UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-Q



 ̈QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934



For the quarterly period ended: June
30, 2012



or



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

ACT OF 1934



For the transition period from _________
to __________



Commission File Number: 000-54088



Native American Energy Group, Inc.

(Exact Name of registrant as specified in
its charter)



|Delaware                        |  | 65-0777304            
|------------------------------- |  | ----------------------
|(State or other Jurisdiction of |  | (I.R.S. Employer      
|incorporation or organization)  |  | Identification Number)



108-18 Queens Blvd., Suite 901

Forest Hills, NY 11375

(Address of principal executive offices)



(718) 408-2323

(Registrant’s telephone number, including
area code)



Indicate by check mark whether the registrant:
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days.    Yes £   No £



Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted
and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files).    Yes  ̈   No  ̈



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



| ̈ | Large Accelerated Filer |  ̈ | Accelerated Filer        
|- | ----------------------- | - | -------------------------
|  |                         |   |                          
| ̈ | Non-Accelerated Filer   | x | Smaller Reporting Company



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



As of August 14, 2012, there were 35,868,786 shares
issued and outstanding of the registrant’s common stock.











NATIVE AMERICAN ENERGY GROUP, INC.



FORM 10-Q

FOR THE QUARTER ENDED JUNE 30, 2012



TABLE OF CONTENTS



|                                                                                                | Page
|----------------------------------------------------------------------------------------------- | ----
|PART I—FINANCIAL INFORMATION                                                                   
|                                                                                                |     
|Item 1.  Financial Statements.                                                                  | 1   
|                                                                                                |     
|Item 2.  Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 19  
|                                                                                                |     
|Item 3.  Quantitative and Qualitative disclosures about Market Risk.                            | 26  
|                                                                                                |     
|Item 4.  Controls and Procedures.                                                               | 26  
|                                                                                                |     
|PART II—OTHER INFORMATION                                                                      
|                                                                                                |     
|Item 1.  Legal Proceedings.                                                                     | 28  
|                                                                                                |     
|Item1A.  Risk Factors.                                                                          | 28  
|                                                                                                |     
|Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds.                           | 28  
|                                                                                                |     
|Item 3.  Defaults Upon Senior Securities.                                                       | 28  
|                                                                                                |     
|Item 4.  Mine Safety Disclosures.                                                               | 29  
|                                                                                                |     
|Item 5.  Other Information.                                                                     | 29  
|                                                                                                |     
|Item 6.  Exhibits.                                                                              | 29  
|                                                                                                |     
|SIGNATURES                                                                                      | 30  
|                                                                                                |     
|EXHIBITS                                                                                        | 31  



i







FORWARD-LOOKING STATEMENTS



Written forward–looking statements
may appear in documents filed with the Securities and Exchange Commission (“SEC”), including this quarterly reporton Form 10-Q, documents incorporated by reference, reports to stockholders and other communications.



Forward–looking statements appear
in a number of places in this quarterly report on Form 10-Qand include but are not limited to
management’s comments regarding business strategy, workover activities at our oil and gas properties, meeting our capital
raising targets and following any use of proceeds plans, our ability to and methods by which we may raise additional capital, production
and future operating results.



In this quarterly reporton Form 10-Q, the use of words such as “anticipate,” “continue,” “estimate,” “expect,”
“likely,” “may,” “project,” “should,” “believe” and similar expressions
are intended to identify uncertainties.  While we believe that the expectations reflected in those forward–looking
statements are reasonable, we cannot assure you that these expectations will prove to be correct.  Our actual results
could differ materially from those anticipated in these forward–looking statements.  The differences between actual
results and those predicted by the forward-looking statements could be material.  Forward-looking statements are based
upon our expectations relating to, among other things:



| | £ | oil and natural gas prices and demand;                                                                 
| | - | -------------------------------------------------------------------------------------------------------
| | £ | our future financial position, including cash flow, debt levels and anticipated liquidity;             
| | £ | the timing, effects and success of our acquisitions, dispositions and workover activities;             
| | £ | uncertainties in the estimation of proved reserves and in the projection of future rates of production;
| | £ | timing, amount and marketability of production;                                                        
| | £ | our ability to find, acquire, market, develop and produce new properties;                              
| | £ | effectiveness of management strategies and decisions;                                                  
| | £ | the strength and financial resources of our competitors;                                               
| | £ | climatic conditions;                                                                                   
| | £ | the receipt of governmental permits and other approvals relating to our operations;                    
| | £ | unanticipated recovery or production problems; and                                                     
| | £ | uncontrollable flows of oil, gas or well fluids.                                                       



Many of these factors are beyond our ability
to control or predict.  These factors do not represent a complete list of the factors that may affect us.  We
do not undertake to update our forward–looking statements.



ii







PART I – FINANCIAL INFORMATION

Item 1.  Financial Statements.



NATIVE AMERICAN ENERGY GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS



|                                                                                                                                                                                                                                                                       |  | June 30,    |             |   | December 31, |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ----------- | ----------- | - | ------------ | -
|                                                                                                                                                                                                                                                                       |  | 2012        |             |   | 2011         |  
|                                                                                                                                                                                                                                                                       |  | (unaudited) |             |   |              |  
|ASSETS                                                                                                                                                                                                                                                                 |  |             |             |   |              |  
|Current assets:                                                                                                                                                                                                                                                        |  |             |             |   |              |  
|Cash                                                                                                                                                                                                                                                                   |  | $           | 967         |   |              | $
|Accounts receivable                                                                                                                                                                                                                                                    |  |             | -           |   |              |  
|Prepaid expenses                                                                                                                                                                                                                                                       |  |             | -           |   |              |  
|Total current assets                                                                                                                                                                                                                                                   |  |             | 967         |   |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Other property plant and equipment, net                                                                                                                                                                                                                                |  |             | 539,217     |   |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Other assets:                                                                                                                                                                                                                                                          |  |             |             |   |              |  
|Collateral on surety bonds                                                                                                                                                                                                                                             |  |             | 175,205     |   |              |  
|Security deposits                                                                                                                                                                                                                                                      |  |             | 52,500      |   |              |  
|Total other assets                                                                                                                                                                                                                                                     |  |             | 227,705     |   |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Total assets                                                                                                                                                                                                                                                           |  | $           | 767,889     |   |              | $
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                                                                                                                                                                                                         |  |             |             |   |              |  
|Current liabilities:                                                                                                                                                                                                                                                   |  |             |             |   |              |  
|Accounts payable and accrued expenses                                                                                                                                                                                                                                  |  | $           | 1,972,864   |   |              | $
|Put liability                                                                                                                                                                                                                                                          |  |             | -           |   |              |  
|Capital leases and notes payable, short term                                                                                                                                                                                                                           |  |             | 124,884     |   |              |  
|Notes payable, bridge, net of debt discounts                                                                                                                                                                                                                           |  |             | 750,000     |   |              |  
|Loans payable, net of debt discounts                                                                                                                                                                                                                                   |  |             | 1,307,493   |   |              |  
|Total current liabilities                                                                                                                                                                                                                                              |  |             | 4,155,241   |   |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Long term debt:                                                                                                                                                                                                                                                        |  |             |             |   |              |  
|Notes payable                                                                                                                                                                                                                                                          |  |             | 13,063      |   |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Total liabilities                                                                                                                                                                                                                                                      |  |             | 4,168,304   |   |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Commitments and contingencies                                                                                                                                                                                                                                          |  |             | -           |   |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Stockholders' equity (deficit):                                                                                                                                                                                                                                        |  |             |             |   |              |  
|Preferred stock, par value $0.0001; 21,000,000 and 1,000,000 shares authorized as of June 30, 2012 and December 31, 2011, respectively                                                                                                                                 |  |             |             |   |              |  
|Series A Convertible Preferred stock, par value $0.0001; 1,000,000 shares designated, 500,000 shares issued and outstanding as of June 30, 2012 and December 31, 2011                                                                                                  |  |             | 50          |   |              |  
|Series B Callable Preferred stock, par value $0.0001; 5,750,000 shares designated, -0- shares issued and outstanding                                                                                                                                                   |  |             | -           |   |              |  
|Common stock, par value $0.001; 1,000,000,000 shares authorized, 35,564,786 and 35,128,580 shares issued as of June 30, 2012 and December 31, 2011, respectively; 35,564,786 and 33,389,830 shares outstanding as of June 30, 2012 and December 31, 2011, respectively |  |             | 35,565      |   |              |  
|Additional paid in capital                                                                                                                                                                                                                                             |  |             | 26,005,051  |   |              |  
|Common stock subscription                                                                                                                                                                                                                                              |  |             | 21,000      |   |              |  
|Deficit accumulated during development stage                                                                                                                                                                                                                           |  |             | (29,462,081 | ) |              |  
|Total stockholders' equity (deficit)                                                                                                                                                                                                                                   |  |             | (3,400,415  | ) |              |  
|                                                                                                                                                                                                                                                                       |  |             |             |   |              |  
|Total liabilities and stockholders' equity (deficit)                                                                                                                                                                                                                   |  | $           | 767,889     |   |              | $



See the accompanying notes to the unaudited
condensed consolidated financial statements



1







NATIVE AMERICAN ENERGY GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONS

(a development stage company)



|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  | From January 18,    |           
|---------------------------------------------------------------------- |  | --------------------------- | ---------- | - | ------------------------- | - | ---------- | ------- |  | - | ---------- | - |  | ------------------- | ----------
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  | 2005                |           
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  | (date of inception) |           
|                                                                       |  | Three months ended June 30, |            |   | Six months ended June 30, |   |            | through | 
|                                                                       |  | 2012                        |            |   | 2011                      |   |            | 2012    |  |   | 2011       |   |  | June 30, 2012       |           
|REVENUE                                                                |  | $                           | -          |   |                           | $ | -          |         |  | $ | -          |   |  | $                   | -         
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Operating expenses:                                                    |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Selling, general and administrative                                    |  |                             | 300,753    |   |                           |   | 1,077,729  |         |  |   | 734,576    |   |  |                     | 1,280,020 
|Impairment of undeveloped properties                                   |  |                             | -          |   |                           |   | 24,121     |         |  |   | -          |   |  |                     | 28,773    
|Impairment of acquired licenses                                        |  |                             | -          |   |                           |   | -          |         |  |   | -          |   |  |                     | -         
|Loss on repossession of fixed assets                                   |  |                             | -          |   |                           |   | -          |         |  |   | -          |   |  |                     | -         
|Litigation settlement                                                  |  |                             | -          |   |                           |   | 100,313    |         |  |   | 1,757,182  |   |  |                     | 100,313   
|Depreciation and amortization                                          |  |                             | 38,450     |   |                           |   | 31,084     |         |  |   | 78,240     |   |  |                     | 61,919    
|Total operating expenses                                               |  |                             | 339,203    |   |                           |   | 1,233,247  |         |  |   | 2,569,998  |   |  |                     | 1,471,025 
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Loss from operations                                                   |  |                             | (339,203   | ) |                           |   | (1,233,247 | )       |  |   | (2,569,998 | ) |  |                     | (1,471,025
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Other income (expense):                                                |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Interest income                                                        |  |                             | 87         |   |                           |   | 86         |         |  |   | 174        |   |  |                     | 151       
|Gain on settlement of debt                                             |  |                             | 653,220    |   |                           |   | 4,794      |         |  |   | 653,220    |   |  |                     | 4,794     
|Other income                                                           |  |                             | 6,016      |   |                           |   | 21,818     |         |  |   | 17,588     |   |  |                     | 21,818    
|Interest expense                                                       |  |                             | (58,526    | ) |                           |   | (20,883    | )       |  |   | (288,273   | ) |  |                     | (35,980   
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Income (loss) before provision for income taxes                        |  |                             | 261,595    |   |                           |   | (1,227,432 | )       |  |   | (2,187,288 | ) |  |                     | (1,480,242
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Provision for income taxes (benefit)                                   |  |                             | -          |   |                           |   | -          |         |  |   | -          |   |  |                     | -         
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|NET INCOME (LOSS)                                                      |  | $                           | 261,595    |   |                           | $ | (1,227,432 | )       |  | $ | (2,187,288 | ) |  | $                   | (1,480,242
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Net Income (loss) per common share, basic                              |  | $                           | 0.01       |   |                           | $ | (0.04      | )       |  | $ | (0.06      | ) |  | $                   | (0.05     
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Net Income (loss) per common share, diluted                            |  | $                           | 0.01       |   |                           | $ | (0.04      | )       |  | $ | (0.06      | ) |  | $                   | (0.05     
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Weighted average number of outstanding shares, basic and fully diluted |  |                             | 35,690,888 |   |                           |   | 29,779,546 |         |  |   | 35,473,878 |   |  |                     | 28,463,047
|                                                                       |  |                             |            |   |                           |   |            |         |  |   |            |   |  |                     |           
|Weighted average number of outstanding shares, diluted                 |  |                             | 36,538,888 |   |                           |   | 29,779,546 |         |  |   | 35,473,878 |   |  |                     | 28,463,047



