, 2006, the Company issued 3,600 shares of its Series C Preferred Stock in exchange for a 90-day option to acquire
certain oil and gas leases in the Palo Duro Basin located Lloyd and Briscoe Counties, Texas. (See Note 4
to the accompanying financial statements)In January 2007, the Company issued 22,500 shares of its Series B Preferred Stock in consideration for certain oil and gas leases
and options (see Note 4

to the accompanying financial statements).In January 2007, the Company issued 25,000 shares of its Series B Preferred Stock in exchange for the acquisition of certain oil
and gas leases and options (see Note 4

to the accompanying financial statements).In March 2007, the Company issued 20,000 shares of its Series B Preferred Stock in consideration for consulting services valued
at $280,000.In March 2007, 5,000 shares of the Company's Series B Preferred Stock were converted into 500,000 shares of the Company's common stock.**COMMON STOCK**


In April 2006, the Company issued a total of 1,225,000 rule 144 shares of its common stock in exchange for $61,250.In April 2006, Clark returned the 2,025,000 shares of the Company's common stock as required in the April 5, 2006 settlement
agreement (See Note 3

to the accompanying financial statements). These shares were subsequently cancelled by the Company.In October 2006, the Company issued a total of 700,300 shares of its rule 144 common stock in payment of debt to a
Note holder
in the amount of $35,015 (see Note 4

to the accompanying financial statements).  The aggregate fair value of the shares issued was $63,027; accordingly, the Company
recorded a $28,012 loss on settlement of debt.In November 2006, the Company issued a total of 1,250,000 shares of its rule 144 common stock in consideration for investor
relations services.In January 2007, the Company issued 50,000 shares of its rule 144 common stock as additional consideration on a $50,000 loan
(See Note 5

to the accompanying financial statements).In February 2007, the Company issued 750,000 shares of its rule 144 common stock in consideration for consulting agreement
Services valued at $93,375 based upon the market price of shares on date of issuance.In March 2007, pursuant to a complex settlement agreement, the Company issued
2,200,000 shares of its common stock in consideration for the cancellation of
$4,400 of indebtedness (See Note 5

to the accompanying financial statements). The aggregate fair value of the shares
issued was $286,000; accordingly, the Company recorded a $281,600 loss for settlement of debt. 11
    Table of Contents  ITEM 6. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
 CRITICAL ACCOUNTING POLICIES             OVERVIEW          12
   Table of Contents  **RESULTS OF OPERATIONS FOR THE YEARS ENDED MARCH 31, 2007 AND 2006**

Revenues for the years ended March 31, 2007 and 2006 were $18,200 and $4,900, respectively.  The revenue during the year ended
March 31, 2007 was derived from the jv / leasing arrangement of the Company's 
					thermal pulsing pump for $3,600 per month beginning in
					November 2006.  The revenues during the year ended
					March 31, 2006 were also derived from the utilization of the thermal pump.
**OPERATING EXPENSES**

General and administrative expenses for the year ended March 31, 2007 totaled $312,724, which primarily consisted of salaries
and related costs to non-officers totaling $58,667, accrued compensation to its officers totaling $72,000, accounting and legal
fees of $62,306, depreciation and amortization of $58,349, office rent of $6,486, and other general and administrative expenses
totaling $54,916.

					Consulting fees, non-cash consisted of the issuance of a
					total of 20,000 shares of the Company's Series B Preferred
					Shares and 2,000,000 shares of the Company's common stock in
					consideration for various services valued at $523,375 of
					which $337,804 has been expensed and $185,571 has been
					classified as a prepaid expense at March 31, 2007.  These services included business development
					and professional fees.  In addition, the Company
					recognized $13,940 in compensation expense on
					the issuance of 200,000 options to a consultant during the year ended March 31, 2007.


					Expenses related to research and development costs for the Thermal Pump for the year ended March 31, 2006 totaled $143,090.

