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

                                   FORM 10-Q
 (Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934 for the quarterly period ended September 30, 2010
                 -------------------------------------------------

                                       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 333-125068
                                              ----------

                             HIGH PLAINS GAS, INC.
             (Exact name of registrant as specified in its charter)

             Nevada                              26-3633813
--------------------------------------------------------------------------------
(State or other jurisdiction of    (I. R. S. Employer Identification No.)
 incorporation or organization)

                      3601 Southern Dr, Gillette, WY 82718
--------------------------------------------------------------------------------
     (Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code    (307) 686-5030
                                                    ----------------

                          NORTHERN EXPLORATIONS, LTD.
   (Former name, former address and former fiscal year, if changed since last
                                    report)

Copies of all communications should be sent to:

                                Cutler Law Group
                            3355 W Alabama, Ste 1150
                              Houston, Texas 77098
                           Telephone:  (713) 888-0040
                           Facsimile:  (800) 836-0714
                         Email:  rcutler@cutlerlaw.com

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.     Yes [x]  No [  ]


                                     Page 1
<PAGE>
Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.  See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

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

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

The number of shares of the registrant's common stock outstanding as of
September 30, 2010 was 498,600 shares and the number of shares of the
registrant's common stock outstanding as of November 15, 2010 was 65,200,000.


EXPLANATORY NOTE:


On October 25, 2010 High Plains Gas, Inc. (formerly Northern Explorations, Ltd.)
completed its reorganization with High Plains Gas, LLC ("HPG").   In accordance
with the terms of the reorganization agreement, HPG (the operating entity)
became a wholly owned subsidiary of Northern Explorations, which then changed
its name to High Plains Gas, Inc.   This transaction was accounted for as a
reverse merger.  The financial statements and other information included herein
precede the effective date of the reorganization.  As a consequence, the
information presented includes separately the financial statements for both
Northern Explorations, Ltd. and High Plains Gas, LLC as of September 30, 2010.
The information also includes a pro forma financial statement combining the two
financial statements.























                                     Page 2
<PAGE>
                                      F-3
                             HIGH PLAINS GAS, INC.
                             ---------------------

                     INDEX TO QUARTERLY REPORT ON FORM 10-Q

PART I.   FINANCIAL INFORMATION                                         PAGE NO.
--------  ------------------------------------------------------------- --------

Item 1.   Interim Financial Statements (Unaudited)

          High Plains Gas, Inc. (formerly Northern Explorations, Ltd.)

          Balance Sheets of High Plains Gas, Inc. (formerly Northern
          Explorations, Ltd.) at September 30, (unaudited)
          and March 31, 2010                                                 F-5

          Statements of Operations of High Plains Gas, Inc. (formerly
          Northern Explorations, Ltd.) for the Three Months ended
          September 30, 2010 and 2009, for the Six Months ended
          September 30, 2010 and 2009, and for the period from Inception
          (November 17, 2004) through September 30, 2010 (Unaudited)         F-6

          Statement of Cash Flows of High Plains Gas, Inc. (formerly
          Northern Explorations, Ltd.) for the Six Months ended
          September 30, 2010 and 2009 and for the period from Inception
          (November 17, 2004) through September 30, 2010 (Unaudited)         F-7

          Notes to Interim Financial Statements for High Plains Gas, Inc.
          (formerly Northern Explorations, Ltd.) (unaudited)                 F-8

          High Plains Gas LLC (consolidated with High Plains Gas, Inc.
          subsequent to this reporting period)

          Balance Sheets of High Plains Gas, LLC at September 30, 2010
          and December 31, 2009 (unaudited)                                 F-14

          Statements of Operations of High Plains Gas, LLC for the Nine
          Months ended September 30, 2010 and 2009 (Unaudited)              F-15

          Statement of Cash Flows of High Plains Gas, LLC for the Nine
          Months ended September 30, 2010 and 2009 (Unaudited)              F-16

          Statement of Equity of High Plains Gas, LLC for the Nine
          Months ended September 30, 2010 (unaudited)                       F-17

          Notes to Interim Financial Statements for High Plains Gas,
          LLC (unaudited)                                                   F-18

          Pro Forma Financial Information

          Pro Forma Consolidated Balance Sheet combining High Plains
          Gas, Inc. (formerly Northern Explorations, Ltd.) and High
          Plains Gas, LLC at September 30, 2010 (unaudited)                 F-22

          Notes to Pro Forma Consolidated Financial Statements
          (unaudited)                                                       F-23

Item 2.   Management's Discussion and Analysis                                24

                                     Page 3
<PAGE>
Item 3.   Quantitative and Qualitative Disclosures about Market Risk.         21

Item 4.   Controls and Procedures                                             21


PART II.  OTHER INFORMATION
--------  -------------------------------------------------------------

Item 1.   Legal Proceedings                                                   21

Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds         21

Item 3.   Defaults Upon Senior Securities                                     21

Item 4.   (Removed and Reserved)                                              21

Item 5.   Other Information                                                   21

Item 6.   Exhibits                                                            22

Signatures                                                                    22

































                                     Page 4
<PAGE>
PART  I.  FINANCIAL  INFORMATION.

ITEM  1.  CONDENSED  CONSOLIDATED  INTERIM  FINANCIAL  STATEMENTS


           High Plains Gas, Inc. (f/k/a Northern Explorations, Ltd.)
                         (An Exploration Stage Company)
                                 Balance Sheets

                                                     As of          As of
                                                 September 30,    March 31,
                                                      2010          2010
                                                ---------------  -----------
                                                  (Unaudited)

                                     ASSETS

Current assets:
 Cash on hand and in bank                       $            -   $        -
                                                ---------------  -----------
   Total current assets                                      -            -
                                                ---------------  -----------
   Total assets                                 $            -   $        -
                                                ===============  ===========

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities:
 Accounts payable - trade                                3,629        7,352
 Other accrued liabilities                             108,980       51,280
 Loans from related party                              284,705      284,705
                                                ---------------  -----------
   Total current liabilities                           397,314      343,337
                                                ---------------  -----------
   Total liabilities                                   397,314      343,337

Stockholders' equity (deficit):
 Authorized common stock, 150,000,000 shares,
   $0.001 par value; Issued and outstanding:
    498,600 shares at September 30, 2010 and
    March 31, 2010                                         499          499
 Additional paid-in capital                             31,501       31,501
 Deficit accumulated during development stage         (429,314)    (375,337)
                                                ---------------  -----------
   Total stockholders' deficit                        (397,314)    (343,337)
                                                ---------------  -----------
   Total liabilities and stockholders' equity
    (deficit)                                   $            -   $        -
                                                ===============  ===========

                (See accompanying notes to financial statements)

                                     F-5
<PAGE>
<TABLE>
<CAPTION>
                            High Plains Gas, Inc. (f/k/a Northern Explorations, Ltd.)
                                         (An Exploration Stage Company))
                                             Statement of Operations
                                                   (Unaudited)
<S>                                            <C>                    <C>                    <C>
                                                For the Three Month    For the Three Month
                                                   Period Ended           Period Ended
                                                   September 30,          September 30,
                                                        2010                   2009
                                               ---------------------  ---------------------

Revenues                                       $                  -   $                  -
                                               ---------------------  ---------------------
Operating expenses:
 General and administrative expenses                         27,630                 85,083
                                               ---------------------  ---------------------
   Total operating expenses                                  27,630                 85,083
Income from operations                                      (27,630)               (85,083)
Provision for income taxes                                        -                      -
                                               ---------------------  ---------------------
   Net loss                                    $            (27,630)  $            (85,083)
                                               =====================  =====================

Net loss per common share - Basic and diluted  $              (0.06)  $              (0.17)
                                               =====================  =====================
Weighted average common shares outstanding                  498,600                498,600
                                               =====================  =====================

                                                                                                 Cumulative
                                                                                                amounts from
                                                                                              date of inception
                                                 For the Six Month      For the Six Month    (November 17, 2004)
                                                   Period Ended           Period Ended             through
                                                   September 30,          September 30,         September 30,
                                                        2010                   2009                  2010
                                               ---------------------  ---------------------  --------------------

Revenues                                       $                  -   $                  -   $                 -
                                               ---------------------  ---------------------  --------------------
Operating expenses:
 General and administrative expenses                         53,976                282,267               429,314
                                               ---------------------  ---------------------  --------------------
   Total operating expenses                                  53,976                282,267               429,314
Income from operations                                      (53,976)              (282,267)             (429,314)
Provision for income taxes                                        -                      -                     -
                                               ---------------------  ---------------------  --------------------
   Net loss                                    $            (53,976)  $           (282,267)  $          (429,314)
                                               =====================  =====================  ====================

Net loss per common share - Basic and diluted  $              (0.11)  $              (0.57)
                                               =====================  =====================
Weighted average common shares outstanding                  498,600                498,600
                                               =====================  =====================
<FN>
                                (See accompanying notes to financial statements)
</TABLE>

                                     F-6
<PAGE>
<TABLE>
<CAPTION>
                              High Plains Gas, Inc. (f/k/a Northern Explorations, Ltd.)
                                           (An Exploration Stage Company))
                                               Statement of Cash Flows
                                                     (Unaudited)
<S>                                                            <C>              <C>              <C>
                                                                                                     Cumulative
                                                                                                    amounts from
                                                                                                  date of inception
                                                                                                 (November 17, 2004)
                                                               For the Six Month Periods Ended          Through
                                                                September 30,    September 30,       September 30,
                                                                     2010             2009                2010
                                                               ---------------  ---------------  --------------------
Cash flows from operating activities:
 Net loss                                                      $      (53,976)  $     (282,267)  $          (429,314)
 Adjustments to reconcile net loss to net cash provided
   by operating activities:
   Increase in accounts payable and other accrued liabilities          53,976          100,377               112,609
                                                               ---------------  ---------------  --------------------
     Net cash used in operating activities                                  -         (181,890)             (316,705)
                                                               ---------------  ---------------  --------------------