See the accompanying notes to the unaudited
condensed consolidated financial statements



2







NATIVE AMERICAN ENERGY GROUP, INC

CONSOLIDATED STATEMENT OF SHAREHOLDERS'
EQUITY (DEFICIT)

(a development stage company)

FROM JANUARY 1, 2012 THROUGH JUNE 30,
2012

(unaudited)



|                                                                                               |  |                 |         |  |              |   |    |            |  |  |            |   |  |                    |        |   | Common       |   |            | Deficit           |  |   |        | 
|---------------------------------------------------------------------------------------------- |  | --------------- | ------- |  | ------------ | - | -- | ---------- |  |  | ---------- | - |  | ------------------ | ------ | - | ------------ | - | ---------- | ----------------- |  | - | ------ | 
|                                                                                               |  | Preferred stock |         |  | Common stock |   |    | Additional |  |  | Stock      |   |  | Accumulated during |        |   |              |  
|                                                                                               |  | Shares          |         |  | Amount       |   |    | Shares     |  |  | Amount     |   |  | Paid in Capital    |        |   | Subscription |   |            | Development Stage |  |   | Total  | 
|Balance, December 31, 2011                                                                     |  |                 | 500,000 |  |              | $ | 50 |            |  |  | 33,389,830 |   |  | $                  | 33,390 |   |              | $ | 23,137,767 |                   |  | $ | -      | 
|Sale of common stock                                                                           |  |                 | -       |  |              |   | -  |            |  |  | 1,267,800  |   |  |                    | 1,268  |   |              |   | 315,682    |                   |  |   | -      | 
|Common stock issued for services                                                               |  |                 | -       |  |              |   | -  |            |  |  | 180,000    |   |  |                    | 180    |   |              |   | 104,820    |                   |  |   | -      | 
|Common stock issued in settlement of litigation                                                |  |                 | -       |  |              |   | -  |            |  |  | 2,345,506  |   |  |                    | 2,345  |   |              |   | 789,871    |                   |  |   | -      | 
|Common stock issued in settlement of debt                                                      |  |                 | -       |  |              |   | -  |            |  |  | 281,650    |   |  |                    | 282    |   |              |   | 173,608    |                   |  |   | -      | 
|Net common stock returned and canceled in connection with amendment
    to licensing agreement |  |                 | -       |  |              |   | -  |            |  |  | (1,900,000 | ) |  |                    | (1,900 | ) |              |   | 1,900      |                   |  |   | -      | 
|Common stock subscription                                                                      |  |                 | -       |  |              |   | -  |            |  |  | -          |   |  |                    | -      |   |              |   | -          |                   |  |   | 21,000 | 
|Expiry of put agreement                                                                        |  |                 | -       |  |              |   | -  |            |  |  | -          |   |  |                    | -      |   |              |   | 100,000    |                   |  |   | -      | 
|Fair value of warrant obligation to be issued in settlement of obligation                      |  |                 | -       |  |              |   | -  |            |  |  | -          |   |  |                    | -      |   |              |   | 1,381,403  |                   |  |   | -      | 
|Net loss                                                                                       |  |                 | -       |  |              |   | -  |            |  |  | -          |   |  |                    | -      |   |              |   | -          |                   |  |   | -      | 
|Balance, June 30, 2012                                                                         |  |                 | 500,000 |  |              | $ | 50 |            |  |  | 35,564,786 |   |  | $                  | 35,565 |   |              | $ | 26,005,051 |                   |  | $ | 21,000 | 



See the accompanying notes to the unaudited
condensed consolidated financial statements



3







NATIVE AMERICAN ENERGY GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF
CASH FLOWS





|                                                                            |  |                           |            |   |                             |   |            | From January 18, 2005 | 
|--------------------------------------------------------------------------- |  | ------------------------- | ---------- | - | --------------------------- | - | ---------- | --------------------- | 
|                                                                            |  | Six months ended June 30, |            |   | (date of inception) through |  
|                                                                            |  | 2012                      |            |   | 2011                        |   |            | June 30, 2012         | 
|CASH FLOWS FROM OPERATING ACTIVITIES:                                       |  |                           |            |   |                             |   |            |                       | 
|Net loss                                                                    |  | $                         | (2,187,288 | ) |                             | $ | (1,480,242 | )                     | 
|Adjustments to reconcile net loss to net cash used in operating activities: |  |                           |            |   |                             |   |            |                       | 
|Depreciation and amortization                                               |  |                           | 78,240     |   |                             |   | 61,919     |                       | 
|Impairment losses                                                           |  |                           | -          |   |                             |   | 28,773     |                       | 
|Losses on repossession of fixed assets                                      |  |                           | -          |   |                             |   | -          |                       | 
|Equity based compensation                                                   |  |                           | 139,923    |   |                             |   | 987,892    |                       | 
|Gain on settlement of debt                                                  |  |                           | (663,220   | ) |                             |   | (4,794     | )                     | 
|Common stock issued in connection with debt                                 |  |                           | -          |   |                             |   | -          |                       | 
|Common stock issued in settlement of litigation                             |  |                           | 375,779    |   |                             |   | -          |                       | 
|Fair value of warrants to be issued in settlement of litigation             |  |                           | 1,381,403  |   |                             |   | -          |                       | 
|Fair value of warrants issued in connection with debt                       |  |                           | 185,306    |   |                             |   | -          |                       | 
|Preferred stock issued for services                                         |  |                           | -          |   |                             |   | -          |                       | 
|(Increase) decrease in:                                                     |  |                           |            |   |                             |   |            |                       | 
|Accounts receivable                                                         |  |                           | 15,213     |   |                             |   |            |                       | 
|Licensing                                                                   |  |                           | (407       | ) |                             |   | -          |                       | 
|Guarantee fees                                                              |  |                           | -          |   |                             |   | -          |                       | 
|Surety bond                                                                 |  |                           | (175       | ) |                             |   | (151       | )                     | 
|Deposits                                                                    |  |                           | -          |   |                             |   | 107,997    |                       | 
|Increase (decrease) in:                                                     |  |                           |            |   |                             |   |            |                       | 
|Accounts payable and accrued expenses                                       |  |                           | 346,041    |   |                             |   | 41,287     |                       | 
|Net cash (used in) operating activities                                     |  |                           | (329,185   | ) |                             |   | (257,319   | )                     | 
|                                                                            |  |                           |            |   |                             |   |            |                       | 
|CASH FLOWS FROM INVESTING ACTIVITIES:                                       |  |                           |            |   |                             |   |            |                       | 
|Investment in oil and gas properties                                        |  |                           | -          |   |                             |   | -          |                       | 
|Purchase of property and equipment                                          |  |                           | -          |   |                             |   | (9,946     | )                     | 
|Net cash (used in) investing activities                                     |  |                           | -          |   |                             |   | (9,946     | )                     | 
|                                                                            |  |                           |            |   |                             |   |            |                       | 
|CASH FLOWS FROM FINANCING ACTIVITIES:                                       |  |                           |            |   |                             |   |            |                       | 
|Proceeds from sale of common stock and subscriptions                        |  |                           | 337,950    |   |                             |   | 205,000    |                       | 
|Proceeds from sale of royalty interest                                      |  |                           | -          |   |                             |   | -          |                       | 
|Proceeds from loans payable                                                 |  |                           | 14,000     |   |                             |   | 204,500    |                       | 
|Proceeds from notes payable                                                 |  |                           | -          |   |                             |   | -          |                       | 
|Contributions by major shareholders                                         |  |                           | -          |   |                             |   | -          |                       | 
|Payments of capital leases                                                  |  |                           | -          |   |                             |   | -          |                       | 
|Payments on loans payable                                                   |  |                           | (38,387    | ) |                             |   | (115,350   | )                     | 
|Payments of notes payable                                                   |  |                           | (1,146     | ) |                             |   | (3,000     | )                     | 
|Net cash provided by financing activities                                   |  |                           | 312,417    |   |                             |   | 291,150    |                       | 
|                                                                            |  |                           |            |   |                             |   |            |                       | 
|Net (decrease) increase in cash and cash equivalents                        |  |                           | (16,768    | ) |                             |   | 23,885     |                       | 
|Cash and cash equivalents, beginning of the period                          |  |                           | 17,735     |   |                             |   | 5,828      |                       | 
|                                                                            |  |                           |            |   |                             |   |            |                       | 
|Cash and cash equivalents, end of period                                    |  | $                         | 967        |   |                             | $ | 29,713     |                       | 
|                                                                            |  |                           |            |   |                             |   |            |                       | 
|SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:                          |  |                           |            |   |                             |   |            |                       | 
|Cash paid during period for interest                                        |  | $                         | -          |   |                             | $ | -          |                       | 
|Cash paid during period for taxes                                           |  | $                         | -          |   |                             | $ | -          |                       | 
|                                                                            |  |                           |            |   |                             |   |            |                       | 
|NON CASH INVESTING AND FINANCING ACTIVITIES:                                |  |                           |            |   |                             |   |            |                       | 
|Common stock issued for services rendered                                   |  | $                         | 105,000    |   |                             | $ | 2,899,500  |                       | 
|Common stock issued for licensing                                           |  | $                         | -          |   |                             | $ | -          |                       | 
|Common stock issued for conversion of debt                                  |  | $                         | 173,890    |   |                             | $ | 1,500      |                       | 
|Preferred stock issued for services rendered                                |  | $                         | -          |   |                             | $ | -          |                       | 





See the accompanying notes to the unaudited
condensed consolidated financial statements



4







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES



A summary of the significant accounting
policies applied in the presentation of the accompanying financial statements follows:



Business and Basis of Presentation



Native American Energy Group, Inc., formerly
Flight Management International, Inc. (the “Company”), was incorporated under the laws of the state of Delaware on
November 1, 1996.  The Company leases and, using enhanced oil recovery capabilities, revitalizes abandoned oil fields
which were previously developed and capped.  The oil and natural gas fields are owned by individual land owners and located
on Native and non-Native American lands in the state of Montana and Alaska.