General and administrative expenses for the prior year ended March 31, 2006 of $417,330 consisted of accrued compensation to
its officers totaling $107,000, amortization expense of $49.643. Professional consulting expense of $64,557 of which $25,200
was paid through the issuance of 110,000 shares of the Company's common stock, other professional fees of $60,896, rent
expense of $20,339, and office salaries of $43,227.

Interest charged to operations for the years ended March 31, 2007 and 2006 amounted to $195,577 and $45,291, respectively.  
The $195,577 of interest charged to operation for the year ended March 31, 2007 included $136,660 relating to the
modification of the terms  of the Company's convertible note obligations (See Note 5 to the accompanying financial statements)
and accrued interest on the Company's interesting bearing obligations totaling $58,917.  For the year ended March 31,
2007, the $45,291 pertains to accrued interest on the Company's interesting bearing obligations.

					During the year ended March 31, 2007, the Company issued a
					total of 2,900,300 shares of its common stock in
					consideration for the cancellation of debt to Note holders
					in the amount of $39,415. The aggregate value based on the
					quoted stock price at the time for the shares were issued
					was $349,027 ; accordingly, the Company recorded a $309,612 loss on settlement of this debt.
**LIQUIDITY AND CAPITAL RESOURCES**

					As of March 31, 2007, the Company had nominal current assets
					that consisted of $267 in cash and prepaid expenses
of $188,277, which was derived from the issuance of the Company common stock for services to be rendered.  The Company also had  oil and gas leases and options  with a book value of $514,288, equipment with a net book value of
$48,057, and licensing rights of $248,214, net of amortization.  Total assets at March 31, 2007 amounted to $999,103.

As of March 31, 2007, the Company had current liabilities of $1,149,751 and had no long-term liabilities.

As of March 31, 2006, the Company had current assets of $6,200, consisting solely of cash and cash equivalents.  The Company also had equipment with a net book value of $49,331, deposits of $1,312 and licensing rights totaling
$297,857.  Total assets at March 31 2006 were $354,700.

As of March 31, 2007, the Company had current liabilities of $709,994 and long-term debt of $214,963.

During the year ended March 31, 2007, the Company received $61,250 through the sale of 1,225,000 shares of the Company's
rule 144 common stock, $25,000 through the sale of an interest in its oil and gas properties, received $50,000 in borrowings
and $82,500 in advances from its President.  During the same period, the Company paid $160,161 in its operations, purchased
equipment totaling $7,432, made $55,590 in payments on its oil and gas ventures,
					and repaid $1,500 to the Company's President.

During the year ended March 31, 2006, the Company received a total of $295,000 through the sale of 2,075,000 shares of the
Company's rule 144 common stock and $133,000 in advances from its President and his wholly owned corporation.  During the same
period, the Company paid $290,663 in its operations, purchased equipment totaling $56,764; paid $21,450 in costs associated
with its private offerings, and made loan repayments to related parties of $67,000.

With respect to the financial condition beyond fiscal year ending March 31, 2007, the Company will need access to additional
funding to meet operating requirements based on its current state of affairs as of the date of this audit, March 31, 2007.  Access to funding may come from joint venture opportunities, debt, stock placement or sale of assets.  Revenues for fiscal year
ending March 31, 2007 were $18,200 and thus, expenses exceeded revenues.  Accordingly, the Company does not expect to be able
to fund operations from internally generated funds until such time as its new E & P (exploration and production) business
strategy can be funded and implemented.  As of the date of this audit the Company had no material commitments for any additional
financing.  As a subsequent event, on May 14th, 2007 the Company signed a
					memorandum agreement (Agreement) with Zone Petroleum, LLC
					(Zone), a Wyoming Corporation to fund the development of its
					Young County prospect.  Pursuant to the agreement, Zone
					is granted an exclusive participation for the Young County
					prospect as long as Zone continues to fund the development
					of thirty-five (35) wells over an eighteen 18 month period. 
					Platina has no other funding commitments at the time of this
					filing and there can be no assurance that any such commitments
					in the future would be obtained on favorable terms, if at all.
**PLAN OF OPERATION**

The Company has previously maintained its operations from the sale of rule 144 stock and advances from related and unrelated parties.  The Company plans to provide for its future financing needs via strategic joint venture alliances.  Over the next twelve
					(12) months the
Company plans to devote significant effort to these joint venture alliances as well as other potential avenues to extinguish debt and
have access to strategic capital pools.