Cash flows from investing activities                                        -                -                     -
                                                               ---------------  ---------------  --------------------
     Net cash provided by investing activities                              -                -                     -
                                                               ---------------  ---------------  --------------------

Cash flows from financing activities:
 Loans from related parties                                                 -          181,000               284,705
 Bank overdraft                                                             -             270-
 Issuance of common stock                                                   -                -                32,000
                                                               ---------------  ---------------  --------------------
     Net cash provided by financing activities                              -          181,270               316,705
                                                               ---------------  ---------------  --------------------

Net change in cash and cash equivalents                                     -             (620)                    -
Cash and cash equivalents:
 Beginning of period                                                        -              620                     -
                                                               ---------------  ---------------  --------------------
 End of period                                                 $            -   $            -   $                 -
                                                               ===============  ===============  ====================

Supplemental disclosure of cash flow information
 Interest paid during period                                   $            -   $            -   $                 -
                                                               ===============  ===============  ====================
 Income taxes paid during period                               $            -   $            -   $                 -
                                                               ===============  ===============  ====================

<FN>
                                  (See accompanying notes to financial statements)
</TABLE>

                                     F-7
<PAGE>
                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

1.  BACKGROUND  AND  DESCRIPTION  OF  BUSINESS

Northern  Explorations,  Ltd.  (the  "Company") was incorporated in the State of
Nevada  on  November  17,  2004  (date of inception), and its fiscal year end is
March  31st.  Prior  to  completion  of  the  reorganization on October 25, 2010
(referenced  in  Note  8  -  Subsequent Events), the Company was an "exploration
stage  company"  as  that term is defined by Financial Accounting Standard Board
("FASB")  Accounting  Standards  Codification  ("ASC")  915,  DEVELOPMENT  STAGE
ENTITIES.  The Company was a natural resource exploration and production company
engaged  in  the exploration, acquisition and development of properties in North
America.

On October 25, 2010 the Company completed its reorganization with High Plains
Gas, LLC ("HPG"). In accordance with the terms of the reorganization agreement,
High Plains Gas LLC (the operating entity) became a wholly owned subsidiary of
Northern Explorations, and has changed its name to High Plains Gas, Inc. (see
Note 8 - Subsequent Events).

2.  PREPARATION  OF  FINANCIAL  STATEMENTS

FINANCIAL  STATEMENT  PREPARATION
---------------------------------

The  unaudited  financial statements have been prepared by the Company according
to  the  rules  and  regulations of the Securities and Exchange Commission (SEC)
and,  therefore,  certain  information  and  disclosures  normally  included  in
financial statements prepared in accordance with accounting principles generally
accepted  in  the  United  States  have  been  omitted.
In  the  opinion  of  management, the accompanying unaudited condensed financial
statements  for  the periods presented reflect all adjustments, which are normal
and  recurring,  necessary  to  fairly  state the financial position, results of
operations and cash flows. These unaudited condensed financial statements should
be  read  in  conjunction  with the audited financial statements included in our
Annual  Report  on Form 10-K for the fiscal year ended March 31, 2010 filed with
the  SEC  on  July  14,  2010.

BASIS  OF  ACCOUNTING
---------------------

The  Company's  policy is to use the accrual method of accounting and to prepare
and  present  the  financial statements in accordance with accounting principles
generally  accepted  in  the  United  States.

ESTIMATES
---------

The preparation of financial statements in conformity with accounting principles
generally  accepted  in  the United States requires management to make estimates
and  assumptions  that affect the reported amounts of assets and liabilities and
disclosures  of  contingent  assets and liabilities at the date of the financial
statements  and  the  reported  amounts  of  revenues  and  expenses  during the
reporting  period.  Actual  results  could  differ  from  those  estimates.

3.  GOING  CONCERN  UNCERTAINTY

Prior  to  the  reorganization,  the Company had virtually no operating history,
limited  cash  on  hand,  no  assets and a business plan with inherent risk. The
Company  incurred  losses since inception resulting in an accumulated deficit of
$429,314  since  inception  through  September  30,  2010.  Because  of  these

                                     F-8
<PAGE>

factors,  the  Company's  auditors  issued  an  audit  opinion  on the Company's
financial  statements  which  includes  a statement describing our going concern
status  included  in  our  Annual  Report on Form 10-K for the fiscal year ended
March 31, 2010 filed with the SEC on July 14, 2010. This means, in the auditor's
opinion,  substantial  doubt  about the Company's ability to continue as a going
concern  existed  at  the  date  of  their  opinion.

The  Company's  existence  is  dependent upon its ability to generate sufficient
cash  flows  from  operations to support its daily operations as well as provide
sufficient  resources to retire existing liabilities and obligations on a timely
basis.  Further,  the Company faces considerable risk in its business plan and a
potential  shortfall of funding.  If no additional operating capital is received
during  the  next  twelve  months,  the Company would be forced to rely on funds
loaned  by  management, stockholders or other related parties. There is no legal
obligation  for  the Company's management, stockholders or other related parties
to  provide  additional  future  funding.

The  Company  anticipates  offering future sales of equity securities.  However,
there is no assurance that the Company will be able to obtain additional funding
through  the  sales  of  additional  equity securities or, that such funding, if
available,  will be obtained on terms favorable to or affordable by the Company.

4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

CASH AND CASH EQUIVALENTS
-------------------------

For  purposes  of  the  balance  sheet  and statement of cash flows, the Company
considers all highly liquid instruments with maturity of three months or less at
the  time  of  issuance  to  be  cash  equivalents.

MINERAL  PROPERTY  COSTS
------------------------

The  Company has been in the exploration stage since its formation (November 17,
2004) and as of September 30, 2010 (prior to the date of the Reorganization) had
not  yet  realized  any  revenues from its planned operations.  It was primarily
engaged  in  the  acquisition  and  exploration  of  natural resource and mining
properties.  Mineral  property  acquisition  and  exploration  costs  have  been
charged  to operations as incurred.  When it has been determined that a property
can  be  economically  developed as a result of establishing proven and probable
reserves,  the  costs  incurred  to develop such property, are capitalized. Such
costs  will be amortized using the units-of-production method over the estimated
life  of  the  proven  and  probable  reserve.

ENVIRONMENTAL COSTS
-------------------

Environmental  expenditures  that  relate  to  current operations are charged to
operations  or  capitalized  as  appropriate.  Expenditures  that  relate  to an
existing  condition  caused  by  past operations, and which do not contribute to
current  or  future  revenue generation, are charged to operations.  Liabilities
are  recorded  when  environmental  assessments  and/or  remedial  efforts  are
probable,  and  the  cost can be reasonably estimated.  Generally, the timing of
these  accruals  coincides with the earlier of completion of a feasibility study
or  the Company's commitments to a plan of action based on the then known facts.

INCOME TAXES
------------

Income  taxes are provided in accordance with ASC 740, INCOME TAXES.  A deferred
tax  asset  or  liability  is  recorded  for  all  temporary differences between
financial and tax reporting and net operating loss carry forwards.  Deferred tax
expense  (benefit)  results  from the net change during the year of deferred tax
assets  and  liabilities.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion or all of the deferred
tax  assets  will  not  be  realized.  Deferred  tax  assets and liabilities are
adjusted  for  the  effects  of  changes  in  tax  laws and rates on the date of
enactment.

                                     F-9
<PAGE>

BASIC AND DILUTED NET LOSS PER SHARE
------------------------------------

The  Company  reports  basic loss per share in accordance with ASC 260, EARNINGS
PER  SHARE.  Basic  loss per share is computed using the weighted average number
of  common  stock  outstanding  during  the  period.  Diluted  loss per share is
computed  using  the  weighted average number of common and potentially dilutive
common  stock  outstanding  during  that  period.  As  the Company generated net
losses  for the periods presented, basic and diluted loss per share is the same,
as  any  exercise  of  options  or  warrants  would  be  anti-dilutive.

NEW ACCOUNTING PRONOUNCEMENTS
-----------------------------

Management  does  not  believe  that any recently issued, but not yet effective,
accounting  standards, if currently adopted, could have a material effect on the
accompanying  financial  statements.

5.  LOANS  -  RELATED  PARTY

Two shareholders (related parties) prior to March 31, 2010, advanced the Company
$284,705  in  cash  payments. The loans were unsecured and interest free with no
specific repayment terms. Subsequent to March 31, 2010 these loans were assigned
to  an  individual. See our Annual Report on Form 10-K for the fiscal year ended
March  31, 2010 filed with the SEC on July 14, 2010. Subsequent to September 30,
2010,  these  loans  were  converted  into common stock (See Note 8 - Subsequent
Events).

6.  INCOME  TAXES

At  September  30,  2010 the Company had approximately $430,000 of net operating
losses  (NOL) carry forwards, respectively.  It is more likely than not that the
Company  will  not  fully  realize certain NOL's, particularly subsequent to the
change  in  control  which  resulted  from  the  Reorganization.  The  NOL carry
forwards  begin  to  expire  in  2024.