The consolidated financial statements include
the accounts of the Company, including our wholly owned subsidiary, NAEG Alaska Corporation (“NAEG Alaska”), a Delaware
corporation incorporated in 2005 that was formerly known as Fowler Oil & Gas Corporation; and its wholly owned subsidiary,
NAEG CBM Operations LLC (“NAEG Operations”), an Alaskan limited liability company formed in August 2006 that was formerly
known as Fowler Oil & Gas Alaska, LLC. All significant intercompany balances and transactions have been eliminated in
consolidation.



To implement its current business plan,
significant additional financing will be required and the Company will need to be successful in its efforts to identify, acquire
and develop oil and gas reserves that are economically recoverable.



The Company is in the development stage
as defined by Accounting Standards Codification subtopic 915-10 Development Stage Entities (“ASC 915-10”) with its
efforts principally devoted to developing oil and gas reserves.  To date, the Company, has not generated sales revenues,
has incurred expenses, and has sustained losses.  Consequently, its operations are subject to all the risks inherent
in the establishment of a new business enterprise.  For the period from inception through June 30, 2012, the Company
has accumulated losses of $29,462,081.



Interim Financial Statements



The accompanying unaudited interim condensed
consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United
States (“GAAP”) for interim financial information and the instructions to Form 10-Q and Rule 8-03 of Regulation
S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the
opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation
have been included. Operating results for the six-month period ended June 30, 2012 are not necessarily indicative of the results
that may be expected for the full fiscal year. These unaudited condensed consolidated financial statements should be read in conjunction
with the audited consolidated financial statements and notes thereto for the year ended December 31, 2011 included in the Company’s
Annual Report on Form 10-K filed with the SEC on April 16, 2012.



Estimates



The preparation of the financial statements
in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures.  Accordingly,
actual results could differ from those estimates.



Cash and Cash Equivalents



The Company considers all highly liquid
investments purchased with an original maturity of three months or less to be cash equivalents.



5







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



Property and Equipment



Property and equipment is recorded at cost.  Depreciation
of assets is provided by use of a straight line method over the estimated useful lives of the related assets.  Expenditures
for replacements, renewals, and betterments are capitalized.  Maintenance and repairs are charged to operations as incurred.



Undeveloped Oil and Gas Properties



Acquisition, exploration, and development
of oil and gas activities are capitalized when costs are recoverable and directly result in an identifiable future benefit, following
the full cost method of accounting.  Improvements that increase capacity or extend the useful lives of assets are capitalized.  Maintenance
and turnaround costs are expensed as incurred.



Undeveloped oil and gas properties are
assessed, at minimum annually or as economic events dictate, for potential impairment.  Impairment is assessed by comparing
the estimated net undiscounted future cash flows to the carrying value of the asset.  If required, the impairment recorded
is the amount by which the carrying value of the asset exceeds its fair value.



Capitalized costs are depleted and depreciated
on the unit-of-production method based on the estimated gross proved reserves once determined by the independent petroleum engineers.  Depletion
and depreciation is calculated using the capitalized costs, including estimated asset retirement costs, plus the estimated future
costs to be incurred in developing proved reserves, net of estimated salvage value.



Costs of acquiring and evaluating unproved
properties and major development projects are excluded from the depletion and depreciation calculation if and until it is determined
whether or not proved reserves can be assigned to such properties.  Costs of unproved properties and major development
projects are transferred to depletable costs based on the percentage of reserves assigned to each project over the expected total
reserves when the project was initiated.  These costs are assessed periodically to ascertain whether impairment has occurred.



Depletion and Amortization of Oil
and Gas Properties



The Company follows the full cost method
of accounting for oil and gas properties.  Accordingly, all costs associated with acquisition, exploration and development
of properties within a relatively large geopolitical cost center are capitalized when incurred and are amortized as mineral reserves
in the cost center are produced, subject to a limitation that the capitalized costs not exceed the value of those reserves.  All
costs incurred in oil and gas producing activities are regarded as integral to the acquisition, discovery, and development of whatever
reserves ultimately result from the efforts as a whole, and are thus associated with the Company’s reserves.  The
Company capitalizes internal costs directly identified with performing or managing acquisition, exploration, and development activities.  Unevaluated
costs are excluded from the full cost pool and are periodically evaluated for impairment rather than amortized.  Upon
evaluation, costs associated with productive properties are transferred to the full cost pool and amortized.  Gains or
losses on the sale of oil and natural gas properties are generally included in the full cost pool unless the entire pool is sold.



6







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



Capitalized costs and estimated future
development costs are amortized on a unit-of-production method based on proved reserves associated with the applicable cost center.  The
Company has assesses for impairment for oil and natural gas properties for the full cost pool quarterly using a ceiling test to
determine if impairment is necessary.  Specifically, the net unamortized costs for each full cost pool, less related
deferred income taxes, should not exceed the following: (a) the present value, discounted at 10%, of future net cash flows from
estimated production of proved oil and gas reserves, plus (b) all costs being excluded from the amortization base, plus (c) the
lower of cost or estimated fair value of unproved properties included in the amortization base, less (d) the income tax effects
related to differences between the book and tax basis of the properties involved.  The present value of future net revenues
should be based on current prices, with consideration of price changes only to the extent provided by contractual arrangements,
as of the latest balance sheet presented.  The full cost ceiling test must take into account the prices of qualifying
cash flow hedges in calculating the current price of the quantities of the future production of oil and gas reserves covered by
the hedges as of the balance sheet date.  In addition, the use of the hedge-adjusted price should be consistently applied
in all reporting periods and the effects of using cash flow hedges in calculating the ceiling test, the portion of future oil and
gas production being hedged, and the dollar amount that would have been charged to income had the effects of the cash flow hedges
not been considered in calculating the ceiling limitation should be disclosed.  Any excess is charged to expense during
the period that the excess occurs.  The Company did not have any hedging activities during the years ended December 31,
2011 and 2010.  Application of the ceiling test is required for quarterly reporting purposes, and any write-downs cannot
be reinstated even if the cost ceiling subsequently increases by year-end.  Sales of proved and unproved properties are
accounted for as adjustments of capitalized costs with no gain or loss recognized, unless such adjustments would significantly
alter the relationship between capitalized costs and proved reserves of oil and gas, in which case the gain or loss is recognized
in income.



Abandonment of properties is accounted for as adjustments
of capitalized costs with no loss recognized.



During the year ended December 31, 2011,
the Company management performed an evaluation of its unproved properties for purposes of determining the implied fair value of
the assets at the end of each respective year. The test indicated that the recorded remaining book value of its unproved properties
exceeded its fair value for the years ended December 31, 2011.  As a result, upon completion of the assessment, management
recorded a non-cash impairment charge of $690,552, net of tax, or $0.02 per share during the year ended December 31, 2011 to reduce
the carrying value of the unproved properties to $-0-. Considerable management judgment is necessary to estimate the fair value.  Accordingly,
actual results could vary significantly from management’s estimates.



Intangible assets



The Company accounts for and reports acquired
goodwill and other intangible assets under Accounting Standards Codification subtopic 305-10, Intangibles, Goodwill and Other (“ASC
305-10”). In accordance with ASC 305-10, the Company tests its intangible assets for impairment on an annual basis and when
there is reason to suspect that their values have been diminished or impaired. Any write-downs will be included in results from
operations.



Asset Retirement Obligations



The Company accounts for reclamation costs
under the provisions of Accounting Standards Codification subtopic 410-20, Asset Retirement and Environmental Obligations, Asset
Retirement Obligations (“ASC 410-20”).  ASC 410-20 addresses financial accounting and reporting for obligations
associated with the retirement of tangible long-lived assets and the associated asset retirement costs.  Specifically,
the statement requires that retirement obligations be recognized when they are incurred and displayed as liabilities with the initial
measurement being at the present value of estimated third party costs.  In addition, the asset retirement cost is capitalized
as part of the assets’ carrying value and subsequently allocated to expense over the assets’ useful lives.  There
are no changes in the carrying amounts of the asset retirement obligations as no expenses have yet been incurred.



7







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



The Company is obligated to maintain a
surety bond in conjunction with certain acquired leases.  Our obligation for site reclamation does not become a liability
until production begins.



Comprehensive Income



The Company does not have any items of
comprehensive income in any of the periods presented.



Revenue Recognition



Revenues from the sale of petroleum and
natural gas are recorded when title passes from the Company to its petroleum or natural gas purchaser and collectability is reasonably
assured.



Other Income



During the six months ended June 30, 2012, we received proceeds
from the sale of oil from one well on our sites in the amount of $11,572, which is included as Other Income on the Statement of
Operations.



Stock-Based Payments



The Company follows the Accounting Standards
Codification subtopic 718-10, Compensation (“ASC 718-10”), which requires all share-based payments to employees, including
grants of employee stock options, to be recognized in the income statement based on their fair values.  Pro-forma disclosure
is no longer an alternative.  This statement does not change the accounting guidance for share-based payment transactions
with parties other than employees provided in ASC 718-10.  The Company implemented AC 718-10 on January 1, 2006
using the modified prospective method.



As of June 30, 2012, there were no outstanding
employee stock options.



Fair Values



The Company follows the Accounting Standards
Codification subtopic 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”).  ASC 820-10 defines
fair value, establishes a framework for measuring fair value, and enhances fair value measurement disclosure.  ASC 820-10
delays, until the first quarter of fiscal year 2009, the effective date for ASC 820-10 for all non-financial assets and non-financial
liabilities, except those that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least
annually).  The adoption of ASC 820-10 did not have a material impact on the Company’s financial position or operations.



Advertising Costs



The Company expenses advertising costs
as incurred.  Advertising expenses were $-0- for the three and six months ended June 30, 2012 and June 30, 2011 and from
January 18, 2005 (date of inception) through June 30, 2012.



Income Taxes



The Company follows Accounting Standards
Codification subtopic 740-10, Income Taxes (“ASC 740-10”), which requires the recognition of deferred tax liabilities
and assets for the expected future tax consequences of events that have been included in the financial statement or tax returns.  Under
this method, deferred tax liabilities and assets are determined based on the difference between financial statements and tax basis
of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.  Temporary
differences between taxable income reported for financial reporting purposes and income tax purposes consist primarily of stock
compensation accounting versus tax differences.



8







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



Net Loss per Share



The Company follows Accounting Standards
Codification subtopic 260-10, Earnings Per Share (“ASC 260-10”), which specifies the computation, presentation and
disclosure requirements of earnings per share information.  Basic earnings per share have been calculated based upon
the weighted average number of common shares outstanding.  The Company’s common stock equivalents, represented
by convertible preferred stock and warrants, were not considered, as including such would be anti-dilutive for the three and six
months ended June 30, 2012 and for the three and six months ended June 30, 2011.



Reliance on Key Personnel and Consultants



The Company has five full-time employees
who are executive officers and no part-time employees.  The Company’s officers do not receive any payroll and their
assistance is now being provided on an expense reimbursement basis.  This situation will remain constant until such time
as the Company has sufficient capital to afford to pay salaries.  Additionally, there are outside consultants performing
various specialized services.  The Company is heavily dependent on the continued active participation of these current
executive officers, employees and key consultants.  The loss of any of the senior management or key consultants could
significantly and negatively impact the business of the Company until adequate replacements can be identified and put in place.