Although management is cautiously optimistic about its progress for resolutions to
					its financing needs, based on certain subsequent
events to this audit, no assurances can be made that its strategic alliances or joint venture partners will continue with their
					funding commitments to the Company.  Adverse market conditions, reductions in natural energy prices and limited access to the capital
markets can also adversely impact the Company and its progress as a going concern.

In the event of any equity or capital raise or share exchange for debt, dilution
					may occur to stockholders; and debt financing, if available,
may involve restrictive covenants with respect to dividends, raising capital and other financial and operational matters which could
further restrict operations or finances.  If the Company is unable to obtain additional financing as strategically needed, it may be
required to reduce the scope of operations for anticipated expansion, which could have a material adverse effect on business, results
of operations and financial condition.
**KNOWN RISKS AND TRENDS
SEASONALITY**
The Company does not expect to be sensitive to seasonal fluctuation.  The Company is however, affected by fluctuations in crude oil and
natural gas pricing, as well as the pricing of competitive technologies.  Risks include the potential for the development of
displacement technologies which may be considered a better or more feasible solution for oil and gas recovery.  Risks associated with
oil and gas recovery, drilling and exploration are many.  These would include:  price fluctuations; drilling rig access because of
demand; contractor problems; logistical complications; and more.
**LIABILITY FOR THE COMPANY'S SERVICES**

Liability issues affecting the Company would be similar to those in the oil and gas service industry (see
"Government Regulations and Legal uncertainties") as well as those that might result in expanded distribution of its
access to recovery technology which may also have set backs or complications currently unknown.
 13
    Table of Contents  **ITEM 7. FINANCIAL STATEMENTS**
 Platina Energy Group, Inc. PLATINA ENERGY GROUP, INC. FINANCIAL STATEMENTSYEARS ENDED MARCH 31, 2007 AND 2006
  PageFinancial
Statements**Report of Independent Registered
									Public Accounting Firm**
									
									F-1Consolidated Balance Sheets -
									
									F-2As of March 31, 2007Consolidated Statements of Operations -
									
									F-3Years Ended March 31, 2007 and for the
										Period Jan. 9 to March 25, 2007Consolidated Statements of Shareholders Equity -
									
									F-4Years Ended March 31, 2007 and
2006Consolidated Statements of Cash Flows -
									
									F-5, F-6,
									F-7Years Ended March 31, 2007 and for the
										Period Jan. 9 to March 25, 2007Notes to Consolidated Financial Statements
									
									16
 14
   Table of Contents  REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM **Board of Directors
and Stockholders
Platina Energy
Group, Inc.** We have audited the accompanying consolidated balance sheet of Platina Energy Group, Inc. (the
"Company") as of March 31, 2007, and the related consolidated statements of
operations, stockholders' (deficit) and cash flows for the two years then
ended.  These financial statements are the responsibility of the Company's
management.  Our responsibility is to express an opinion on these financial
statements based on our audit We conducted our 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.  The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting.  Our audit included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting.  Accordingly, we express no such opinion.  An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audit provides a
reasonable basis for our opinion. In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Platina Energy Group, Inc.
as of March 31, 2007, and the results of its operations and its cash flows for each of
the two years then ended in conformity with accounting principles generally
accepted in the United States of America. The accompanying
financial statements have been prepared assuming that the Company will continue
as a going concern.  As discussed in Note 1 to the financial statements, the
Company has incurred recurring losses and has yet to be successful in
establishing profitable operations.   These factors, among others, raise
substantial doubt about its ability to continue as a going concern. 
Management's plans regarding those matters are also described in Note 1.   The
financial statements do not include any adjustments that might result from the
outcome of this uncertainty. JONATHON P. REUBEN, CPA      F-1
     Table of Contents  
 **PLATINA
      ENERGY GROUP, INC.**
 **(An
      Exploratory Stage Company)**
 **CONSOLIDATED
      BALANCE SHEET**
 