The  realization  of  any future income tax benefits from the utilization of net
operating  losses  may  be severely limited.  Federal and state tax laws contain
complicated  change of control provisions (generally when a more than 50 percent
ownership  change occurs within a three-year period), which, if triggered, could
limit  or  eliminate the use of the Company's net operating loss carry-forwards.
Potential benefits of income tax losses are not recognized in the accounts until
realization  is  more  likely  than not.  The Company has incurred net operating
losses  of  $429,314, which expire in 2030.  Pursuant to ASC 740, the Company is
required to compute tax asset benefits for net operating losses carried forward.
Potential  benefit  of  net  operating  losses have not been recognized in these
financial  statements  because  the  Company  cannot  be assured that it is more
likely  than  not  it  will  utilize the net operating losses carried forward in
future  years.

The  components  of the net deferred tax asset as of September 30, 2010, and the
effective  tax  rate  and  the  valuation  allowance  are  indicated  below:

       Net operating loss   $ 429,314
       Effective tax rate          34%
                            ----------

       Deferred tax asset   $ 145,967
       Valuation allowance   (145,967)
                            ----------

       Deferred tax asset   $       -
                            ==========

Deferred  income  taxes  reflect  the  net  tax effects of temporary differences
between  the  carrying amounts of assets and liabilities for financial reporting
purposes  and  the amounts used for income tax purposes, using enacted tax rates
in  effect  for  the  year  in  which  the  differences are expected to reverse.
Valuation

                                      F-10
<PAGE>
allowances are established, when necessary, to reduce deferred tax assets to the
amount  expected  to  be  realized.

7.  CAPITAL  STOCK  TRANSACTIONS

On  December  7,  2004,  the  Company sold 270,000 shares of its common stock at
$0.01112  per  share.  On  December 22, 2004, the Company sold 225,000 shares of
its  common  stock at $0.11120 per share.  On January 17, 2005, the Company sold
3,600  shares  of  its  common  stock  at  $1.11200  per  share.

On  July  14, 2008, the Company authorized and approved a forward stock split of
six  for  one  (6:1) of the total issued and outstanding shares of common stock.
The  forward stock split increased issued and outstanding shares of common stock
from  5,540,000  to  33,240,000  shares  of  common  stock.

On  March 30, 2009, the Company authorized and approved a forward stock split of
three  for one (3:1) of the total issued and outstanding shares of common stock.
The  forward stock split increased issued and outstanding shares of common stock
from  33,240,000  to  99,720,000  shares of common stock.  All share amounts and
price  per  share  have  been  retroactively adjusted for all periods presented.

Reverse  Stock  Split

Effective September 30, 2010, the Company completed a 1 for 200 reverse split of
the  issued  and  outstanding  common  shares,  $0.001  par  value.

Prior  to  the reverse split a total of 99,720,000 common shares were issued and
outstanding.  Upon  completion  of  the  reverse split a total of 498,600 common
shares  were issued and outstanding.  Fractional shares were rounded to the next
whole  share. (if prior to the reverse split a shareholder had 200 common shares
of  the Company they would have 1 common share effective September 30, 2010 as a
result  of  the  reverse  split.  The reverse split was approved by shareholders
representing  58%  of  the  issued  and  outstanding  common  stock.

All  impacted  amounts  included in the condensed financial statements and notes
thereto  have  been retroactively adjusted for the reverse stock split. Impacted
amounts  include  shares  of  common  stock  authorized  and  outstanding, share
issuances,  shares  underlying  any equity instruments, shares reserved and loss
per  share.

Stock  Issuances-  Post  September  30,  2010

On  October  11,  2010,  the  Company  converted  all  outstanding loan balances
including  any  accrued  interest  into  12,501,400 common shares issued to five
entities.  (See  Note  8  -  Subsequent  Events).

On October 18, 2010, the Company pursuant to the Reorganization Agreement issued
52,000,000 common shares to nine individuals representing 100% of the membership
interests  in  High  Plains  Gas,  LLC.  (See  Note  8  -  Subsequent  Events).

Effective November 8, 2010, the Company completed the sale pursuant to a private
placement  of  200,000  shares  of  common  stock  at  a  price of $1.00 to five
accredited  investors.

Effective  November  17,  2010,  the  Company  completed  the sale pursuant to a
private  placement of an additional 400,000 shares of common stock at a price of
$1.00  to  five  additional  accredited  investors.

                                      F-11
<PAGE>
As  of  September 30, 2010, there were no outstanding stock options or warrants.

8.  SUBSEQUENT  EVENTS

In  accordance  with  ASC  855,  Subsequent  Events,  the  Company has evaluated
subsequent events through November 15, 2010, the date of issuance of the interim
financial statements.  During this period, the Company did not have any material
recognizable  subsequent  events,  except  for  the  below.
The  Company's  two  related party shareholders (Note 5 - Loans - Related Party)
who  advanced  the Company in excess of $285,000 assigned their respective debts
with  the  Company  to  a  non-U.S.  citizen.  The assignments for both of these
individuals are inclusive of any and all amounts that were loaned to the Company
or  payments  made  on  behalf  of the Company.  The Company is not aware of any
changes  in  the terms of the related party loans, or the intent of the non-U.S.
citizen  on  a  demand  for  repayment  from  the  Company.

Effective  October  11,  2010,  the  Company converted $284,705 of related party
loans (see Note 5 - Related Party - Loans) into 5,501,400 shares of common stock
at  a  price  of $0.05 per share to four entities that were assigned the debt on
April  1,  2010.

Effective  October  11,  2010,  the  Company converted $110,633 of our remaining
outstanding  liabilities  into  7,000,000  shares  of common stock at a price of
$0.016  per  share  to  one  individual  who  was  assigned  the  outstanding
liability/accrued expenses or paid these expenses behalf of the Company prior to
the  Reorganization.

Reorganization Agreement

High  Plains  Gas,  Inc.  (formerly  Northern  Explorations,  Ltd.),  a  Nevada
Corporation,  entered into a Reorganization Agreement with High Plains Gas, LLC,
a  Wyoming limited liability company ("HPG"), dated July 28, 2010 and with final
signatures  received  on  July  29,  2010,  as  amended  September 13, 2010 (the
"Reorganization").

Pursuant to the Reorganization Agreement, effective September 30, 2010, the name
of  the  Company  was  changed  to  High  Plains  Gas,  Inc.  The  Articles  of
Incorporation  were  amended  to  reflect  this  name  change.

In addition the authorized common stock was increased from 150,000,000 par value
$0.001  common  shares  to  250,000,000  par  value  $0.001  common  shares. The
amendment  was  approved  by  shareholders  representing  58%  of the issued and
outstanding  common  stock.

Effective September 30, 2010, the Company completed a 1 for 200 reverse split of
the  issued  and  outstanding  Common  Shares,  $0.001  par  value.

Prior  to  the reverse split a total of 99,720,000 common shares were issued and
outstanding.  Upon  completion  of  the  reverse split a total of 498,600 common
shares  were  issued and outstanding. Fractional shares were rounded to the next
whole  share. (if prior to the reverse split a shareholder had 200 common shares
of  the Company they would have 1 common share effective September 30, 2010 as a
result  of  the  reverse split).  The reverse split was approved by shareholders
representing  58%  of  the  issued  and  outstanding  common  stock.

On  October  25,  2010  the  Company completed its reorganization with HPG.   In
accordance  with  the  terms of the reorganization agreement, HPG (the operating
entity)  became  a  wholly owned subsidiary of Northern Explorations, which then
changed  its  name  to  High Plains Gas, Inc. The financial statements and other
information  included  herein precedes the effective date of the reorganization.
As  a  consequence,  the information presented includes separately the financial
statements  for  both Northern Explorations, Ltd. and High Plains Gas, LLC as of
September  30,  2010.  The  information  also  includes  a  pro  forma financial
statement combining the two financial statements.  The Company issued a total of

                                      F-12
<PAGE>

52,000,000  shares  of common stock of the Company (which at the time of Closing
reflected  80%  of  the fully diluted issued and outstanding common stock of the
Company)  for delivery to members of HPG in exchange for 100% of the controlling
interest  in  the  securities  of  HPG.

In  November  2010,  HPG  entered into two promissory notes totaling $1,750,000.
The interest rate is 10% per annum and both are due at the earlier of a proposed
PIPE  financing  of  a  minimum  of  $20  million  or on December 31, 2010.  The
proceeds received from the notes were utilized by the Company to acquire certain
bonds  to  close  the  CEP  transaction  with  Pennaco Energy (described below).

In  November  2010,  HPG entered into a promissory note totaling $3,000,000 with
Mark  Hettinger. The interest rate is 15% per annum and the note is due upon the
closing  of proposed financing for the Company in a minimum of $20,000,000.  Mr.
Hettinger  is also due 450,000 shares of Common Stock of the Company issuable at
the  time of payment of the Promissory Note. These shares are accounted for as a
debt  discount  on  the  note  payable.

In November 2010, HPG entered into an operations and convertible note receivable
agreement  with  Current  Energy Partners Corporation ("Current") and its wholly
owned  subsidiary  CEP  M  Purchase LLC ("CEP").  The proceeds received from the
three  promissory  notes  in  November  2010  were used to pay the $3,550,000 to
Current.  The  convertible note receivable is convertible, at HPG's option, into
51%  membership  interest  in  CEP.  In  November  2010,  HPG converted the note
receivable  into  51%  of  CEP.