Concentrations of Credit Risk



The Company’s cash is exposed to
a concentration of credit risk.  Effective December 31, 2010 and extending through December 31, 2012, all non-interest-bearing
transaction accounts are fully insured by the Federal Deposit Insurance Corporation (FDIC), regardless of the balance of the account.  Generally,
the Company’s cash and cash equivalents in interest-bearing accounts may exceed FDIC insurance limits.  The financial
stability of these institutions is periodically reviewed by senior management.



Reclassification



Certain reclassifications have been made
in prior year’s financial statements to conform to classifications used in the current year.



Recent Accounting Pronouncements



There were various updates recently issued,
most of which represented technical corrections to the accounting literature or application to specific industries and are not
expected to a have a material impact on the Company’s consolidated financial position, results of operations or cash flows.



NOTE 2 – GOING CONCERN MATTERS



The Company has incurred a net loss of
$2,187,288 and $1,480,242 for the six months ended June 30, 2012 and June 30, 2011, respectively.  The Company has incurred
significant losses and had an accumulated deficit of $29,462,081 at June 30, 2012.  These factors raise substantial doubt
about the Company’s ability to continue as a going concern.



There can be no assurance that sufficient
funds will be generated during the next 12 months or thereafter from the Company’s current operations, or those funds will
be available from external sources, such as debt or equity financings or other potential sources.  The lack of additional
capital could force the Company to curtail or cease operations and would, therefore, have a material adverse effect on its business.  Furthermore,
there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not
have a significant dilutive effect on the Company’s existing stockholders.



9







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



The accompanying financial statements do
not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classifications
of liabilities that may result should the Company be unable to continue as a going concern.



NOTE 3 – OIL AND GAS PROPERTIES, UNEVALUATED



Unevaluated and Unproved properties are
comprised of acquired leases on Native American tribal lands and non-native lands in the states of Montana and Alaska.  All
properties are in development stage with unproven and unevaluated reserves.



NOTE 4 – PROPERTY AND EQUIPMENT



Property and equipment are comprised of
the following:



|                              |  | June 30, |           |   | December 31, |  
|----------------------------- |  | -------- | --------- | - | ------------ | -
|                              |  | 2012     |           |   | 2011         |  
|Field equipment               |  | $        | 1,116,585 |   |              | $
|Office equipment              |  |          | 40,283    |   |              |  
|Furniture and fixtures        |  |          | 31,704    |   |              |  
|Transportation equipment      |  |          | 54,250    |   |              |  
|Leasehold improvements        |  |          | 39,806    |   |              |  
|Total                         |  |          | 1,282,628 |   |              |  
|Less accumulated depreciation |  |          | (743,411  | ) |              |  
|Net                           |  | $        | 539,217   |   |              | $



Depreciation is recorded ratably over the
estimated useful lives of five to ten years.  Depreciation expense was $38,450 and $31,084 for the three months ended
June 30, 2012 and 2011, respectively; $78,240 and $61,919 for the six months ended June 30, 2012 and 2011, respectively; and $461,971
from January 18, 2005 (date of inception) through June 30, 2012, respectively.



In October 2011, we acquired a vehicle for
a down payment of $12,000 towards the total purchase price of $29,500.  For credit purposes only, the vehicle's title and
related loan were issued in the name of our president.  Upon settlement of the outstanding loan, the vehicle's ownership will
be transferred to our name. For accounting purposes, the vehicle and related loan are recorded as part of our financial statements
as assets and obligations, respectively.



NOTE 5 – SURETY BONDS



The Company has an aggregate of $175,205
and $175,030, as of June 30, 2012 and December 31, 2011, respectively, deposited in a financial institution as collateral for posted
surety bonds with various governmental agencies as assurance for possible well-site reclamation, if required.  The Company
is obligated to maintain a surety bond in conjunction with certain acquired leases.  Our obligation for site reclamation
does not become a liability until production begins.



10







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



NOTE 6 – SECURITY DEPOSITS



The Company had an aggregate of $50,000
as of June 30, 2012 and December 31, 2011 deposited in two financial institutions as collateral for posted surety bonds with
various governmental agencies in Alaska and Montana as assurance for possible well-site reclamation, if required.  The
Company is obligated to maintain a surety bond in conjunction with certain drilling permits.  In March 2011, the
Company cancelled one of its oil and gas surety bonds in the amount $100,000 issued to the Alaska Oil & Gas Conservation
Commission (“AOGCC”) for its Kircher Unit state drilling permit in Alaska. As a result of the bond termination,
the financial institution returned the $100,000 cash collateral to the Company. In the event that the Company re-applies for the
state drilling permit with the AOGCC, it will be required to re-post a bond in the amount of $100,000.  During the year ended
December 31, 2011, the Company forfeited an $8,590 deposit held as security for its corporate office lease in New York.



NOTE 7 – ACCOUNTS PAYABLE AND
ACCRUED EXPENSES



Accounts payable and accrued expenses are
comprised of the following:



|                                      |  | June 30, |           |  | December 31, |  
|------------------------------------- |  | -------- | --------- |  | ------------ | -
|                                      |  | 2012     |           |  | 2011         |  
|Accounts payable and accrued expenses |  | $        | 1,684,432 |  |              | $
|Accrued interest                      |  |          | 288,432   |  |              |  
|                                      |  | $        | 1,972,864 |  |              | $



During the six months ended June 30, 2012,
the Company issued an aggregate of 281,650 shares of its common stock in settlement of $50,000 of notes payable and $387,100 of
accounts payable and accrued interest recognizing a gain on settlement of debt of $253,220.



NOTE 8 – PUT LIABILITY



On June 28, 2011, the Company offered to
certain purchasers of the Company’s common stock the right to rescind their previous common stock acquisitions and receive
in exchange for any shares relinquished to the Company a payment equal to their original purchase price plus interest at the applicable
statutory rate in the state they reside.  The Company made the rescission offer as it believes that the prior issuances
of common stock to such purchasers may have been brokered by unregistered persons and thus may have been made in violation of the
Securities Act of 1933, as amended (the “Securities Act”).  The common stock subject to the rescission offers total 2,732,500
common shares and were sold in 2010 and 2011 at prices ranging from $0.08 to $0.10 per share.  The rescission offer expired
at 5:00 pm (EDT) on August 1, 2011.



On August 1, 2011, we received one acceptance
of the rescission offer in the amount of 1,125,000 shares for the return of $100,000.  Accordingly, the Company reclassified
$100,000 from equity to a put liability as of June 30, 2011.



During the six months ended June 30, 2012,
the right or rescission as described above expired, accordingly, and the Company reclassified $100,000 from put liability to equity.



11







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



NOTE 9 – CAPITAL LEASES AND NOTES PAYABLE



Notes payable are comprised of the following:



|                                                                                                                                                                 |  | June 30, 2012 |         |  | December 31, 2011 |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | ------- |  | ----------------- | -
|Note payable, due in monthly installments of $589 including interest of 24.9% due to mature in December 2015, secured by equipment                               |  | $             | 16,658  |  |                   | $
|Note payable, due in monthly installments of $369 including interest of 2.9%, due to mature in April 2013, secured by related equipment. Currently in default    |  | $             | 14,788  |  |                   | $
|Note payable, due in monthly installments of $1,022 including interest of 18.89%, due to mature in July 2013, secured by related equipment. Currently in default |  | $             | 37,001  |  |                   | $
|Note payable, due in March 2012 at 0% interest., currently in default                                                                                            |  |               | 69,500  |  |                   |  
|Sub-total                                                                                                                                                        |  |               | 137,947 |  |                   |  
|Less current portion                                                                                                                                             |  |               | 124,884 |  |                   |  
|Long term portion                                                                                                                                                |  | $             | 13,063  |  |                   | $



During the year ended December 31, 2011,
the Company was notified by the lender that it will not be held responsible for an installment loan previously in default of $10,109
including accrued interest of $6,703 Accordingly, the Company recorded a gain on settlement of debt of $16,812.



During the six months ended June 30, 2012, the Company amended
a previously acquired licensing agreement with no remaining carrying value, whereby the remaining debt obligation was reduced from
$469,500 to $69,500. Accordingly, the Company recognized a gain on settlement of debt of $400,000 to current period operations.



NOTE 10 – LOANS PAYABLE



Loans payable are comprised of the following:



|                                                                                                                                                                                                                        |  | June 30, 2012 |           |  | December 31, 2011 |  
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------- | --------- |  | ----------------- | -
|Loan payable, - bearing 7.5% per annum with no specific due date, guaranteed by Company officers. Currently in default.                                                                                                 |  | $             | 130,000   |  |                   | $
|Loan payable, bearing 6.25% per annum, secured by certain oil and gas properties; due February 29, 2012, net of debt discount of $-0- and $83,432, respectively. Currently in default                                   |  |               | 593,000   |  |                   |  
|Loan payable, bearing 12% per annum through February 29, 2012; 15% thereafter, secured by certain oil and gas properties; due April 29, 2012, net of debt discount of $7,886 and $32,632, respectively.                 |  |               | 130,000   |  |                   |  
|Various loans payable, with interest rates from 4% to 20% per annum, unsecured, currently in default ($114,461 and $103,133 related party loans, respectively), net of debt discount of $-0- and $69,245, respectively. |  |               | 454,493   |  |                   |  
|Total                                                                                                                                                                                                                   |  |               | 1,307,493 |  |                   |  
|Less current portion                                                                                                                                                                                                    |  |               | 1,307,493 |  |                   |  
|Long term portion                                                                                                                                                                                                       |  | $             | -         |  |                   | $



12







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



In connection with the issuance of debt
on November 8, 2011, the Company issued an aggregate of 593,000 warrants to purchase the Company's common stock at $0.001 per share
for five years from the date of issuance. The aggregate fair value of $157,130 was determined using the Black Scholes option pricing
model based on the following assumptions: dividend yield: 0%; volatility: 369.88% to 375.20% and risk free rate of 0.96%. The determined
fair value of the issued warrants are amortized ratably over the term of the loan.



In connection with the issuance of debt
on December 12, 2011, the Company issued an aggregate of 55,000 warrants to purchase the Company's common stock at $0.001 per share
for five years from date of issuance and 75,000 shares of the Company's common stock. The aggregate fair value of the warrants
of $15,300 was determined using the Black Scholes option pricing model based on the following assumptions: dividend yield: 0%;
volatility: 364.69% to 366.74% and risk free rate of 0.96%. The total determined fair value of the issued warrants and common stock
of $37,800 is amortized ratably over the term of the loan.



During the six months ended June 30, 2012,
the Company issued 92,390 shares of its common stock in settlement of $50,000 notes payable and related accrued interest recognizing
a gain on settlement of debt of $36,956.



NOTE 11 – NOTES PAYABLE-BRIDGE



On July 25, 2011, the Company began conducting
a private placement of up to $600,000 of Bridge Units (the “Units”) at a price of $25,000 per Unit to accredited investors
only (the “Offering”); provided, however, that up to an additional six Units may be offered to fill over-allotments.  Each
Unit consists of (1) a $25,000 promissory note (each, a “Bridge Note,” as more fully described below), unless extended
pursuant to the Bridge Note, and (2) 50,000 shares of the Company’s common stock.