 
 **March
                31,**
              **2007****ASSETS****Current
                assets:**Cash
            
            $
            267Prepaid
                expense
            
            
            188,277**Total
                Current assets**
            
            
            188,544**Property
                & equipment :**Oil
                and gas properties, full cost method of accounting:Unproven
            
            
            514,288Other
                property and equipment
            
            
            48,057**Other
                assets**Intangible
                asset subject to amortization
            
            
            248,214$
            999,103**LIABILITIES
                AND STOCKHOLDERS' DEFICIT****Current
                liabilities**Accounts
                payable and accrued expenses
            
            
            87,908Accrued
                compensation due officers
            
            
            347,000Notes
                payable to related parties
            
            
            288,211Notes
                payable - other
            
            
            426,632**Total
                current liabilities**
            
            
            1,149,751**Commitments
                and Contingencies**
            
            
            -**Stockholders'
                deficit**Preferred
                stock, par value $.001, 20,000,000 shares authorized 70,000 shares
                designated Series A, no shares issued and
                outstanding.  Aggregate liquidation preference of $0. One share
                of Series A preferred is convertible into ten shares of common
                stock.
            
            
            -Preferred
                stock, 100,000 shares designated Series B, 77,500 shares issued and
                outstanding. Aggregate liquidation value preference of
                $7,750  One share of Series B preferred is convertible into
                100 shares of common stock.
            
            
            78Preferred
                stock, 10,000 shares designated Series C and 3,600 shares issued
                and
                outstanding at December 31, 2006. Aggregate liquidation value preference
                of $360  One share of Series C preferred is convertible
                into100 shares of common stock.
            
            
            4Common
                stock; $0.001 par value; 100,000,000 shares authorized; 23,580,031
                shares
                issued and outstanding.
            
            
            23,580Additional
                paid in capital
            
            
            7,459,200Accumulated
                deficit
            
            
            (6,899,880
            )Deficit
                accumulated during the exploratory stage
            
            
            (733,630
            )**Total
                stockholders' deficit**
            
            
            (150,648
            )$
            999,103
  The
      accompanying notes are an integral part of these
      financial statements
 F-2
 
 **PLATINA
      ENERGY GROUP, INC.**
 **(An
      Exploratory Stage Company)**
 **CONSOLIDATED
      STATEMENTS OF OPERATIONS**
 
 
 **Year
                Ended**
              **March
                31,**
            
            
            **From**
              **January
                9, 2007**
              **through
                March 31,****2007**
            
            
            **2006**
            
            
            **2007****Net
                Revenue**
            
            $
            18,200
            
            
            $
            4,900
            
            
            $
            10,800**Operating
                Expenses**Testing
                costs associated with Thermal Pump
            
            
            -
            
            
            
            143,090
            
            
            
            -General
                and administrative expenses
            
            
            312,724
            
            
            
            417,330
            
            
            
            107,668Consulting
                fees, non-cash
            
            
            351,744
            
            
            
            -
            
            
            
            201,744650,528
            
            
            
            560,420
            
            
            
            295,472**Loss
                from Operations**
            
            
            (632,328
            )
            
            
            (555,520
            )
            
            
            (284,672
            )**Other
                Income (Expense)**Interest
                expense
            
            
            (195,577
            )
            
            
            (45,291
            )
            
            
            (153,418
            )Loss
                on settlement of debt
            
            
            (309,612
            )
            
            
            -
            
            
            
            (281,600
            )(505,189
            )
            
            
            (45,291
            )
            