HPG  also entered into an option agreement with Current where HPG was granted an
option  to  purchase the remaining 49% interest in CEP for a total consideration
of  $1,500,000 and 11,250,000 newly issued shares of common stock of HPG.  Those
shares  shall  be  increased  in  the  event  of  a  stock  dividend  or  other
reorganization  of  HPG  consistent  with  such dividend or reorganization.  The
option  expires  on  January  31,  2011.

Effective November 8, 2010, the Company completed the sale pursuant to a private
placement  of  200,000  shares  of  common  stock  at  a  price of $1.00 to five
accredited  investors.

Effective  November  17,  2010,  the  Company  completed  the sale pursuant to a
private  placement of an additional 400,000 shares of common stock at a price of
$1.00  to  five  additional  accredited  investors.









































                                      F-13
<PAGE>
                              HIGH PLAINS GAS, LLC

                                 BALANCE SHEETS

                                  (UNAUDITED)

                                                 SEPTEMBER 30,    December 31,
                                                      2010            2009
                                                ---------------  --------------
ASSETS
----------------------------------------------

CURRENT ASSETS
   Cash and cash equivalents                    $       30,779   $      70,426
   Accounts receivable                                 137,103          94,786
   Prepaid and other current assets                      8,918          25,962
                                                ---------------  --------------
                  TOTAL CURRENT ASSETS                 176,800         191,174
OIL AND GAS PROPERTIES - using successful
   efforts method of accounting
       Proved properties                             5,075,794       3,458,022
   Less accumulated depletion, depreciation
      and amortization                              (2,436,620)     (1,865,531)
                                                ---------------  --------------
          OIL AND NATURAL GAS PROPERTIES, NET        2,639,174       1,592,491

   Property, plant, and equipment                       17,987               -
   Note receivable - long term                         122,977         254,135
   Other assets                                        201,718         177,023
                                                ---------------  --------------

                  TOTAL ASSETS                  $    3,158,656   $   2,214,823

LIABILITIES AND MEMBERS'EQUITY
----------------------------------------------

CURRENT LIABILITIES
   Accounts payable                             $      708,718   $     215,758
   Accounts payable - related party                      5,172          30,196
   Accrued expenses                                    129,236           3,305
   Royalties payable                                    44,438          54,848
   Current portion of long-term debt                   636,990         119,131
   Line-of-credit                                      200,000         800,000
   Asset retirement obligation - short term             21,367          21,367
                                                ---------------  --------------
         TOTAL CURRENT LIABILITIES                   1,745,921       1,244,605

   Long term debt                                      978,475         317,432
   Asset retirement obligations                        164,816          11,679
                                                ---------------  --------------
         TOTAL LIABILITIES                           2,889,212       1,573,716
                                                ---------------  --------------

COMMITMENTS AND CONTINGENCIES                                -               -

MEMBERS' EQUITY
   Members' capital contribution                     1,004,283         285,780
   Retained earnings (deficit)                        (734,839)        355,327
                                                ---------------  --------------
         TOTAL MEMBERS' EQUITY                         269,444         641,107
                                                ---------------  --------------


TOTAL LIABILITIES AND MEMBERS' EQUITY           $    3,158,656   $   2,214,823
                                                ===============  ==============

    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS


                                      F-14
<PAGE>
                              HIGH PLAINS GAS, LLC
                            STATEMENTS OF OPERATIONS
                                  (UNAUDITED)

                                                 NINE MONTHS ENDED
                                                    SEPTEMBER 30,
                                                  2010         2009
                                              ------------  ----------

REVENUES
   Oil and gas revenue                        $ 1,098,075   $ 443,094
   Pipeline revenue                                13,290      67,766
                                              ------------  ----------

         TOTAL REVENUE                          1,111,365     510,860
                                              ------------  ----------

COSTS AND EXPENSES
   Production                                     721,388     452,398
   General and administrative                     875,539      98,992
   Depreciation, depletion and amortization       571,089     307,916
   Gain on sale of oil and gas property           (20,000)          -
   Accretion expense                                3,326           -
                                              ------------  ----------

         TOTAL COSTS AND EXPENSES               2,151,342     859,306
                                              ------------  ----------

NET LOSS FROM OPERATIONS                      $(1,039,977)  $(348,446)

OTHER INCOME (EXPENSE)
   Other income                                     6,951          18
   Interest (expense), net                        (57,140)    (22,311)
                                              ------------  ----------

         TOTAL OTHER EXPENSE, NET                 (50,189)    (22,293)
                                              ------------  ----------

NET LOSS                                      $(1,090,166)  $(370,739)
                                              ============  ==========


     THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENT











                                      F-15
<PAGE>
                              HIGH PLAINS GAS, LLC
                            STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)

                                                        NINE MONTHS ENDED
                                                          SEPTEMBER 30,
                                                        2010         2009
                                                    ------------  ----------

CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                           $(1,090,166)  $(370,739)
 Adjustments to reconcile net loss to net cash
   Used in operating activities
     Depreciation, depletion and amortization           571,089     307,916
     Accretion expense                                    3,326           -
     Amortization of discount long-term receivable      (13,516)          -

 Changes in operating assets and liabilities
   Accounts receivable                                  (42,317)      7,790
   Notes receivable                                     144,674           -
   Prepaid expenses and Other assets                     (7,651)     (6,598)
   Accounts payable                                     492,960     (33,341)
   Accounts payable - related party                     (25,024)          -
   Accrued expenses                                     125,931         377
   Royalties payable                                    (10,410)       (598)
                                                    ------------  ----------
      Net cash provided by (used in) operating
      activities                                        148,896     (95,193)

CASH FLOWS FROM INVESTING ACTIVITIES
 Purchase of office equipment                           (17,987)          -
 Investment in proved properties                       (800,141)   (284,099)
                                                    ------------  ----------
      Net cash used in investing activities            (818,128)   (284,099)

CASH FLOWS FROM FINANCING ACTIVITIES
 Member's contribution                                  702,503     193,000
 Redemption of membership units                        (134,000)          -
 Borrowings on line of credit                         1,400,000     220,000
 Repayments on debt                                  (1,338,918)    (71,691)
                                                    ------------  ----------
      Net cash provided by financing activities         629,585     341,309


INCREASE IN CASH AND CASH EQUIVALENTS                   (39,647)    (37,983)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD           70,426      74,810
                                                    ------------  ----------
CASH AND CASH EQUIVALENTS, END OF PERIOD            $    30,779   $  36,827
                                                    ============  ==========
SUPPLEMENTAL DISCLOSURES:
 Cash paid for interest                             $    53,564   $  46,596
 Cash paid for income taxes                                   -           -
NON-CASH ACTIVITIES
 Additions to asset retirement obligation for
   purchased wells                                  $   149,811   $       -
 Purchase of oil and gas properties with
   term loan                                        $   475,000   $       -
 Purchase of oil and gas properties paid by
   related party                                    $   150,000   $       -

     THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENT

                                      F-16
<PAGE>
                              HIGH PLAINS GAS, LLC

                              STATEMENT OF EQUITY
                                  (UNAUDITED)


                    Balance at December 31, 2009   $   641,107

                    Owners' capital contribution       852,503

                    Membership unit redemption        (134,000)

                    Net loss                        (1,090,166)

                    Balance at September 30, 2010  $   269,444


    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS

































                                      F-17
<PAGE>
                              HIGH PLAINS GAS, LLC

                         NOTES TO FINANCIAL STATEMENTS
                                  (UNAUDITED)

NOTE 1 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

     High  Plains  Gas,  LLC  ("HPG")  is  an  independent  exploration  company
primarily engaged in the acquisition, development, production and exploration of
oil  and  natural  gas  properties  onshore  in  the  United  States.

On  October 25, 2010 HPG completed its reorganization with High Plains Gas, Inc.
(formerly  Northern  Explorations,  Ltd.).  In  accordance with the terms of the
reorganization  agreement,  HPG  (the  operating  entity)  became a wholly owned
subsidiary  of  Northern Explorations which changed its name to High Plains Gas,
Inc.  (see  Note  6  -  Subsequent  Events).

Interim Financial Statements

     The  accounting  policies and methods followed in preparing these unaudited
condensed  financial  statements are those used by HPG as described in Note 1 of
the  notes  to  December  31, 2009 and 2008 financial statements included on the
Form  8-K  filed  by  High  Plains Gas, Inc. with the US Securities and Exchange
Commission  on  October  22,  2010.  The  unaudited financial statements for the
nine-month  period  ended  September  30,  2010  and  2009 have been prepared in
accordance with accounting principles generally accepted in the United States of
America  and  the  rules  of  the  Securities and Exchange Commission and do not
conform  in  all respects to the disclosure and information that is required for
annual  consolidated  financial statements.  The year-end balance sheet data was
derived  from audited financial statements, but does not include all disclosures
required  by  accounting  principles  generally accepted in the United States of
America.  These  interim  condensed  financial  statements  should  be  read  in
conjunction with the most recent annual consolidated financial statements of the
Company.

     In the opinion of management, all adjustments, all of which are of a normal
recurring  nature, considered necessary for fair statement have been included in
these  interim  condensed  financial  statements.  Operating  results  for  the
nine-month  period  ended  September  30, 2010 are not indicative of the results
that  may  be  expected  for  the  full  year  ending  December  31,  2010.

Use of Estimates

The preparation of these financial statements is in conformity with accounting
principles generally accepted in the United States of America and requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amount of revenues and
expenses during the reporting period.  Actual results could differ from those
estimates.