The Bridge Notes are secured by a first
lien on certain oil and gas leases and related equipment and were initially due the earlier of (i) November 30, 2011 (subsequently
extended to January 31, 2012 with the payment of accrued interest) or (ii) within two business days following the close of any
debt or equity financing totaling $3,000,000 or more.  The interest rate(s) is at 6.25% per annum through September 30,
2011; 8.25% per annum from October 1, 2011 through November 30, 2011; and 12.25% per annum thereafter (default interest).  Interest
is payable at the end of each period and payable monthly thereafter.  During the year ended December 31, 2011, the Company
issued an aggregate of $750,000 Units.



In connection with the issuance of the
Units, the Company issued an aggregate of 1,500,000 shares of its common stock.  The fair value of the common stock of
$440,938 was recorded as a debt discount and amortized ratably to current period interest expense. During the year ended December
31, 2011, the Company has amortized $371,693 to interest expense.



During the months of August and September
2011, the Company entered into non-exclusive placement agent agreements (each, a “Placement Agent Agreement”) with
the following broker-dealers registered with the SEC and who are members of the Financial Industry Regulatory Authority (“FINRA”):
Beige Securities, LLC; ViewTrade Securities, Inc.; McNicoll, Lewis & Vlak LLC; Park City Capital, Inc.; and I-Bankers Securities,
Inc. Aegis Capital Corporation and Halcyon Cabot Partners Ltd.  Each Placement Agent Agreement provides that the respective
placement agent will receive (1) a placement agent fee equal to 5% of the gross proceeds from sales of Units by such placement
agent; and (2) a five-year warrant to purchase that certain number of shares of our common stock equal to 10% of the common stock
sold in the offering by such placement agent exercisable at $0.60 per share.  The term of each Placement Agent Agreement
is coterminous with the term of the offering. During the year ended December 31, 2011, the Company charged the fair value of the
warrants of $37,498 to current period operations. The estimated fair value of the issued warrants were determined using the Black
Scholes option pricing model based on the following assumptions: dividend yield: 0%; volatility: 371.27% and risk free rate of
0.96%.



13







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



NOTE 12 – STOCKHOLDERS’
EQUITY



Preferred Stock



Amendments to Certificate of Incorporation;
Designations of Preferred Stock



On May 8, 2012, the Company filed with
the Delaware Secretary of State a Certificate of Amendment to its Certificate of Incorporation establishing a class of blank check
preferred stock comprised of 20,000,000 shares, in addition to its 1,000,000,000 authorized common stock and 1,000,000 authorized
Series A Convertible Preferred Stock (the “Series A”).



On May 9, 2012, the Company filed a Certificate
of Designations designating 5,750,000 of the newly created blank check preferred as Series B Callable Preferred Stock (the “Series
B”) and setting forth the rights, powers, designations and preferences of the Series B.



On May 10, 2012, the Company filed a Certificate
of Amendment to its Certificate of Designations for the Series A dated September 22, 2009.



The Series A



The general attributes of the Series A
is as follows:



Rank. The Series A ranks junior
to the Senior B and pari passu with our common stock for liquidation and dividend rights.



Dividends.  Holders of
the Series A shall be entitled to receive cumulative dividends quarterly at the rate of 13% per annum of (as adjusted for subdivisions,
combinations, stock dividends, recapitalizations and the like, the “Original Issue Price”) for the first year following
the original date of issuance of such share of Series B, and at the rate of 15% per annum of the Original Issue Price for each
subsequent year until such share of Series B is redeemed.  No dividends or other distributions shall be made or declared,
in cash or in kind, to holders of the Series A or our common stockholders unless and until a dividend of like amount is first paid
in full to holders of the Series B.



Voting Rights. Holders of Series
A Convertible Preferred Stock will have the right to that number of votes determined by multiplying the number of shares issuable
upon conversion of the Series A Convertible Preferred Stock by 1,000.



Conversion.  Holders of
Series A Convertible Preferred Stock will have the right to convert the Series A Convertible Preferred Stock at the option of the
holder, at any time, into same number of common shares, subject to certain fundamental transaction adjustments.



The Series B



The general attributes of the Series B
is as follows:



Rank. The Series B ranks senior
to the Senior A and our common stock for liquidation and dividend rights.



Dividends.  Holders of
the Series B shall be entitled to receive dividends when and if declared by the Board of Directors.  Notwithstanding
the forgoing, no dividends or other distributions shall be made or declared, in cash or in kind, to holders of the Series A or
to our common unless and until a dividend of like amount is first paid in full to holders of the Series B.



14







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



Redemption. The Series B shall not
be redeemable by the Company prior to one year after the original date of issuance of each shares, after which time such share
may be redeemed by the Company at any time at a redemption price of $1.00 plus all unpaid dividends thereon.



Common stock



The Company is authorized to issue 1,000,000,000
shares of its $0.001 par value common stock.  As of June 30, 2012 there were 35,564,786 shares issued and outstanding.



During the six months ended June 30, 2012,
the Company issued an aggregate of 180,000 shares for services rendered valued at $105,000.



During the six months ended June 30, 2012,
the Company received and cancelled a net of 1,900,000 shares of common stock in connection with an amendment of a previously acquired
license agreement.



NOTE 13 – COMMITMENTS AND OBLIGATIONS



Overriding Royalty Interests



On April 11, 2005, the principal stockholders
of the Company formed NAEG Founders Holding Corporation (formerly NAEG Founders Corporation) for the purpose of selling a 5% overriding
royalty interest in the Company’s future oil and gas production.  The Company sold a 5% overriding royalty interest
on future potential oil and gas production from oil and gas properties held and operated by the Company.  During the
years ended December 31, 2007 and 2008, the Company received payments of $1,715,000 and $1,208,570, respectively, and was recorded
as additional paid in capital in each respectively year.



Mineral Royalty Payments and Oil
& Gas Lease Payments



The Company is obligated to pay royalties
to the lessors of its oil fields under the oil and gas leases with payments ranging from 16.67% to 20% of any production revenue.  The
Company is obligated for a minimum of $3.00 per acre per year in lease rental payments in Montana.  The Company has fully
paid-up several leases in advance or the leases are held by production or an extension provided by such Lessors and is therefore
not at this time required to make any yearly lease rental payments.



Consulting agreements



The Company has consulting agreements with
outside contractors.  The Agreements are generally month-to-month.



Litigation



High Capital Funding, LLC. 
vs.  Native American Energy Group, Inc. - Cause No. DV-12-30



On
May 25, 2012, High Capital Funding LLC (“High Capital or Plaintiff”), filed a Complaint for Foreclosure in the Fifteenth
Judicial District Court of the State of Montana, Roosevelt County, against the Company alleging that the Company is in default
for nonpayment of monies owed under various loans made to the Company from the period beginning July 25, 2012 to December 12, 2012
(“the Loans”) during the Company’s field operations in Montana related to its five-well Workover and Enhanced
Oil Recovery Program. In the Complaint, Plaintiff sought a judgment against the Company for the unpaid principal and interest owed
under such loans.



15







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



On June 27, 2012,
the Company filed a motion to dismiss Plaintiff’s complaint on the grounds that Plaintiff’s complaint failed to state
a claim upon which relief can be granted (the “Motion”).  On July 11, 2012, the Honorable Judge David Cybulski
issued an order denying the Motion and allowed the Company 20 additional days to file its answer to the Complaint.



On August 13,
2012, the Company filed its “Answer and Counterclaim” in which the Company asserted various defenses to Plaintiff’s
claims for relief as well as counterclaims against the Plaintiff for: Breach of Contract, Unjust Enrichment, Breach of Duty of
Good Faith and Fair Dealing, Promissory Estoppel, Negligent Misrepresentation, and Constructive Fraud. In its Answer and Counterclaim,
the Company is ultimately seeking damages to be proven at trial which include, but are not limited to: lost revenue from oil production
continuing to accrue since September 2011 as a result of Plaintiff’s negligent and untimely remittance of loan proceeds as
agreed to by both parties; recovery of various shares of the Company’s restricted common stock and five-year exercise warrants
for the purchase of the Company’s restricted common stock; and specific performance by the Plaintiff of its obligations under
the Loans. On the same date, the Company also filed an “Application for Preliminary Injunction and Temporary Restraining
Order” (the “Application”). In its Application, the Company is seeking relief including, but not limited to,
an injunction preventing Plaintiff from transferring common shares or exercising warrants issued as partial consideration for such
loans agreements.



The Company intends
to vigorously defend against all allegations asserted against it as well as pursuing its own claims against the Plaintiff.



Other than the
litigation disclosed above, there is no action, suit, proceeding, inquiry or investigation before or by any court, public
board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of the Company
or any of its subsidiaries, threatened against or affecting the Company, its common stock, any of its subsidiaries or the Company’s
or the Company’s subsidiaries’ officers or directors in their capacities as such, in which an adverse decision could
have a material adverse effect.



NOTE 14 – RELATED PARTY TRANSACTIONS



From January 18, 2005 (date of inception)
through June 30, 2012, our principal stockholders have contributed an aggregate of $1,315,963 in working capital with the funds
thereof reflected as additional paid in capital in the Company’s financial statements.



In conjunction with the reverse acquisition
in 2009, the Company issued an aggregate of 10,000,000 shares of common stock and 500,000 shares of convertible preferred stock
to two officers of Native American Energy Group, Inc.



As
of June 30, 2012, Joseph D’Arrigo had a loan outstanding to the Company of $20,050, and Raj Nanvaan had a loan outstanding
of $71,793. These loans are included in our loans payable and were made interest free. There is no benefit to either Mr. D’Arrigo
or Mr. Nanvaan directly or indirectly from providing such loans.



In October 2011, the Company acquired a
vehicle for a down payment of $12,000 towards the total purchase price of $29,500.  For credit purposes only, the vehicle's
title and related loan were issued in the name of our president.  Upon settlement of the outstanding loan, the vehicle's ownership
will be transferred to our name. For accounting purposes, the vehicle and related loan are recorded as part of our financial
statements as assets and obligations, respectively.



16







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



In addition to being officers and
directors of Native American Energy Group, Inc., Joseph D’Arrigo, our President, Chief Executive Officer and Chairman,
and Raj Nanvaan, our Chief Financial Officer, Chief Operations Officer, Vice President, Treasurer and Director, are directors
and minority shareholders of NAEG Founders Holding Corporation, a private New York corporation, that Messrs. D’Arrigo
and Nanvaan formed to hold (i) Mr. D’Arrigo’s 2.5% Overriding Royalty interest in our future oil & gas
production and (ii) Mr. Nanvaan’s 2.5% Overriding Royalty interest in our future oil & gas production. After the
transfer of such interests to NAEG Founders Holding Corporation, Messrs. D’Arrigo and Nanvaan each had a remaining 0.5%
Overriding Royalty interest in our future oil & gas production, which they voluntarily cancelled for no consideration. As
the result of the assignment of the interests of both Messrs. D’Arrigo and Nanvaan to NAEG Founders Holding Corporation
by way of a board resolution, NAEG Founders Holding Corporation held a total 5% Overriding Royalty Interest in the future oil
& gas production from leasehold interests. As background, Messrs. D’Arrigo and Nanvaan had each been granted their
respective 3% Overriding Royalty Interest in our future oil & gas production in exchange for the assignment of their
respective interests in a drilling project associated with another company called Rockwell Petroleum. The project was called
the Jones Draw Field. Such rights were acquired by them before our organization while working with other oil & gas
companies as tribal liaisons. To date, Messrs. D’Arrigo and Nanvaan have not received any compensation or dividend
distributions from NAEG Founders Holdings Corporation because such company has not had any commercial production to date.