            
            (435,018
            )**Net
                Loss**
            
            $
            (1,151,457
            )
            
            $
            (600,811
            )
            
            $
            (733,630
            )**Per
                Share Data****Basic
                loss per share**
            
            $
            (0.06
            )
            
            $
            (0.04
            )**Weighted
                average common****shares
                outstanding**
            
            
            18,822,608
            
            
            
            16,867,608
  The
      accompanying notes are an integral part of these
      financial statements
 F-3
 
 **PLATINA
      ENERGY GROUP, INC.**
 **(An
      Exploratory Stage Company)**
 **STATEMENTS
      OF STOCKHOLDERS' EQUITY (DEFICIT)**
 **FOR
      THE YEARS ENDED MARCH 31, 2007 AND 2006**
 
 
 **Preferred
                Stock, Series A**
            
            
            **Preferred
                Stock, Series B**
            
            
            **Preferred
                Stock, Series C**
            
            
            **Common
                Shares**
            
            
            **Additional**
              **Paid-in**
            
            
            **Accumulated**
            
            
            **Deficit**
              **Accumulated**
              **During
                the**
              **Exploratory****Shares**
            
            
            **Amount**
            
            
            **Shares**
            
            
            **Amount**
            
            
            **Shares**
            
            
            **Amount**
            
            
            **Shares**
            
            
            **Amount**
            
            
            **Capital**
            
            
            **Deficit**
            
            
            **Stage**
            
            
            **Total****Balance,
                March 31, 2005**
            
            ****
            **10,000**
            
            
            **$**
            **10**
            
            
            ****
            **20,000**
            
            
            **$**
            **20**
            
            
            ****
            **3,800**
            
            
            **$**
            **4**
            
            
            ****
            **12,711,731**
            
            
            **$**
            **12,712**
            
            
            **$**
            **5,492,730**
            
            
            **$**
            **(5,881,242**
            **)**
            
            ****
            **-**
            
            
            ****
            **(375,766**
            **)**Issuance
                of shares for cash
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            2,075,000
            
            
            
            2,075
            
            
            
            292,925
            
            
            
            -
            
            
            
            -
            
            
            
            295,000Issuance
                of shares in consideration forlicensing
                rights
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            3,000,000
            
            
            
            3,000
            
            
            
            94,500
            
            
            
            -
            
            
            
            -
            
            
            
            97,500Shares
                converted
            
            
            (10,000
            )
            
            
            (10
            )
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            100,000
            
            
            
            100
            
            
            
            (90
            )
            
            
            -
            
            
            
            -
            
            
            
            -Shares
                converted
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (3,800
            )
            
            
            (4
            )
            
            
            380,000
            
            
            
            380
            
            
            
            (376
            )
            
            
            -
            
            
            
            -
            
            
            
            -Issuance
                of shares for cancellationof
                debt
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            53,000
            
            
            
            53
            
            
            
            10,017
            
            
            
            -
            
            
            
            -
            
            
            
            10,070Issuance
                of shares for services
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            110,000
            
            
            
            110
            
            
            
            25,090
            
            
            
            -
            
            
            
            -
            
            
            
            25,200Offering
                costs
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (21,450
            )
            
            
            -
            
            
            
            -
            
            
            
            (21,450
            )Net
                loss
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (600,811
            )
            
            
            -
            
            
            
            (600,811
            )**Balance,
                March 31, 2006**
            
            ****
            **-**
            
            
            ****
            **-**
            
            
            ****
            **20,000**
            
            
            ****
            **20**
            
            
            ****
            **-**
            
            
            ****
            **-**
            
            
            ****
            **18,429,731**
            
            
            ****
            **18,430**
            
            
            ****
            **7****,459,200**
            
            
            ****
            **(6,482,053**
            **)**
            
            ****
            **-**
            
            
            ****
            **(570,257**
            **)**Issuance
                of shares for services
            
            
            -
            
            
            
            -
            
            
            