                                      F-18
<PAGE>
The most critical estimate HPG uses is the engineering estimate of proved oil
and gas reserves.  This estimate affects the application of the successful
efforts method of accounting, the calculation of depreciation and depletion of
oil and gas properties and the estimate of the impairment of HPG's oil and gas
properties.  It also affects the estimated lives of HPG assets used to determine
asset retirement obligations.

NOTE 2 - DEBT

     Total debt at September 30, 2010 and December 31, 2009 consists of the
following:

                                                 SEPTEMBER 30,    DECEMBER 31,
                                                      2010            2009
                                                ---------------  --------------
Term loan- First Interstate Bank                $            -   $     436,563
Line of credit- First Interstate Bank                        -         800,000
Line of credit- US Bank                                200,000               -
Term loan - US Bank                                  1,102,870               -
Term loan - Jim's Water Service                        475,000               -
Ford Motor Credit Loan                                  37,595               -
                                                ---------------  --------------
                                                     1,815,465       1,236,563

Less current portion of line of credits               (200,000)       (800,000)
Less current portion of Ford Motor Credit loan          (7,589)              -
Less current portion Jim's Water Service loan         (475,000)              -
Less current portion of US Bank term loan             (154,401)       (119,131)
                                                ---------------  --------------
Long-term debt                                  $      978,475   $     317,432
                                                ===============  ==============

     HPG  entered  in a loan agreement with First Interstate Bank on October 12,
2006  for  a  line  of credit of up to $800,000 and an original maturity date of
October  12, 2009. On October 22, 2008 the agreement was modified and with a new
interest  rate  of 9.250% and new maturity date of December 7, 2009. On December
7,  2009  the  agreement was modified to reflect a new interest rate of 6% and a
new  maturity  date of October 12, 2010. The loan was fully paid-off and retired
in  January  2010.

     HPG  entered  in a loan agreement with First Interstate Bank on November 7,
2007  for  a term loan of $653,250 and a maturity date on July 7, 2013. Payments
were  established  at $12,000 per month at an interest rate of 8.25%. On May 13,
2008,  the  agreement  was  modified to reflect a new interest rate of 6.5%. The
loan  was  fully  paid-off  and  retired  in  January  2010.

     HPG  borrowed  $1.2  million  from  U.S.  Bank on January 20, 2010, with an
interest  rate  of 4.95% per annum. HPG must make 35 monthly payments of $16,935
with  the  remaining principal due in a balloon payment on January 20, 2013. HPG
also obtained a line-of-credit that has a maximum borrowing capacity of $200,000
and  an interest rate of 4.95%. At September 30, 2010, HPG has borrowed the full
amount  of  $200,000.  The  maturity  date of this line-of-credit is October 31,
2010.

     HPG  is obligated under a promissory note and mortgage for $475,000 for the
purchase  of  existing coal bed methane wells from an unrelated party.  The note
carries  a  10%  rate  of  interest and is due and payable in full no later than
January  3, 2011 along with any unpaid accrued interest.  An interest payment of
$19,792  was  made in August 2010, and an additional interest payment of $15,833
is  due  December  31,  2010.  The  note  is  secured  by  the mineral interests
assigned.

                                      F-19
<PAGE>

     HPG  borrowed $42,820 from Ford Motor Credit for the purchase of a vehicle.
The  loan  bears  an  interest rate of 7.99% and requires 60 monthly payments of
$871  principal  and interest.  The balance as of September 30, 2010 is $37,595.

NOTE 3 - ACQUISITION OF OIL AND GAS PROPERTY

     As  noted  in  Note  2, during April 2010, HPG purchased oil and gas leases
along  with personal property in 45 producing coal bed methane wells and mineral
interests from an unrelated third party for $625,000.  The Company paid $150,000
cash  on  the  closing  date  and  the remaining balance of $475,000 is financed
through  the  seller.  These properties are adjacent to HPG's existing field and
are subject to the terms and conditions of record regarding overriding royalties
and  other  interests.  The  seller  also  reserved  a one-third interest in all
minerals  below  the  Fort  Union Oil Formation or 3,000 feet below the surface,
whichever  is  deeper.  The seller also retained its ownership interest in an 8"
pipeline  that  crosses  in  part  the  properties  being  transferred.

NOTE 4 - MEMBERS' EQUITY

     HPG  received capital contributions of $852,503 from its members during the
nine  months  ended  September  30,  2010.

     On  May  5th,  2010 HPG entered into a membership unit redemption agreement
with  five of its member owners who collectively held 50 units of HPG.  These 50
units  represent  47.50% of the total membership units issued and outstanding at
the  time  of  redemption.  In  exchange  for  the redemption of these units HPG
assigned  several  oil  and gas leases for nonproducing mineral interests with a
basis  and  fair  value  of nil along and paid $134,000 to the redeemed members.
The assignment and conveyances included specific portions of certain oil and gas
leases for all gas below a depth of three thousand feet, or the base of the Fort
Union  Coal  Formation,  whichever  is  deeper  and  all  oil  at  any  depth.

NOTE  5  -  ASSET  RETIREMENT  OBLIGATION

     Changes  in  HPG's  asset  retirement  obligations  were  as  follows:

                                                  SEPTEMBER 30,
                                                       2010
                                                 --------------
Asset retirement obligations, beginning of year  $       33,046
Additions                                               149,811
Accretion expense                                         3,326
                                                 --------------
Asset retirement obligations, end of period      $      186,183
                                                 ==============

     HPG  maintains  certificates of deposits that have been established for the
purpose  of  assuring maintenance and administration of a performance bond which
secures  certain  plugging  and  abandonment  obligations  assumed by HPG on its
federal  leases.  At  September  30,  2010,  the amount of these certificates of
deposits  totaled  $200,000  and  is  shown  as  other  assets.


                                      F-20
<PAGE>
NOTE 6- SUBSEQUENT EVENTS

     HPG  had  previously  entered  into  a contract with Alpha Wyoming and Land
Company LLC ("Alpha Coal"). Alpha Coal purchased its contract from HPG for about
$745,000  with $345,000 paid in September 2010. In October 2010, Alpha Coal paid
HPG  the  approximate  remaining  $400,000  due  for HPG's interest. HPG accrued
bonuses  from  these  payments  totaling  $350,000  to  some HPG employees as of
September  30,  2010.

     In  November  2010,  HPG  entered  into  two  promissory  notes  totaling
$1,750,000.  The  interest rate is 10% per annum and both are due at the earlier
of  a  proposed  PIPE  financing  of a minimum of $20 million or on December 31,
2010.  The  proceeds  received  from  the  notes were utilized by the Company to
acquire  certain  bonds  to  close  the  CEP  transaction  with  Pennaco  Energy
(described  below).

     In  November  2010,  HPG entered into a promissory note totaling $3,000,000
with Mark Hettinger. The interest rate is 15% per annum and the note is due upon
the  closing  of proposed financing for the Company in a minimum of $20,000,000.
Mr. Hettinger is also due 450,000 shares of Common Stock of the Company issuable
at the time of payment of the Promissory Note. These shares are accounted for as
a  debt  discount  on  the  note  payable.

     In November 2010, HPG entered into an operations and convertible note
receivable agreement with Current Energy Partners Corporation ("Current") and
its wholly owned subsidiary CEP M Purchase LLC ("CEP").  The proceeds received
from the three promissory notes in November 2010 were used to pay the $3,550,000
to Current.  The convertible note receivable is convertible, at HPG's option,
into 51% membership interest in CEP.  In November 2010, HPG converted the note
receivable into 51% of CEP.

     HPG  also  entered  into  an  option  agreement  with Current where HPG was
granted  an  option  to  purchase  the remaining 49% interest in CEP for a total
consideration  of  $1,500,000 and 11,250,000 newly issued shares of common stock
of  HPG.  Those  shares  shall  be increased in the event of a stock dividend or
other reorganization of HPG consistent with such dividend or reorganization. The
option  expires  on  January  31,  2011.

     On  October 25, 2010 the Company completed its reorganization with Northern
Explorations,  Ltd.   In  accordance  with  the  terms  of  the  reorganization
agreement,  HPG  (the  operating  entity)  became  a  wholly owned subsidiary of
Northern  Explorations, which then changed its name to High Plains Gas, Inc. The
financial  statements  and  other  information  included  herein  precedes  the
effective  date  of  the  reorganization.  As  a  consequence,  the  information
presented  includes  separately  the  financial  statements  for  both  Northern
Explorations,  Ltd.  and  High  Plains  Gas,  LLC as of September 30, 2010.  The
information  also  includes  a  pro  forma financial statement combining the two
financial statements.  The Company issued a total of 52,000,000 shares of common
stock  of  the  Company (which at the time of Closing reflected 80% of the fully
diluted  issued  and  outstanding  common  stock of the Company) for delivery to
members  of  HPG  in  exchange  for  100%  of  the  controlling  interest in the
securities  of  HPG.  The  transaction  is  accounted  for  as a reverse merger.

     In  November  2010,  the  Company  completed the sale pursuant to a private
placement  of  600,000  shares of common stock at a price of $1.00 to accredited
investors.