In connection with the execution of a capital
lease obligation in March of 2006 regarding our workover rig, Messrs. D’Arrigo and Nanvaan and their respective relatives
provided real estate collateral pledges and personal guarantees to the financial institution in exchange for an obligation fee
of $325,000, of which $75,000 was payable to Joseph D’Arrigo, $150,000 was payable to Raj Nanvaan and the balance payable
to the parents of Raj Nanvaan.  The guarantee fees were being amortized ratably over the term of such lease, which was
due to expire in 2014. On March 24, 2010, the capital lease obligation was converted to equity. As part of this conversion and
settlement, the lien placed on Mr. Nanvaan’s home was lifted by the finance company.



NOTE 15 -STOCK OPTIONS AND WARRANTS



Stock Options



As of June 30, 2012 and December 31, 2011,
there were no outstanding options.



Warrants



The following table summarizes the changes
in warrants outstanding and the related prices for the shares of the Company’s common stock at June 30, 2012:



|         |       |  | Warrants Outstanding |  |           | Warrants Exercisable | 
|-------- | ----- |  | -------------------- |  | --------- | -------------------- | 
|         |       |  |                      |  |           | Weighted             | 
|         |       |  |                      |  |           | Average              | 
|         |       |  |                      |  |           | Remaining            | 
|Exercise |       |  | Number               |  |           | Contractual          | 
|Price    |       |  | Outstanding          |  |           | Life (Years)         | 
|$        | 0.001 |  |                      |  | 648,000   |                      | 
|         | 0.60  |  |                      |  | 150,000   |                      | 
|         | 0.70  |  |                      |  | 2,345,506 |                      | 
|         |       |  |                      |  | 3,143,506 |                      | 



17







NATIVE AMERICAN ENERGY GROUP, INC.

(a development stage company)

NOTES TO UNAUDITED CONDENSED CONSOLIDATED
FINANCIAL STATEMENTS

JUNE 30, 2012



Transactions involving the Company’s warrant issuance
are summarized as follows:



|                                          |  |           |           |  | Average   |  
|----------------------------------------- |  | --------- | --------- |  | --------- | -
|                                          |  | Number of |           |  | Price     |  
|                                          |  | Shares    |           |  | Per Share |  
|Warrants outstanding at December 31, 2010 |  |           | -         |  |           | $
|Granted                                   |  |           | 798,000   |  |           |  
|Exercised                                 |  |           | -         |  |           |  
|Cancelled or expired                      |  |           | -         |  |           |  
|Warrants outstanding at December 31, 2011 |  |           | 798,000   |  |           |  
|Granted                                   |  |           | 2,345,506 |  |           |  
|Exercised                                 |  |           | -         |  |           |  
|Cancelled or expired                      |  |           | -         |  |           |  
|Warrants outstanding at June 30, 2012     |  |           | 3,143,506 |  |           | $



As per the Settlement Agreement entered
into on January 27, 2012 and as previously reported in the 8-K filing with the Securities and Exchange Commission on January 31,
2012, on June 21, 2012, the Company issued an aggregate of 2,345,506 warrants to purchase the Company's common stock exercisable
at $0.70 per share for two years from the date of issuance within 30 calendar days of the removal of the global lock by DTC. The
Global Lock was removed by DTC on June 21, 2012. The Company recorded the estimated fair value of $1,381,403 as a charge to current
period operations. The estimated fair value was determined using the Black Scholes option pricing method with the following assumptions:
Dividend yield- 0%, risk free rate-0.12%, volatility- 431.55%, expected life-contract life.



NOTE 16 - SUBSEQUENT EVENTS



Recent Sales of Unregistered Securities



In July 2012, we issued and sold 84,000 shares of our common
stock to four investors at a per share purchase price of $0.25 for proceeds of $21,000 as per stock subscriptions received in
June 2012.



In July 2012, we issued 200,000 shares of our common stock
to a consultant for services to be provided.



Each of the above issuances was made pursuant to an exemption
from registration in reliance upon Section 4(2) of the Securities Act.



18







ITEM 2 – MANAGEMENT’S DISCUSSION
AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS



The following discussion should be read
in conjunction with our Unaudited Condensed Consolidated Financial Statements and the Notes thereto that are included elsewhere
in this report.



Our Management’s Discussion and Analysis
contains not only statements that are historical facts, but also statements that are forward-looking.  Forward-looking
statements are, by their very nature, uncertain and risky.  These risks and uncertainties include international, national,
and local general economic and market conditions; demographic changes; our ability to sustain, manage, or forecast growth; our
ability to successfully make and integrate acquisitions; raw material costs and availability; new product development and introduction;
existing government regulations and changes in, or the failure to comply with, government regulations; adverse publicity; competition;
the loss of significant customers or suppliers; fluctuations and difficulty in forecasting operating results; changes in business
strategy or development plans; business disruptions; the ability to attract and retain qualified personnel; the ability to protect
technology; and other risks that might be detailed from time to time in our filings with the Commission.



Although the forward-looking statements
in this report reflect the good faith judgment of our management, such statements can only be based on facts and factors currently
known by them.  Consequently, and because forward-looking statements are inherently subject to risks and uncertainties,
the actual results and outcomes may differ materially from the results and outcomes discussed in the forward-looking statements. 
You are urged to carefully review and consider the various disclosures made by us in this report and in our other reports as we
attempt to advise interested parties of the risks and factors that may affect our business, financial condition, and results of
operations and prospects.



As used in this Quarterly Report, the terms
“we,” “us,” and “our,” mean Native American Energy Group, Inc. unless otherwise indicated.



General Information



Our business address is 108-18 Queens Blvd,
Forest Hills, New York 11375.  Our Internet website address is www.nativeamericanenergy.com.  Any information
accessible through our website is not a part of this Quarterly Report.



Overview



We are an energy resource development and
management company.  We have three principal projects: (i) development of oil and gas interests in the Williston Basin;
(ii) development of coal-bed methane natural gas (CBM) in the Cook Inlet Basin in Alaska; and (iii) planned implementation of vertical-axis
wind turbine power generation technology for the production of clean, cost-efficient green energy throughout the United States,
including Alaska and all U.S. Indian reservations.



Since 2005, we have primarily been involved
in the acquisition and management of Native American land and fee land acreage in Montana and Alaska and the exploration for, and
development of, proven oil and natural gas properties which our management believes have potential for improved production rates
and resulting income by application of both conventional and non-conventional resource recovery improvement and enhancement techniques,
including horizontal drilling and high-pressure lateral jetting.



Due to our limited financial and organizational
resources, however, we have amended our Technology License & Distribution Agreement (the “TLDA”) with Windaus Energy,
Inc. (“Windaus”) and are currently focusing on completing the   work-overs and enhanced oil recovery operations
on five wells in the Williston Basin in Montana.



19







Results of Operations for the Three
Months Ended June 30, 2012 as compared to the Three Months Ended June 30, 2011:



Revenues



We did not generated any revenues for the three months ended
June 30, 2012 and 2011, respectively.



Operating Expenses



Selling, General, and Administrative



Selling, general and administrative expenses
decreased from $1,077,729 for the three months ended June 30, 2011 to $300,753 for the three months ended June 30, 2012.  The
decrease of $776,976, or 72%, is primarily attributable to an decrease in equity-based compensation issued to consultants and service
providers.



Impairment of undeveloped properties



Impairment of undeveloped properties decreased
to $0 for the three months ended June 30, 2012 from $24,121 for the three months ended June 30, 2011.  This decrease
is attributed to our current progress with our unevaluated and undeveloped properties not requiring impairment.



Litigation Settlement



During the three months ended June 30,
2011, we incurred litigation cost as described in our accompanying financial statements. As such, we incurred a $100,313 charge
in the three months ended June 30, 2011 comprised of accrual of expected costs. During the three months ended June 30, 2012 with
the final settlement in the previous quarter, we did not have any incurred costs.



Depreciation and Amortization



Depreciation and amortization increased
from $31,084 for the three months ended June 30, 2011 to $38,450 for the three months ended June 30, 2012.  The increase
of $7,366 is attributable to additional equipment added in the latter part of 2011.



Total Operating Expenses



Total operating expenses decreased to $339,203
for the three months ended June 30, 2012 from $1,233,247 for the three months ended June 30, 2011.  The decrease of $894,044
is primarily attributable to the decrease in equity- based compensation issued to consultants and services providers.



Gain on settlement of debt



During the three months ended June 30,
2012, we amended our previously acquired and expensed licensing agreement, reducing our remaining debt obligation from $469,500
to $69,500 realizing a gain from debt cancellation. In addition, we settled accounts payable, debt and related accrued interest
by issuance of our common stock, realizing a gain of $253,220 compared to a gain realized of $4,794 in the same three month period
last year.



Other Income



Other income decreased to $6,016 for the
three months ended June 30, 2012 from $21,818 for the three months ended June 30, 2011.  Income of $11,572 and $21,818
for the three months ended June 30, 2012 and 2011, respectively, was from the sale of oil collected as a byproduct of well testing.



20







Interest Expenses, net



Interest expense, net for the three months
ended June 30, 2012, increased by $37,643 to $58,526 from $20,883 for the three months ended June 30, 2011.  The primary
reason for the increase in interest expense was due to increased debt as compared to prior year.



Net Income (Loss)



Net income (loss) for the three months
ended June 30, 2012 increased to a net income of $261,595 from a net loss of $1,227,432 for the three months ended June 30, 2011.  The
increase of $1,489,027 is primarily attributable to the factors described above.



Results of Operations for the Six Months
Ended June 30, 2012 as compared to the Six Months Ended June 30, 2011:



Revenues



We did not generate any revenues for the six months ended June
30, 2012 and 2011, respectively



Operating Expenses



Selling, General, and Administrative



Selling, general and administrative expenses
decreased from $1,380,333 for the six months ended June 30, 2011 to $734,576 for the six months ended June 30, 2012.  The
decrease of $645,757, or 47%, is primarily attributable to a decrease in equity-based compensation issued to consultants and service
providers.



Impairment of undeveloped properties



Impairment of undeveloped properties decreased
to $0 for the six months ended June 30, 2012 from $28,773 for the six months ended June 30, 2011.  This decrease is attributed
to our current progress with our unevaluated and undeveloped properties not requiring impairment.



Litigation Settlement



During the six months ended June 30, 2012,
we concluded litigation as described in our accompanying financial statements. As such, we incurred a $1,757,182 non-cash charge
in the six months ended June 30, 2012 comprised of additional shares of our common stock and an obligation to issue warrants based
on certain conditions occurring. During the six months ended June 30, 2011, we incurred costs of $100,313.



Depreciation and Amortization



Depreciation and amortization increased
from $61,919 for the six months ended June 30, 2011 to $78,240 for the six months ended June 30, 2012.  The increase
of $16,321 is attributable to additional equipment added in the latter part of 2011.



Total Operating Expenses



Total operating expenses increased to $2,569,998
for the six months ended June 30, 2012 from $1,471,025 for the six months ended June 30, 2011.  The increase of $1,993,017
is primarily attributable to the settlement of litigation as described above and the increase in equity-based compensation issued
to consultants and services providers.