            20,000
            
            
            
            20
            
            
            
            -
            
            
            
            -
            
            
            
            2,000,000
            
            
            
            2,000
            
            
            
            521,355
            
            
            
            -
            
            
            
            -
            
            
            
            523,375Issuance
                of shares for interest in oil properties
            
            
            -
            
            
            
            -
            
            
            
            47,500
            
            
            
            48
            
            
            
            3,600
            
            
            
            4
            
            
            
            -
            
            
            
            -
            
            
            
            483,647
            
            
            
            -
            
            
            
            -
            
            
            
            483,699Shares
                converted
            
            
            -
            
            
            
            -
            
            
            
            (10,000
            )
            
            
            (10
            )
            
            
            -
            
            
            
            -
            
            
            
            1,000,000
            
            
            
            1,000
            
            
            
            (990
            )
            
            
            -
            
            
            
            -
            
            
            
            -Issuance
                of shares for cash
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            1,225,000
            
            
            
            1,225
            
            
            
            60,025
            
            
            
            -
            
            
            
            -
            
            
            
            61,250Issuance
                of shares for conversion of debt
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            2,900,300
            
            
            
            2,900
            
            
            
            346,127
            
            
            
            -
            
            
            
            -
            
            
            
            349,027Issuance
                of shares for debt extension
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            50,000
            
            
            
            50
            
            
            
            4,950
            
            
            
            
            
            
            
            
            
            
            
            5,000Cancellation
                of shares
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (2,025,000
            )
            
            
            (2,025
            )
            
            
            2,025
            
            
            
            -
            
            
            
            -
            
            
            
            -Valuation
                of conversion feature on notes payable
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            134,775
            
            
            
            -
            
            
            
            -
            
            
            
            134,775Options
				granted to consultant
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            13,940
            
            
            
            
            
            
            
            
            
            
            
            13,940Net
                loss
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            (417,827
            )
            
            
            (719,690
            )
            
            
            (1,151,457
            )**Balance,
                March 31, 2007**
            
            
            -
            
            
            **$**
            -
            
            
            ****
            **77,500**
            
            
            **$**
            **78**
            
            
            ****
            **3,600**
            
            
            **$**
            **4**
            
            
            ****
            **23,580,031**
            
            
            **$**
            **23,580**
            
            
            **$**
            **7,459,200**
            
            
            **$**
            **(6,899,880**
            **)**
            
            ****
            **(719,690**
            **)**
            
            ****
            **(150,648**
            **)**
  The
      accompanying notes are an integral part of these
      financial statements
 F-4
 
 **PLATINA
      ENERGY GROUP, INC.**
 **(An
      Exploratory Stage Company)**
 **CONSOLIDATED
      STATEMENTS OF CASH FLOWS**
 
 
 **Year
                Ended**
              **March
                31,**
            
            
            **From**
              **January
                9, 2007**
              **through
                March 31,****2007**
            
            
            **2006**
            
            
            **2007****Cash
                Flows from Operating Activities**Net
                Loss
            
            $
            (1,151,457
            )
            
            $
            (600,811
            )
            
            $
            (733,630
            )Adjustments
                to reconcile net loss to net cash used in operating
                activities:Amortization
            
            
            49,643
            
            
            
            49,643
            
            
            
            12,411Depreciation
                expense
            
            
            8,706
            
            
            
            7,433
            
            
            
            2,353Loss
                on settlement of debt
            
            
            309,612
            
            
            
            -
            
            
            
            281,600Value
                of conversion feature
            
            
            134,776
            
            
            
            -
            
            
            
            134,776Compensation on option grant
            
            
            13,940
            
            
            
            -
            
            
            
            13,940Common
                stock issued for services
            
            
            337,804
            
            
            
            25,200
            
            
            
            187,804Changes
                in assets:Prepaid
                expenses
            
            
            2,294
            
            
            
            -
            
            
            
            2,294Deposits
            
            
            1,312
            
            
            