                                      F-21
<PAGE>
<TABLE>
<CAPTION>
                                   UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET
                                                 SEPTEMBER 30, 2010
                                                HIGH PLAINS GAS, LLC
                                                    (UNAUDITED)
<S>                                         <C>                 <C>              <C>            <C>  <C>
                                                                Northern                             Pro-forma
                                            High Plains Gas,    Explorations,    Pro-forma           Consolidated
                                            LLC                 Ltd.             Adjustments         Balance Sheet
                                            ------------------  ---------------  -------------       ---------------
ASSETS
------------------------------------------
CURRENT ASSETS
 Cash and cash equivalents                  $          30,779   $            -   $          -        $       30,779
 Accounts receivable                                  137,103                -              -               137,103
 Prepaid and other current assets                       8,918                -              -                 8,918
                                            ------------------  ---------------  -------------       ---------------

   TOTAL CURRENT ASSETS                     $         176,800                -              -               176,800

OIL AND GAS PROPERTIES - using
successful efforts method of accounting
 Proved properties                                  5,075,794                -              -             5,075,794
 Less accumulated depletion,
 depreciation and amortization                     (2,436,620)               -              -            (2,436,620)
                                            ------------------  ---------------  -------------       ---------------
   OIL AND GAS PROPERTIES, NET                      2,639,174                -              -             2,639,174

 Property and equipment                                17,987                -              -                17,987
 Note receivable - long term                          122,977                -              -               122,977
 Other assets                                         201,718                -              -               201,718
                                            ------------------  ---------------  -------------       ---------------

TOTAL ASSETS                                $       3,158,656   $            -   $          -        $    3,158,656

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------------
CURRENT LIABILITIES
 Accounts payable                           $         708,718   $        3,629   $     (3,629)       $      708,718
 Accounts payable - related party                       5,172          284,705       (284,705)                5,172
 Accrued expenses                                     129,236          108,980       (108,980)              129,236
 Royalties payable                                     44,438                -              -                44,438
 Current portion of long-term debt                    636,990                -              -               636,840
 Line-of-credit                                       200,000                -              -               200,000
 Asset retirement obligation - short-term              21,367                -              -                21,367
                                            ------------------  ---------------  -------------       ---------------

   TOTAL CURRENT LIABILITIES                        1,745,921          397,314       (397,314)            1,745,921

Long term debt                                        978,475                -              -               978,475
Asset retirement obligations                          164,816                -              -               164,816
                                            ------------------  ---------------  -------------       ---------------

   TOTAL LIABILITIES                                2,889,212          397,314       (397,314)            2,889,212

COMMITMENTS AND CONTINGENCIES                               -                -              -                     -

STOCKHOLDERS' EQUITY (DEFICIT)
 Common Stock, $0.001 par value,
   250,000,000 shares authorized,                           -              499              -   (a)          65,000
   65,000,000 shares issued and                                                        12,501   (b)
    Outstanding                                                                        52,000   (c)
 Additional paid-in capital                                 -           31,501        907,782   (d)         939,283
 Members' capital contributions                     1,004,283                -     (1,004,283)  (e)               -
 Retained deficit                                    (734,839)        (429,314)       429,314   (f)        (734,839)
                                            ------------------  ---------------  -------------       ---------------

 Total stockholders' equity (deficit)                 269,444         (397,314)       397,314               269,444
                                            ------------------  ---------------  -------------       ---------------

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY (DEFICIT)              $       3,158,656   $            -   $          -        $    3,158,656
                                            ==================  ===============  =============       ===============
<FN>
                      THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE FINANCIAL STATEMENTS
</TABLE>

                                      F-22
<PAGE>
       NOTES TO THE UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)


NOTE 1 - BASIS OF PRESENTATION

In  October  2010,  High Plains Gas, LLC ("HPG") completed a reverse acquisition
transaction  through a Reorganization Agreement with Northern Explorations, Ltd.
("Northern")  whereby  Northern  acquired  100%  of  our  issued and outstanding
membership  units  in exchange for 52,000,000 shares of Northern's common stock.
As  a  result  of  the  reverse  acquisition, HPG became Northern's wholly-owned
subsidiary  and HPG's former stockholders became the controlling stockholders of
Northern. The share exchange with Northern was treated as a reverse acquisition,
with  HPG  as  the  accounting  acquirer  and  Northern  as  the acquired party.

Consequently,  our  assets and liabilities and our historical operations will be
reflected  in  the  consolidated  financial  statements for periods prior to the
Reorganization  Agreement. After the completion of the Reorganization Agreement,
our consolidated financial statements will include the assets and liabilities of
both  HPG and Northern, our historical operations up through the closing date of
the  Reorganization  Agreement  and  the combined operations of Northern and HPG
from  the  closing  date  of  the  Reorganization  Agreement.

These  pro  forma  financial  statements  are  prepared assuming the transaction
occurred  on  September  30,  2010.  Unaudited  financial  statements of HPG and
Northern  have  been  used  in the preparation of the pro forma statements as of
September  30,  2010.  These  pro  forma  financial statements should be read in
conjunction  with  the  historical  financial  statements  of  HPG and Northern.

NOTE 2 - PRO FORMA ADJUSTMENTS

(a)  To reflect  the 1 for 200 reverse stock split of the issued and outstanding
     common  shares,  $0.001  par  value  (no adjustment is required because the
     split  has  already  been  reflected  on  Northern's  books).

(b)  To reflect  the  conversion of all outstanding accounts payable and accrued
     liabilities  into  12,501,400  common  shares  of  Northern.

(c)  To reflect  the issuance of 52,000,000 Northern common shares to members of
     High  Plains  pursuant  to  the  reorganization  agreement.

(d)  To reflect  the  net  effect  of recapitalization entries from other equity
     accounts.

(e)  To reflect  the  re-class  of  the  members'  capital contributions of High
     Plains  to  the  additional  paid-in-capital  account.

(f)  To eliminate  the  retained  deficit  of  Northern

                                      F-23
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF  OPERATIONS

FORWARD  LOOKING  STATEMENTS:  STATEMENTS  ABOUT  OUR  FUTURE  EXPECTATIONS  ARE
"FORWARD-LOOKING STATEMENTS" AND ARE NOT GUARANTEES OF FUTURE PERFORMANCE.  WHEN
USED  HEREIN,  THE  WORDS  "MAY,"  "WILL,"  "SHOULD,"  "ANTICIPATE,"  "BELIEVE,"
"APPEAR,"  "INTEND,"  "PLAN,"  "EXPECT,"  "ESTIMATE," "APPROXIMATE," AND SIMILAR
EXPRESSIONS  ARE  INTENDED  TO  IDENTIFY  SUCH FORWARD-LOOKING STATEMENTS. THESE
STATEMENTS  INVOLVE  RISKS AND UNCERTAINTIES INHERENT IN OUR BUSINESS, INCLUDING
THOSE  SET FORTH UNDER THE CAPTION "RISK FACTORS," IN THIS DISCLOSURE STATEMENT,
AND  ARE  SUBJECT  TO  CHANGE  AT  ANY  TIME.  OUR  ACTUAL  RESULTS COULD DIFFER
MATERIALLY  FROM THESE FORWARD-LOOKING STATEMENTS.  THIS FORM 10-Q DOES NOT HAVE
ANY  STATUTORY  SAFE HARBOR FOR THIS FORWARD LOOKING STATEMENT.  WE UNDERTAKE NO
OBLIGATION  TO  UPDATE  PUBLICLY  ANY  FORWARD-LOOKING  STATEMENT.

This Management's Discussion and Analysis should be read in conjunction with the
financial  statements  included  in  this  Quarterly  Report  on  Form 10-Q (the
"Financial  Statements").  The  financial  statements  have  been  prepared  in
accordance  with  generally  accepted  accounting  policies in the United States
("GAAP").  Except  as  otherwise  disclosed, all dollar figures included therein
and  in  the  following  management discussion and analysis are quoted in United
States  dollars.

OVERVIEW

High Plains Gas, Inc. (f/k/a Northern Explorations, Ltd.) was incorporated under
the laws of the State of Nevada on November 17, 2004 (date of inception) and has
been engaged in the business of exploration of natural resource properties in
the United States.  Shares of our common stock commenced quotation on the OTC
Bulletin Board under the symbol "NXPN" commencing September 2008.  The market
for our common stock is limited, and can be considered volatile.

On October 18, 2010, High Plains Gas, LLC, a Wyoming limited liability company
("HPG"), reorganized with High Plains, Gas, Inc., a Nevada corporation ("NXPN").
NXPN acquired all of the outstanding ownership interest of HPG pursuant to the
Reorganization Agreement ("Reorganization") and will continue its business
operations, as a wholly owned subsidiary of High Plains, Gas, Inc. (the
"Company").

NXPN acquired 100% of the HPG issued and outstanding membership units in
exchange for 52,000,000 shares of NXPN's common stock.  As a result, HPG's
former stockholders became the controlling stockholders of NXPN.  The share
exchange with NXPN was treated as a reverse acquisition, with HPG as the
accounting acquirer and NXPN as the acquired party.

Consequently, HPG assets and liabilities and historical operations will be
reflected in the consolidated financial statements for periods prior to the
Reorganization (October 18, 2010).  After the completion of the Reorganization,
HPG consolidated financial statements will include the assets and liabilities of
both HPG and NXPN, our historical operations up through the closing date of the
Reorganization and the combined operations of NXPN and HPG from the closing date
of the Reorganization.


                                   Page 24
<PAGE>
CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our financial statements are prepared in accordance with accounting principles
generally accepted in the United States of America. The reported financial
results and disclosures were determined using the significant accounting
policies, practices and estimates described below:

Use of Estimates

The preparation of these financial statements is in conformity with accounting
principles generally accepted in the United States of America and requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amount of revenues and
expenses during the reporting period.  Actual results could differ from those
estimates.