21







Gain on settlement of debt



During the six months ended June 30, 2012,
we amended our previously acquired and expensed licensing agreement, reducing our remaining debt obligation from $469,500 to $69,500
realizing a gain from debt cancellation. In addition, we settled accounts payable, debt and related accrued interest by issuance
of our common stock, realizing a gain of $253,220 compared to a gain realized of $4,794 in the same six month period last year
of $4,794 gain realized.



Other Income



Other income decreased to $17,588 for the
six months ended June 30, 2012 from $21,818 for the six months ended June 30, 2011.  Income of $11,572 and $21,818 was
from the sale of oil collected as a byproduct of well testing for the six month periods ended June 30, 2012 and 2011, respectively.



Interest Expenses, net



Interest expense, net for the six months
ended June 30, 2012, increased by $252,293 to $288,293 from $35,980 for the six months ended June 30, 2011.  The primary
reason for the increase in interest expense was due to issuing common shares and warrants in connection with our bridge financing
charged to period interest of $185,306.



Net (Loss)



Net loss for the six months ended June
30, 2012 increased to $2,187,288 from a net loss of $1,480,242 for the six months ended June 30, 2011.  The increase
of $707,046 is primarily attributable to the factors described above.



Liquidity and Capital Resources



We have generated minimal revenues between
June 30, 2012 and the date of this report.  We have continued to incur expenses and have limited sources of liquidity.  Our
limited financial resources have had an adverse impact on our liquidity, activities, and operations.  These limitations
have also adversely affected our ability to obtain certain projects and pursue additional business ventures.  We may
have to borrow money from stockholders or issue debt or equity securities in order to fund expenditures for exploration and development
and general administration or enter into a strategic arrangement with a third party.  There can be no assurance that
additional funds will be available to us on favorable terms or at all.



As of June 30, 2012, we had a working capital
deficit of $4,154,274.  For the six months ended June 30, 2012, we generated a net cash flow deficit from operating activities
of $329,185, consisting primarily of year-to-date losses of $2,187,288.  Non-cash adjustments included $78,240 in depreciation
and amortization charges, as well as common stock and warrants issued in connection with debt of $185,306, common stock and a warrant
issuance obligation in connection with the settlement of ligation of $1,757,182 and $139,923 for equity-based compensation, offset
gains on settlement of debt of $663,220.  Additionally, we had a net decrease in current assets of $14,631 and a net increase
in current liabilities of $346,041.  Cash used in investing activity was $-0-.  Cash provided by financing activities
for the six months ended June 30, 2012 totaled $312,417, consisting of proceeds from the sale of our common stock and proceeds
from loans and notes payable, net with repayments on notes and loans payable.



Our liquidity needs consist of our working
capital requirements, indebtedness payments, and property development expenditures.  Historically, we have financed our operations
through the sale of equity and debt securities exempt from the registration requirements of the Securities Act, as well as borrowings
from various credit sources; and we have adjusted our operations and development to our level of capitalization.



We expect that potential financing sources
will primarily be obtained through the private placement of our securities, including, without limitation, the issuance of notes
payable and other debt, the terms, and conditions of which will depend upon the transaction size, market conditions and other factors.



22







Going Concern and Recent Events



While we have raised capital to meet our
working capital and financing needs in the past, additional financing is required within the next three months in order to meet
our current and projected cash flow deficits from operations and development.  Our registered independent certified public
accountants have stated in their report dated April 16, 2012 that we have incurred
operating losses in the last year, and that we are dependent upon management’s ability to develop profitable operations and
raise additional capital.  These factors, among others, may raise substantial doubt about our ability to continue as
a going concern.



We also are unable to determine whether
we will generate sufficient cash flow from our future oil and gas operations to fund our future operations.  Although
we expect cash flow from future operations to rise as we are able to improve our operations, and that the number of projects we
successfully develop will grow, we will continue to focus, in the near term, on raising additional capital, likely through the
private placement of our equity securities or other debt securities.



We need to raise capital to fund the development
of future wells.  There can be no assurance that additional funding will be available on favorable terms, if at all.  To
the extent that additional capital is raised through the sale of equity or equity-related securities, the issuance of such securities
would result in dilution of the existing stockholders’ shares.  If adequate funds are not available within the
next 12 months, we may be required to curtail our operations significantly, or to obtain funds through arrangements with collaborative
partners or others that may require us to relinquish rights to certain of our assets that we would not otherwise relinquish.



Our long term viability depends on our
ability to obtain adequate sources of debt or equity financing to meet current commitments and fund the continuation of our business
operations, and to ultimately achieve enough profits and cash flow from operations to sustain our business.



Impact of Default



As wedisclosed in our financial
statements, certain notes, loan payables and operating lease obligations are currently in default.



Notes and loans payable are being resolved
through debt-to-equity conversion agreements.  We plan to resolve our operating lease obligations through revenues from
the future commencement of production or proceeds of additional equity or debt financing.



Default on lease obligations could result
in the impairment of our ability to conduct executive and administrative functions, which would be the case if we lost our executive
office space in New York.  Further, the loss of any of our oil and gas leases would likely result in the curtailment
of our potential oil and gas production revenues.



Material Commitments



Due to amending our technology license
agreement with Windaus Energy, Inc. (“Windaus”) on April 25, 2012, pursuant to which we
reduced the licensed territory and relinquished our manufacturing rights, the license fee under the Agreement was adjusted as follows:
(i) decrease the amount of shares from 2,000,000 shares to 100,000 shares (95% less), with Windaus returning 2,000,000 shares to
NAGP in exchange for NAGP issuing 100,000 shares to Windaus Global Energy, Inc.; and (ii) decrease the cash portion of the fee
$500,000 to $100,000, of which $30,500 had already been paid as of the date of the Second Amendment leaving a balance of $69,500
owed to Windaus.



Off-Balance Sheet Arrangements



We do not have any off-balance sheet arrangements,
as defined in Item 303(a)(4)(ii) of Regulation S-K.



23







Critical Accounting Policies



Financial Reporting Release No. 60, published
by the Securities and Exchange Commission (“SEC”), recommends that all companies include a discussion of critical accounting
policies used in the preparation of their financial statements in management’s discussion and analysis of financial condition
and results of operations.  Policies determined to be critical are those policies that have the most significant impact
on our condensed consolidated financial statements and requires management’s most difficult, subjective or complex judgments,
often as a result of the need to make estimates about the effect of matters that are inherently uncertain.  There can
be no assurance that actual results will not differ from those estimates.



The accounting policies identified as critical
are as follows:



Stock-Based Payments



We follow ASC 718-10, which requires all
share-based payments to employees, including grants of employee stock options, to be recognized in the income statement based on
their fair values.  Pro-forma disclosure is no longer an alternative.  This statement does not change the accounting
guidance for share-based payment transactions with parties other than employees provided in ASC 718-10.  We implemented
AC 718-10 on January 1, 2006 using the modified prospective method.



As of June 30, 2012, there were no outstanding
employee stock options.



Revenue Recognition



Revenues from the sale of petroleum and
natural gas are recorded when title passes from us to our petroleum or natural gas purchaser and collectability is reasonably assured.



Property and Equipment



Property and equipment is recorded at cost.  Depreciation
of assets is provided by use of a straight line method over the estimated useful lives of the related assets.  Expenditures
for replacements, renewals, and betterments are capitalized.  Maintenance and repairs are charged to operations as incurred.



Undeveloped Oil and Gas Properties



Acquisition, exploration, and development
of oil and gas activities are capitalized when costs are recoverable and directly result in an identifiable future benefit, following
the full cost method of accounting.  Improvements that increase capacity or extend the useful lives of assets are capitalized.  Maintenance
and turnaround costs are expensed as incurred.



Undeveloped oil and gas properties are
assessed, at minimum annually or as economic events dictate, for potential impairment.  Impairment is assessed by comparing
the estimated net undiscounted future cash flows to the carrying value of the asset.  If required, the impairment recorded
is the amount by which the carrying value of the asset exceeds its fair value.



Capitalized costs are depleted and depreciated
on the unit-of-production method based on the estimated gross proved reserves once determined by the independent petroleum engineers.  Depletion
and depreciation is calculated using the capitalized costs, including estimated asset retirement costs, plus the estimated future
costs to be incurred in developing proved reserves, net of estimated salvage value.



24







Costs of acquiring and evaluating unproved
properties and major development projects are excluded from the depletion and depreciation calculation if and until it is determined
whether or not proved reserves can be assigned to such properties.  Costs of unproved properties and major development
projects are transferred to depletable costs based on the percentage of reserves assigned to each project over the expected total
reserves when the project was initiated.  These costs are assessed periodically to ascertain whether impairment has occurred.



Depletion and Amortization of Oil and
Gas Properties



We follow the full cost method of accounting
for oil and gas properties.  Accordingly, all costs associated with acquisition, exploration and development of properties
within a relatively large geopolitical cost center are capitalized when incurred and are amortized as mineral reserves in the cost
center are produced, subject to a limitation that the capitalized costs not exceed the value of those reserves.  All
costs incurred in oil and gas producing activities are regarded as integral to the acquisition, discovery, and development of whatever
reserves ultimately result from the efforts as a whole, and are thus associated with our reserves.  We capitalize internal
costs directly identified with performing or managing acquisition, exploration, and development activities.  Unevaluated
costs are excluded from the full cost pool and are periodically evaluated for impairment rather than amortized.  Upon
evaluation, costs associated with productive properties are transferred to the full cost pool and amortized.  Gains or
losses on the sale of oil and natural gas properties are generally included in the full cost pool unless the entire pool is sold.



Capitalized costs and estimated future
development costs are amortized on a unit-of-production method based on proved reserves associated with the applicable cost center.  We
assess for impairment for oil and natural gas properties for the full cost pool quarterly using a ceiling test to determine if
impairment is necessary.  Specifically, the net unamortized costs for each full cost pool, less related deferred income
taxes, should not exceed the following: (a) the present value, discounted at 10%, of future net cash flows from estimated production
of proved oil and gas reserves, plus (b) all costs being excluded from the amortization base, plus (c) the lower of cost or estimated
fair value of unproved properties included in the amortization base, less (d) the income tax effects related to differences between
the book and tax basis of the properties involved.  The present value of future net revenues should be based on current
prices, with consideration of price changes only to the extent provided by contractual arrangements, as of the latest balance sheet
presented.  The full cost ceiling test must take into account the prices of qualifying cash flow hedges in calculating
the current price of the quantities of the future production of oil and gas reserves covered by the hedges as of the balance sheet
date.  In addition, the use of the hedge-adjusted price should be consistently applied in all reporting periods and the
effects of using cash flow hedges in calculating the ceiling test, the portion of future oil and gas production being hedged, and
the dollar amount that would have been charged to income had the effects of the cash flow hedges not been considered in calculating
the ceiling limitation should be disclosed.  Any excess is charged to expense during the period that the excess occurs.  We
did not have any hedging activities during the quarter ended June 30, 2012.  Application of the ceiling test is required
for quarterly reporting purposes, and any write-downs cannot be reinstated even if the cost ceiling subsequently increases by year-end.  Sales
of proved and unproved properties are accounted for as adjustments of capitalized costs with no gain or loss recognized, unless
such adjustments would significantly alter the relationship between capitalized costs and proved reserves of oil and gas, in which
case the gain or loss is recognized in income.



Abandonment of properties is accounted for as adjustments
of capitalized costs with no loss recognized.