            (1,312
            )
            
            
            -Changes
                in liabilitiesIncrease
                (decrease) in accounts payable and accrued expenses
            
            
            2,703
            
            
            
            77,406
            
            
            
            51,970Increase
                in accrued compensation due related parties
            
            
            72,000
            
            
            
            107,000
            
            
            
            -Increase
                in short-term borrowings
            
            
            58,506
            
            
            
            44,778
            
            
            
            16,348**Net
                cash used in operating activities**
            
            
            (160,161
            )
            
            
            (290,663
            )
            
            
            (30,134
            )**Cash
                Flows from Investing Activities**Proceeds
                from sale of interest in oil and gas properties
            
            
            25,000
            
            
            
            -
            
            
            
            25,000Acquisition
                of oil and gas properties
            
            
            (55,590
            )
            
            
            -
            
            
            
            (55,590
            )Purchase
                of equipment
            
            
            (7,432
            )
            
            
            (56,764
            )
            
            
            -**Net
                cash used in investing activities**
            
            
            (38,022
            )
            
            
            (56,764
            )
            
            
            (30,590
            )**Cash
                Flows from Financing Activities**Proceeds
                from sale of common stock
            
            
            61,250
            
            
            
            295,000
            
            
            
            -Offering
                costs
            
            
            -
            
            
            
            (21,450
            )
            
            
            -Proceeds
                from issuance of debt
            
            
            50,000
            
            
            
            -
            
            
            
            50,000Repayment
                of debt
            
            
            -
            
            
            
            (10,000
            )Advances
                from related parties
            
            
            82,500
            
            
            
            133,000
            
            
            
            11,000Repayment
                of related party advances
            
            
            (1,500
            )
            
            
            (67,000
            )
            
            
            -**Net
                cash provided by financing activities**
            
            
            192,250
            
            
            
            329,550
            
            
            
            61,000**Net
                Increase (Decrease) in Cash and Cash Equivalents**
            
            
            (5,933
            )
            
            
            (17,877
            )
            
            
            276**Cash
                and Cash Equivalents - Beginning of Period**
            
            
            6,200
            
            
            
            24,077
            
            
            
            -**Cash
                and Cash Equivalents - End of Period**
            
            $
            267
            
            
            $
            6,200
            
            
            $
            276
  The
      accompanying notes are an integral part of these
      financial statements
 F-5
 
 **PLATINA
      ENERGY GROUP, INC.**
 **(An
      Exploratory Stage Company)**
 **CONSOLIDATED
      STATEMENTS OF CASH FLOWS**
 
 
 **Year
                Ended**
              **March
                31,**
            
            
            **From**
              **January
                9, 2007**
              **through
                March 31,****2007**
            
            
            **2006**
            
            
            **2007****Supplemental
                Disclosures of Cash Flow Information****Cash
                Paid For:**Interest
                Expense
            
            $
            -
            
            
            $
            -
            
            
            $
            -Income
                Taxes
            
            $
            -
            
            
            $
            -
            
            
            $
            -
   **Non-Cash
      Financing and Investing Information:**
 
 On
      April
      6, 2005, the Company completed its purchase of rights and licenses from Permian
      Energy Services LP in connection with the representation and marketing of a certain thermal
		pulse pump in the
      oil
      and gas industry.  In consideration for the assets purchased, the
      Company agreed to issue 2,250,000 shares of its common stock and pay $250,000
      as
      evidenced by a promissory note.  Of the 2,250,000 shares issued,
      2,025,000 shares were returned in April 2006, pursuant to a settlement agreement
      with the Company and Permian Energy Services LP.  In addition, the
      Company issued a consultant 750,000 in connection with the asset
      purchase.  The Company did not assign any value to the 2,250,000
      shares due to the fact that the issuance of these shares had no commercial
      substance.  The Company assigned the value of 750,000 shares at the market price
      on the effective date of the asset purchase of $97,500. Therefore the license
      was valued at $347,500 ($250,000 obligation under the Note and the fair value
      of
      the 750,000 shares of $97,500 - see Note 3 to the accompanying financial statements ).
 