The most critical estimate the Company uses is the engineering estimate of
proved oil and gas reserves.  This estimate affects the application of the
successful efforts method of accounting, the calculation of depreciation and
depletion of oil and gas properties and the estimate of the impairment of the
Company's oil and gas properties.  It also affects the estimated lives of the
Company's assets used to determine asset retirement obligations.

Successful Efforts Method of Accounting

The Company uses the successful efforts method of accounting for oil and gas
producing activities.  Costs to acquire mineral interests in oil and gas
properties, to drill and equip exploratory wells that find proved reserves, to
drill and equip development wells and related asset retirement costs are
capitalized.  Costs to drill exploratory wells that do not find proved reserves,
geological and geophysical costs, and costs of carrying and retaining unproved
properties are expensed.

Impairment of Oil and Gas Properties

We test for impairment of our properties based on estimates of proved reserves.
Proved oil and gas properties are reviewed for impairment whenever events or
circumstances indicate that the carrying amount may not be recoverable.  We
estimate the future undiscounted cash flows of the affected properties to judge
the recoverability of the carrying amounts.  Initially this analysis is based on
proved reserves.  However, when we believe that a property contains oil and gas
reserves that do not meet the defined parameters of proved reserves, an
appropriately risk adjusted amount of these reserves may be included in the
impairment evaluation.  These reserves are subject to much greater risk of
ultimate recovery.  An asset would be impaired if the undiscounted cash flows
were less than its carrying value.  Impairments are measured by the amount by
which the carrying value exceeds its fair value.

Impairment analysis is performed on an ongoing basis. In addition to using
estimates of oil and gas reserve volumes in conducting impairment analysis, it
is also necessary to estimate future oil and gas prices and costs, considering
all available evidence at the date of review.  The impairment evaluation
triggers include a significant long-term decrease in current and projected
prices or reserve volumes, an accumulation of project costs significantly in
excess of the amount originally expected and historical and current negative
operating losses.  Although we evaluate future oil and gas prices as part of the
impairment analysis, we do not view short-term decreases in prices, even if
significant, as impairment triggering events.


                                   Page 25
<PAGE>
Unproved oil and gas properties that are individually significant are
periodically assessed for impairment of value, and a loss is recognized at the
time of the impairment by providing an impairment allowance.  An asset would be
impaired if the undiscounted cash flows were less than its carrying value.
Impairments are measured by the amount by which the carrying value exceeds its
fair value.  Because the Company uses the successful efforts method, the Company
assesses its properties individually for impairment, instead of on an aggregate
pool of costs.

Depreciation and Depletion of Oil and Natural Gas Properties

Capitalized costs of producing oil and gas properties, after considering
estimated residual salvage values, are depreciated and depleted by the
unit-of-production method.  This method is applied through the simple
multiplication of reserve units produced by the leasehold costs per unit on a
field by field basis.  Leasehold cost per unit is calculated by dividing the
total cost of acquiring the leasehold by the estimated total proved oil and gas
reserves associated with that lease.  Field cost is calculated by dividing the
total cost by the estimated total proved producing oil and gas reserves
associated with that field.

Asset Retirement Obligations

The Company follows FASB ASC 410 - Asset retirement and Environmental
Obligations, which requires entities to record the fair value of a liability for
legal obligations associated with the retirement obligations of tangible
long-lived assets in the period in which it is incurred.  This standard requires
the Company to record a liability for the fair value of the dismantlement and
plugging and abandonment costs excluding salvage values.  When the liability is
initially recorded, the entity increases the carrying amount of the related
long-lived asset.  Over time, accretion of the liability is recognized each
period, and the capitalized cost is amortized over the useful life of the
related asset.  Upon settlement of the liability, an entity either settles the
obligation for its recorded amount or incurs a gain or loss upon settlement.

Concentrations of Credit Risk

All of the Company's receivables are due from oil and natural gas purchasers.
The Company sold 100% of its oil and natural gas production to two customers for
the periods presented for High Plains Gas, LLC, respectively.

The Company maintains its cash in bank deposit accounts which, at times, may
exceed federally insured limits.  Accounts are guaranteed by the Federal Deposit
Insurance Corporation ("FDIC") up to $250,000.  At September 30, 2010 and
December 31, 2009, the Company did not have any cash in excess FDIC insured
limits, respectively.  The Company has not experienced any losses in such
accounts.

Revenue and Cost Recognition

The Company uses the sales method of accounting for natural gas and oil
revenues.  Under this method, revenues are recognized based on the actual
volumes of gas and oil sold to purchasers.  The volume sold may differ from the
volumes to which the Company is entitled based on its interest in the
properties.  Costs associated with production are expensed in the period
incurred.  The pipeline revenue is earned at the time the gas is physically
delivered from the customer to the gas purchaser through the Company's pipeline.

Cash and Cash Equivalents

Cash and cash equivalents include cash in banks and liquid deposit with
maturities of three months or less.

                                   Page 26
<PAGE>
Accounts receivable and allowance for doubtful accounts

Accounts receivable are reflected at net realizable value.  We establish
provisions for losses on accounts receivable if we determine that we will not
collect all or part of the outstanding balance.  We regularly review
collectability and establish or adjust the allowance as necessary using the
specific identification method.  There is no significant allowance for doubtful
accounts.

Income taxes

The Company prior to the Reorganization which occurred on October 18, 2010 was a
Limited Liability Company and the tax implications were passed down to the
members of the LLC.

Fair Value of Financial Instruments

The Company's financial instruments consist of cash, receivables, payables and
long-term debt. The carrying amount of cash, receivables and payables
approximates fair value because of the short-term nature of these items.  The
carrying amount of long-term debt approximates fair value due to the
relationship between the interest rate on long-term debt and the Company's
incremental risk adjusted borrowing rate.

Stock-based compensation

The Company follows the provisions of FASB ASC 718 - Stock Compensation.  The
statement requires all stock-based payments to employees, including grants of
employee stock options, to be recognized in the financial statements based on
their fair values on the date of grant.

FINANCIAL CONDITION AND RESULTS OF OPERATIONS
---------------------------------------------

High Plains Gas, Inc, (f/k/a Northern Explorations, Ltd.)
---------------------------------------------------------

Three month periods ended September 30, 2010 and 2009:

The Company had no revenues for the three month periods ended September 30, 2010
and 2009.

General and administrative expenses for the three month periods ended September
30, 2010 and 2009 was $27,630 and $85,083, respectively.  These expenses relate
directly to the maintenance of the corporate entity and compliance with the
filing requirements of the Securities Exchange Act of 1934, as amended,
including the payment of consulting fees for various financial, management and
oversight.

Effective September 30, 2010, the Company completed a 1 for 200 reverse split of
the issued and outstanding common shares, $0.001 par value.

Prior to the reverse split a total of 99,720,000 common shares were issued and
outstanding.  Upon completion of the reverse split a total of 498,600 common
shares were issued and outstanding.  Fractional shares were rounded to the next
whole share. (if prior to the reverse split a shareholder had 200 common shares
of the Company they would have 1 common share effective September 30, 2010 as a
result of the reverse split).


                                   Page 27
<PAGE>
All impacted amounts included in the condensed financial statements and notes
thereto have been retroactively adjusted for the stock split. Impacted amounts
include shares of common stock authorized and outstanding, share issuances,
shares underlying any equity instruments, shares reserved and loss per share.

Net loss per share for the three month periods ended September 30, 2010 and
2009, were $(0.06) and $(0.17), respectively.  This net loss per share was based
on the adjusted weighted-average shares issued and outstanding at the end of
each respective period taking into effect the 1 for 200 reverse stock split
mentioned above.


High Plains Gas, LLC
--------------------

Nine month periods ended September 30, 2010 and 2009

For the nine month period ended September 30, 2010, we had total revenues of
$1,111,365, which consisted of $1,098,075 from oil and gas sales and $13,290
from pipeline revenue.  Operating expenses included production costs of
$721,388, general and administrative of $875,539, depreciation, depletion and
amortization expense of $571,089, accretion expense of $3,326, offset by gain on
sale of property of $20,000.  We experienced a net loss from operations for the
period of $1,039,977.  Our net loss for the period amounted to $1,090,166 which
included net loss from operations as indicated above plus interest expense of
$57,140 and other income of $6,951.

For the nine month period ended September 30, 2009, we had total revenues of
$510,860, which consisted of $443,094 from oil and gas sales and $67,766 from
pipeline revenue.  Operating expenses included production costs of $452,398,
general and administrative of $98,992, depreciation, depletion and amortization
expense of $307,916, with no accretion expense incurred for the period.  We
experienced a net loss from operations for the period of $348,446.  Our net loss
for the period amounted to $370,739 which included net loss from operations as
indicated above plus interest expense of $22,311 and other income of $18.

A comparison of the two periods indicates a substantial increase (118%;
$1,111,365 vs. $510,860) in total revenues for the nine month period ended
September 30, 2010 over the same period in 2009.  In the 2010 period production
costs were approximately 65% of revenue as compared to the same period in 2009
where production costs were 89% of revenue.  As revenue levels increase we
expect our efficiencies to improve as our operational margins on production
increase.  Currently, revenue-volume is insufficient to offset all costs and we
will continue to experience losses from operations until revenue-volume
increases.  The increase in general and administrative expense of $776,547 as
well as the increase in depreciation, depletion and amortization expense of
$263,173 over the prior period were significant factors resulting in the
increase in net operating loss of $691,531.