During the year ended December 31, 2011,
the Company management performed an evaluation of its unproved properties for purposes of determining the implied fair value of
the assets at the end of each respective year. The test indicated that the recorded remaining book value of its unproved properties
exceeded its fair value for the years ended December 31, 2011.  As a result, upon completion of the assessment, management
recorded a non-cash impairment charge of $690,552, net of tax, or $0.02 per share, during the year ended December 31, 2011 to reduce
the carrying value of the unproved properties to $-0-. Considerable management judgment is necessary to estimate the fair value.  Accordingly,
actual results could vary significantly from management’s estimates.



25







Asset Retirement Obligations



We account for reclamation costs under
the provisions of ASC 410-20, which addresses financial accounting and reporting for obligations associated with the retirement
of tangible long-lived assets and the associated asset retirement costs.  Specifically, the statement requires that retirement
obligations be recognized when they are incurred and displayed as liabilities with the initial measurement being at the present
value of estimated third party costs.  In addition, the asset retirement cost is capitalized as part of the assets’
carrying value and subsequently allocated to expense over the assets’ useful lives.  There are no changes in the
carrying amounts of the asset retirement obligations as no expenses have yet been incurred.



We are obligated to maintain a surety bond
in conjunction with certain acquired leases.  Our obligation for site reclamation does not become a liability until production
begins.



Recently Issued Accounting Pronouncements



There were various updates recently issued,
most of which represented technical corrections to the accounting literature or application to specific industries, and are not
expected to a have a material impact on our financial position, results of operations or cash flows.



ITEM 3 – QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK



We are a smaller reporting company as defined
by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.



ITEM 4 – CONTROLS AND PROCEDURES



a) Evaluation of disclosure controls
and procedures.



Our management is responsible for establishing
and maintaining disclosure controls and procedures that are designed to ensure that material information required to be disclosed
in our periodic reports filed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded,
processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and to ensure that such
information is accumulated and communicated to our management to allow timely decisions regarding required disclosure. We carried
out an evaluation, under the supervision and with the participation of our management, including the principal executive officer
and the principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures
as of June 30, 2012.  Based on this evaluation, and because of our limited resources and limited number of employees,
our management concluded that our disclosure controls and procedures were ineffective as of June 30, 2012 due to a material weakness
in internal control over financial reporting, which we view as an integral part of our disclosure controls and procedures.



b) Management’s Quarterly Report
on Internal Control over Financial Reporting



Our management is also responsible for
establishing and maintaining adequate internal control over financial reporting as defined in Exchange Act Rule 13a-15(f).  Our
internal control system is a process designed by, or under the supervision of, our principal executive and principal financial
officer, or persons performing similar functions, and effected by our board of directors, management, and other personnel, to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with GAAP.



26







Our internal control over financial reporting
includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect
transactions and dispositions of assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation
of financial statements in accordance with GAAP, and that receipts and expenditures are being made only in accordance with the
authorization of our management and directors; and provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of our assets that could have a material effect on our consolidated financial statements.



Because of our inherent limitations, internal
control over financial reporting may not prevent or detect misstatements.  Also, projections of any evaluation of effectiveness
to future periods are subject to risk that controls may become inadequate because of changes in conditions, or that the degree
of compliance with the policies or procedures may deteriorate.



Management assessed the effectiveness of
our internal control over financial reporting as of June 30, 2012.  As a result of its assessment, management identified
a material weakness in our internal control over financial reporting.  Based on the weakness described below, management
concluded that our internal control over financial reporting was not effective as of June 30, 2012.



A material weakness is a deficiency, or
combination of deficiencies, in internal control over financial reporting, such that, there is a reasonable possibility that a
material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.  As
a result of our assessment, management identified the following material weaknesses in internal control over financial reporting
as of June 30, 2012:



| |  ̈ | While there were internal controls and procedures in place that relate to financial reporting and the prevention and detection of material misstatements, these controls did not meet the required documentation and effectiveness requirements under the Sarbanes-Oxley Act (“SOX”), and therefore, management could not certify that these controls were correctly implemented.  As a result, it was management’s opinion that the lack of documentation warranted a material weakness in the financial reporting process.
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  ̈ | Our disclosure controls and procedures were not effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Financial Officer, as appropriate to allow timely decisions. Inadequate controls include the lack of procedures used for identifying, determining, and calculating required disclosures and other supplementary information requirements.
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  ̈ | There is lack of segregation of duties in financial reporting, as our financial reporting and all accounting functions are performed by our Chief Financial Officer who also serves as our Chief Operations Officer.  This weakness is due to our lack of working capital to hire additional staff during the period covered by this report.  We intend to hire additional accounting personnel to assist with financial reporting as soon as our finances will allow.
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



This Quarterly Report does not include
an attestation report of our registered public accounting firm regarding internal control over financial reporting.



c) Changes in internal control
over financial reporting.



There were no significant changes in our
internal control over financial reporting that occurred during the three months ended June 30, 2012 that have materially affected
or are reasonably likely to materially affect our internal control over financial reporting.



27







PART II - OTHER INFORMATION



ITEM 1 – LEGAL PROCEEDINGS



The information required by Item 1
is included in “Notes to the Consolidated Financial Statements—Note 13 – Commitments and Obligation—Litigation.”



ITEM 1A – RISK FACTORS



We are a smaller reporting company as defined
by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.



ITEM 2 – UNREGISTERED SALES OF
EQUITY SECURITIES AND USE OF PROCEEDS



On January 27, 2012, we (i) agreed to issue to the Plaintiffs
the Settlement Shares; and (ii) further agreed that within 30 calendar days of the removal of the DTC Global Lock, we will issue
each Plaintiff an individual two-year warrant for the purchase of a number of shares of the Company's common stock equal to the
number of Settlement Shares received by that individual Plaintiff, with an exercise price of $0.70 per share, in exchange for the
dismissal of the litigation described under “Notes to the Consolidated Financial Statements—Note 13 – Commitments
and Obligation—Litigation.”



In January and February 2012, we issued and sold to three investors
an aggregate of 232,000 shares of our common stock at a per share purchase price of $0.25 per share for proceeds of $58,000, and
60,000 shares of common stock to one entity for services provided, valued at $30,000.



In March 2012, we issued and sold to 12
investors an aggregate of 360,000 shares of our common stock at a per share purchase price of $0.25 per share for proceeds of $90,000.



In April 2012, we issued and sold 675,800 shares of our common
stock to 13 investors at a per share purchase price of $0.25 for proceeds of $168,950 and 60,000 shares of common stock to one
entity for services provided, valued at $30,000.



On May 3, 2012, we issued 60,000 shares to a law firm for legal
services provided, valued at $38,400.



Each of the above issuances was made pursuant to an exemption
from registration in reliance upon Section 4(2) of the Securities Act.



ITEM 3 – DEFAULTS UPON SENIOR SECURITIES

As of August 14, 2012, we were in default with respect to secured debt totaling an aggregate of $1,797,158 along with other loans
payable totaling an aggregate of $143,069.The secured
debt includes three secured loans made to the Company by High Capital Funding LLC (“Lender or Plaintiff”) from August
2011 to December 2011 during our field operations related to our five-well Workover and Enhanced Oil Recovery Program in Montana
(“Bridge Loans and Secured Loans”). On May 25, 2012, Lender filed a Complaint
for Foreclosure against the Company alleging that the Company is in default for nonpayment of monies owed under the Bridge Loans
and Secured Loans.



On August 13, 2012, the Company filed its
“Answer and Counterclaim” in which the Company asserted various defenses to Plaintiff’s claims for relief as
well as counterclaims against the Plaintiff for; Breach of Contract, Unjust Enrichment, Breach of Duty of Good Faith and Fair Dealing,
Promissory Estoppel, Negligent Misrepresentation and Constructive Fraud.



28







While the Company intends to vigorously
defend against all allegations including the default allegation related to such loans, including pursuing its own claims against
the Plaintiff, there can be no assurance that we will prevail in this matter and in such event, be able to cure or be given the
opportunity to cure the default. Failure to do so may result in the Company having to foreclose on any collateral securing
the debt such as the leases in Montana which could have a material adverse impact on the Company.



ITEM 4 – MINE SAFETY DISCLOSURES



Not applicable.



ITEM 5 – OTHER INFORMATION



On
May 25, 2012, High Capital Funding LLC (“High Capital or Plaintiff”), filed a Complaint for Foreclosure in the Fifteenth
Judicial District Court of the State of Montana, Roosevelt County, against the Company alleging that the Company is in default
for nonpayment of monies owed under various loans made to the Company from the period beginning July 25, 2012 to December 12, 2012
(“the Loans”) during the Company’s field operations in Montana related to its five-well Workover and Enhanced
Oil Recovery Program. In the Complaint, Plaintiff sought a judgment against the Company for the unpaid principal and interest owed
under such loans.



On August 13,
2012, the Company filed its “Answer and Counterclaim” in which the Company asserted various defenses to Plaintiff’s
claims for relief as well as counterclaims against the Plaintiff for; Breach of Contract, Unjust Enrichment, Breach of Duty of
Good Faith and Fair Dealing, Promissory Estoppel, Negligent Misrepresentation, and Constructive Fraud. In its Answer and Counterclaim,
the Company is ultimately seeking damages to be proven at trial which include, but are not limited to: lost revenue from oil production
continuing to accrue since September 2011 as a result of Plaintiff’s negligent and untimely remittance of loan proceeds as
agreed to by both parties; recovery of various shares of the Company’s restricted common stock and five-year exercise warrants
for the purchase of the Company’s restricted common stock; and specific performance by the Plaintiff of its obligations under
the Loans. On the same date, the Company also filed an “Application for Preliminary Injunction and Temporary Restraining
Order” (the “Application”). In its Application, the Company is seeking relief including, but not limited to,
an injunction preventing Plaintiff from transferring common shares or exercising warrants issued as partial consideration for such
loans agreements.



Additional information is included in “Notes
to the Consolidated Financial Statements—Note 13 – Commitments and Obligation—Litigation.”



ITEM 6 – EXHIBITS



The information required by this Item is set forth on the Exhibit
Index at the end of this Quarterly Report on Form 10-Q.



29







SIGNATURES



Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.



|DATED: August 14, 2012 | NATIVE AMERICAN ENERGY GROUP, INC.                            
|---------------------- | --------------------------------------------------------------
|                       |                                                               
|                       | By:                                                           
|                       | Name: Joseph G. D’Arrigo                                      
|                       | Title: Chief Executive Officer                                
|                       | (Principal Executive Officer)                                 
|                       |                                                               
|                       | By:                                                           
|                       | Name: Raj S. Nanvaan                                          
|                       | Title: Chief Financial Officer                                
|                       | (Principal Financial Officer and Principal Accounting Officer)



30







EXHIBIT INDEX



|Exhibit Number |  | Description                                                                                                                                                                                                    
|-------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                                                
|31.1           |  | Certification by the Chief Executive Officer of Registrant pursuant to the Securities Exchange Act of 1934, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                                                                                                                                
|31.2           |  | Certification by the Chief Financial Officer of Registrant pursuant to the Securities Exchange Act of 1934, Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|               |  |                                                                                                                                                                                                                
|32.1           |  | Certifications Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                        



101.INS*  XBRL Instance Document

101.SCH* XBRL Taxonomy Extension Schema Document

101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document.

101.LAB* XBRL Taxonomy Extension Label Linkbase Document.

101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document.

101.DEF* XBRL Taxonomy Extension Definition Linkbase Document.



*

Pursuant to Rule 406T of Regulation
S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus
for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18
ofthe Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability
under those sections.



31