 On
      May
      30, 2005, a Note holder converted $10,070 of indebtedness due him by the Company
      into 53,000 shares of the Company’s common stock.
 
 On
      June
      23, 2005, a preferred stockholder converted 10,000 shares of Series A preferred
      stock into 100,000 shares of the Company's common stock.
 
 On
      June
      23, 2005, a preferred stockholder converted 3,800 shares of Series C preferred
      stock into 380,000 shares of the Company's common stock.
 
 As
      discussed above, in April 2006, the Company entered into a settlement agreement
      with Permian Energy Group LP under which 2,025,000 shares of the Company's
      common stock were returned to the Company for cancellation and paid the LP
      $53,823 of which $38,923 was charged against the balance owed the LP for past
      services and $14,900 was charged to operations.  The Company also
      agreed to assign the remaining balance of the Obligation due the LP ($227,640,
      including accrued interest) to a corporation that was wholly owned by the
      Company's President at the time of the transaction (See Notes 3 and 5 to the accompanying financial statements ).
 
 In
      September 2006, 5,000 shares of the Company's Class B Preferred Shares were
      converted into 500,000 shares of the Company's common stock.
 
 
 The
      accompanying notes are an integral part of these financial
      statements
  F-6
 
 **PLATINA
      ENERGY GROUP, INC.**
 **(An
      Exploratory Stage Company)**
 **CONSOLIDATED
      STATEMENTS OF CASH FLOWS**
   **Non-Cash
      Financing and Investing Information:**
 
 In
      October 2006, a Note holder converted $35,015 of indebtedness due him by the
      Company into 700,300 shares of the Company’s common stock.  The
      Company recognized a $28,012 loss on the conversion.
 
 On
      October 12, 2006, the Company issued 3,600 shares of its Series C Preferred
      Stock in exchange for a 90-day option to acquire certain oil and gas leases
      in
      Lloyd and Briscoe Counties, Texas.  The option was valued at $32,400
      and was extended through the payment of $54,000 in January 2007.
 
 In
      November 2006, the Company issued 1,250,000 shares of its rule 144 common stock in
      consideration for investment relations services. The services were valued at
      $150,000 based on the market value of the shares on the date of
      issuance.
 
 In
      January 2007, the Company issued 22,500 shares of its Series B Preferred Stock
      in consideration for the acquisition of certain oil and gas leases. The shares
      were valued at $213,773 based upon the market price of the underlying common
      shares at date of issuance.
 
 In
      January 2007, the Company issued 25,000 shares of its Series B Preferred Stock
      in exchange for the acquisition of certain oil and gas leases. The shares were
      valued at $237,525 based upon the market price of the underlying common shares
      at date of issuance.
 
 In
      January 2007, the Company issued 50,000 shares of its rule 144 common stock in
      consideration for extending the due date on a note payable.
 
 In
      February 2007, the Company issued 750,000 shares of its rule 144 common stock in
      consideration for consulting and professional services. The services were valued at $93,375,
      which was based on the market value of the shares on date of
      issuance.
 
 In
      March
      2007, the Company issued 20,000 shares of its Series B Preferred Stock in
      payment of a consulting agreement. The shares were valued at $280,000 based
      upon
      the market price of the underlying common shares on date of
      issuance.
 
 In
      March
      2007, as part of a complex settlement agreement, the Company issued 2,350,000 shares of its common stock
		with a five (5) year sale restriction in exchange for
      the cancellation of $4,400 of indebtedness due on certain convertible
      debentures. The company recognized a loss of $281,600 on the
      conversion.
 
 In
      March 2007, the Company cancelled 5,000 shares of its Series B Preferred Stock
      in exchange for the issuance of 500,000 shares of its common stock.
  
 The
      accompanying notes are an integral part of these financial
      statements
   F-7