LIQUIDITY AND CAPITAL RESOURCES

High  Plains  Gas,  Inc,  (f/k/a  Northern  Explorations,  Ltd.)
----------------------------------------------------------------

As  of  September 30, 2010 the Company's cash position remained unchanged at $0.

At  September  30,  2010  and  March 31, 2010, the Company had a working capital
deficit  of  approximately  $397,314  and  $343,337,  respectively.

                                   Page 28
<PAGE>

The  Company  as of September 30, 2010 did not have any cash on hand to meet its
current  obligations and repay debt it has accrued for services, costs and other
fees  it  has  incurred.

Historically,  the Company has relied on advances from related parties and sales
of  its common equity to maintain operations.  However, no formal commitments or
arrangements  to advance or loan funds to the Company or repay any such advances
or  loans  exist.  There  is  no  legal  obligation  for the Company's officers,
directors  or  stockholders  to  provide  additional  future  funding.

Effective September 30, 2010, the Company completed a 1 for 200 reverse split of
the  issued  and  outstanding  Common  Shares,  $0.001  par  value.

Prior  to  the reverse split a total of 99,720,000 common shares were issued and
outstanding.  Upon  completion  of  the  reverse split a total of 498,600 common
shares  were issued and outstanding.  Fractional shares were rounded to the next
whole  share. (if prior to the reverse split a shareholder had 200 common shares
of  the Company they would have 1 common share effective September 30, 2010 as a
result  of  the  reverse  split).  The  reverse  split  was  approved  by  two
shareholders  representing  58%  of  the  issued  and  outstanding common stock.

On  October  11,  2010,  the  Company  converted  all  outstanding loan balances
including  any  accrued  interest  into  12,501,400 common shares issued to five
entities.  The loans consisted of loans originally from related parties assigned
to  the  entities  totaling  $284,705  and  additional  loans or assignments for
payment  of  outstanding  accounts  payable  and  accrued  liabilities  totaling
$110,633.

As  of  October  11,  2010,  the Company had no outstanding debt or liabilities.

High  Plains  Gas,  LLC
-----------------------

As  of  September  30,  2010,  net cash provided by operating activities totaled
$148,896.  Net  cash  used  in  investing  activities  totaled $860,948 of which
$800,141  was  incurred in acquiring oil and gas properties, $42,820 was used to
purchase  a  vehicle,  and  $17,987  was  used  in  the  purchase  equipment and
furniture.  Financing  activities provided a net total of $672,405 that included
proceeds  from  bank  financing totaling $1,400,000, net proceeds from investors
totaling  $702,503,  less  principal payments on notes payable of $1,338,918 and
redemption  of membership units of $134,000.  Vehicle financing in the amount of
$42,820  was obtained for the purchase of an Oil & Gas automobile. The resulting
change  in  cash  for  the  period  was  a  decrease  of $39,647.  Cash and cash
equivalents  at  the  beginning  of the period was $70,426 resulting in cash and
cash  equivalents  of  $30,779  as  of  September  30,  2010.

As of September 30, 2009, net cash used in operating activities totaled $95,193.
Net  cash  used  in  investing  activities  totaled $284,099 of which the entire
amount  was  incurred in acquiring oil and gas properties.  Financing activities
provided  a  net  total  of  $341,309 that included proceeds from bank financing
totaling  $220,000  and  net  proceeds  from  investors  totaling $193,000, less
principal  payments  on  notes payable of $71,691.  The resulting change in cash
for  the  period  was  a  decrease  of $37,983. Cash and cash equivalents at the
beginning  of  the  period was $74,810 resulting in cash and cash equivalents of
$36,827  as  of  September  30,  2009.

Comparing the nine month period ended September 30, 2010 period to the same 2009
period;  the  2009  increase  in  cash  available  from financing activities and
operating  activities  was  sufficient  to  offset the increased use of cash for
investing  activities  resulting  in  a  net decrease of available cash from the
prior  period  of  $6,048.

                                   Page 29
<PAGE>

Our near term cash requirements are anticipated to be offset through the receipt
of  funds  from  private  placement offerings and loans obtained through private
sources.

Critical  components of our operating plan impacting our proposed operations are
the  net revenue to be generated from the production and sale of oil and gas and
the  ability  to obtain additional capital through additional equity and/or debt
financing.  Over  the  next  twelve months we believe that our existing capital,
funds  and  funds from the production and sale of oil and gas will be sufficient
to sustain current operations, but will not be sufficient to sustain our planned
development  of  those  proposed and intended operations.  We believe we need an
additional  $10,000,000  to  develop  our current business model for the next 12
months which we intend to raise through a private offering of our common equity.

Plan  of  Operation
-------------------

High Plains Gas, Inc. ("High Plains") procures, produces and markets natural gas
(Methane)  from  the  Powder  River Basin in Central Wyoming.  Through its solid
foundation and experience in the region, High Plains intends to pursue expansion
plans  both  within  the  Basin  and  across  the  region.

Through  careful  planning  and  strategy,  High  Plains  intends  to become the
premiere  oil  and  gas  acquisition  and production company in the Powder River
Basin  and  beyond.  High  Plains Gas has a solid foundation in the Powder River
Basin  with  plans  to  expand  both  within the Basin and across the area.  The
market  knowledge  and intangible assets of the personnel of High Plains Gas are
essential  for  strategized  growth  and  exposure  management.

Off-Balance  Sheet  Arrangements
--------------------------------

We  have  no off-balance sheet arrangements or financing activities with special
purpose  entities.



















                                   Page 30
<PAGE>
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are a smaller reporting company as defined by Rule 12b-2 of the Securities
Exchange Act of 1934 and are not required to provide the information under this
item.

ITEM 4. CONTROLS AND PROCEDURES.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

The Company's former Principal Executive Officer and Principal Financial
Officer, Mr. Yonika, evaluated the effectiveness of our disclosure controls and
procedures as of the end of the period covered by this report pursuant to Rule
13a-15(b) under the Securities Exchange Act of 1934 (the "Exchange Act").  Based
on that evaluation, the Company's former Principal Executive Officer and
Principal Financial Officer concluded that, as of the end of the period covered
by this report, our disclosure controls and procedures were not effective in
ensuring that information required to be disclosed in our Exchange Act reports
is (1) recorded, processed, summarized and reported in a timely manner, and (2)
accumulated and communicated to our management, including both our former and
current Principal Executive Officers and Principal Financial Officers, as
appropriate to allow timely decisions regarding required disclosure.

CHANGES IN INTERNAL CONTROLS

There  were  no  changes  in  the  Company's  internal  controls  over financial
reporting  that  occurred  during the quarter ended September 30, 2010 that have
materially  affected, or is reasonably likely to materially affect, our internal
controls  over  financial  reporting.

Internal  control  systems,  no  matter  how  well  designed  and operated, have
inherent  limitations.  Therefore,  even  a  system  which  is  determined to be
effective  cannot  provide  absolute assurance that all control issues have been
detected or prevented.  Our systems of internal controls are designed to provide
reasonable  assurance  with  respect  to  financial  statement  preparation  and
presentation.


PART II: OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

No legal proceedings were initiated by or served upon the Company in the six
month period ending September 30, 2010.

From time to time the Company may be named in claims arising in the ordinary
course of business.  Currently, no legal proceedings or claims, other than those
disclosed above, are pending against or involve the Company that, in the opinion
of management, could reasonably be expected to have a material adverse effect on
its business and financial condition.


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

None for the period ending September 30, 2010.   For periods subsequent to
September 30, 2010, please see Note 8 - Subsequent Events in the Notes to our
financial statements.

                                   Page 31
<PAGE>
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES

None.


ITEM 4 - (REMOVED AND RESERVED)


ITEM 5 - OTHER INFORMATION

None.

ITEM 6 - EXHIBITS

     Northern Explorations, Ltd. includes by reference the following exhibits:

3.1  Articles  of  Incorporation,  exhibit  3.1  filed  with  the  registrant's
     Registration  Statement on Form SB-2, as amended; filed with the Securities
     and  Exchange  Commission  on  May  19,  2005.

3.2  Bylaws,  filed  as exhibit 3.2 with the registrant's Registration Statement
     on Form SB-2, as amended; filed with the Securities and Exchange Commission
     on  May  19,  2005.

The following exhibits are filed as part of this quarterly report on Form 10-Q:

31.1 Certification  of  Chief  Executive  Officer pursuant to Section 302 of the
     Sarbanes-Oxley  Act  of  2002

31.2 Certification  of  Chief  Financial  Officer pursuant to Section 302 of the
     Sarbanes-Oxley  Act  of  2002

32.1 Certification  of  Chief  Executive  Officer pursuant to Section 906 of the
     Sarbanes-Oxley  Act  of  2002

32.2 Certification  of  Chief  Financial  Officer pursuant to Section 906 of the
     Sarbanes-Oxley  Act  of  2002














                                    Page 32
<PAGE>
                                   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: November 22, 2010                HIGH PLAINS GAS, INC.
                                        (the registrant)

                                        By: \s\ Mark D. Hettinger
                                            ---------------------
                                        Mark D. Hettinger
                                        Chief Executive Officer


                                        By: \s\ Joseph Hettinger
                                            --------------------
                                        Joseph Hettinger
                                        Chief Financial Officer




































                                    Page 33