UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    Form 10-Q

(Mark one)
[X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange
    Act of 1934

    For the quarterly period ended September 30, 2009

[ ] Transition Report under Section 13 or 15(d) of the Securities Exchange
    Act of 1934

    For the transition period from ______________ to _____________

                       Commission File Number: 333-125068


                           Northern Explorations, Ltd.
             (Exact name of registrant as specified in its charter)

         Nevada                                                 26-3633813
(State of incorporation)                                (IRS Employer ID Number)

           9002 Green Oaks Circle, 2nd Floor, Dallas, Texas 75243-7212
                    (Address of principal executive offices)

                                 (866) 570-9822
                           (Issuer's telephone number)

Copies of all communications including all communications sent to the agent for
service of process should be sent to:

                      Blair Krueger, Esq., Attorney at Law
                             The Krueger Group, LLP
               5771 La Jolla Boulevard, La Jolla, California 92037
               Telephone: (858) 456-2811 Facsimile: (858) 456-2540
                        E-mail: blair@thekruegergroup.com

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. YES [X] NO [ ]

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

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

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]

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

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: November 23, 2009: 99,720,000
<PAGE>
                           NORTHERN EXPLORATIONS, LTD.

               Form 10-Q for the Quarter ended September 30, 2009

                                Table of Contents

                                                                            Page
                                                                            ----

PART I - FINANCIAL INFORMATION

  Item 1  -  Financial Statements                                             3

  Item 2  -  Management's Discussion and Analysis or Plan of Operation       14

  Item 3  -  Quantitative and Qualitative Disclosures about Market Risk      17

  Item 4  -  Controls and Procedures                                         17

PART II - OTHER INFORMATION

  Item 1  -  Legal Proceedings                                               18

  Item 1A - Risk Factors                                                     19

  Item 2  -  Recent Sales of Unregistered Securities and Use of Proceeds     19

  Item 3  -  Defaults upon Senior Securities                                 19

  Item 4  -  Submission of Matters to a Vote of Security Holders             19

  Item 5  -  Other Information                                               19

  Item 6  -  Exhibits                                                        19

SIGNATURES                                                                   20

                                        2
<PAGE>
                                     PART I

ITEM 1 - FINANCIAL STATEMENTS

                           NORTHERN EXPLORATIONS, LTD.
                          (A development stage company)
                                 BALANCE SHEETS
                   As of September 30, 2009 and March 31, 2009

<TABLE>
<CAPTION>

                                                                            (Unaudited)          (Audited)
                                                                            September 30,         March 31,
                                                                                2009                2009
                                                                              ---------           ---------
<S>                                                                           <C>                 <C>
                                     ASSETS
CURRENT ASSETS
  Cash on hand and in bank                                                    $      --           $     620
                                                                              ---------           ---------

      TOTAL CURRENT ASSETS                                                           --                 620
                                                                              ---------           ---------

      TOTAL ASSETS                                                            $      --           $     620
                                                                              =========           =========

                      LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
  Accounts payable - trade                                                    $  25,167           $  18,670
  Other accrued liabilities                                                     145,808              53,928
  Bank overdraft payable                                                            270                  --
  Loans from related party and other                                            279,500              98,500
                                                                              ---------           ---------

      TOTAL LIABILITIES                                                         450,745             171,098
                                                                              ---------           ---------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)
  Common stock - $0.001 par value
   150,000,000 shares authorized. 99,720,000 shares issued and
   outstanding, as of September 30, 2009 and March 31, 2009, respectively        99,720              99,720
  Additional paid-in capital                                                    (67,720)            (67,720)
  Deficit accumulated during development stage                                 (482,745)           (202,478)
                                                                              ---------           ---------

      TOTAL STOCKHOLDERS' DEFICIT                                              (450,745)           (170,478)
                                                                              ---------           ---------

      TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                             $      --           $     620
                                                                              =========           =========
</TABLE>


           See accompanying notes to condensed financial statements.

                                        3
<PAGE>
                           NORTHERN EXPLORATIONS, LTD.
                          (A development stage company)
                 STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
        Three months and six months ended September 30, 2009 and 2008 and
  Period from November 17, 2004 (date of inception) through September 30, 2009

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                             Period from
                                                                                                          November 17, 2004
                                        Three months     Three months      Six months       Six months   (date of inception)
                                           ended            ended            ended            ended            through
                                        September 30,    September 30,    September 30,    September 30,     September 30,
                                            2009             2008             2009             2008              2009
                                        ------------     ------------     ------------     ------------      ------------
<S>                                     <C>              <C>              <C>              <C>               <C>
REVENUES                                $         --     $         --     $         --     $         --      $         --
                                        ------------     ------------     ------------     ------------      ------------
OPERATING EXPENSES
  General and administrative expenses         83,083            5,517          280,267           14,013           482,745
                                        ------------     ------------     ------------     ------------      ------------

      TOTAL OPERATING EXPENSES                83,083            5,517          280,267           14,013           482,745
                                        ------------     ------------     ------------     ------------      ------------

INCOME FROM OPERATIONS                       (83,083)          (5,517)        (280,267)         (14,013)         (482,745)
PROVISION FOR INCOME TAXES                        --               --               --               --                --
                                        ------------     ------------     ------------     ------------      ------------

NET LOSS                                     (83,083)          (5,517)        (280,267)         (14,013)         (482,745)
OTHER COMPREHENSIVE INCOME                        --               --               --               --                --
                                        ------------     ------------     ------------     ------------      ------------

COMPREHENSIVE LOSS                      $    (83,083)    $     (5,517)    $   (280,267)    $    (14,013)     $   (482,745)
                                        ============     ============     ============     ============      ============
Loss per weighted-average share of
 common stock outstanding, computed
 on net loss - basic and fully diluted           nil              nil              nil              nil
                                        ============     ============     ============     ============
Weighted-average number of shares of
 common stock outstanding - basic
 and fully diluted                        99,720,000       99,720,000       99,720,000       99,720,000
                                        ============     ============     ============     ============
</TABLE>


           See accompanying notes to condensed financial statements.

                                        4
<PAGE>
                           NORTHERN EXPLORATIONS, LTD.
                          (A development stage company)
                            STATEMENTS OF CASH FLOWS
               Three months ended September 30, 2009 and 2008 and
  Period from November 17, 2004 (date of inception) through September 30, 2009

                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                         Period from
                                                                                                      November 17, 2004
                                                                 Six months          Six months      (date of inception)
                                                                   ended               ended              through
                                                                September 30,       September 30,       September 30,
                                                                    2009                2008                2009
                                                                  ---------           ---------           ---------
<S>                                                               <C>                 <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss for the period                                         $(280,267)          $ (14,013)          $(482,745)
  Adjustments to reconcile net loss to net
   cash provided by operating activities
     Increase in accounts payable and other accrued liabilities      98,377                (467)            170,975
                                                                  ---------           ---------           ---------

      NET CASH USED IN OPERATING ACTIVITIES                        (181,890)            (14,480)           (311,770)
                                                                  ---------           ---------           ---------

CASH FLOWS FROM INVESTING ACTIVITIES                                     --                  --                  --
                                                                  ---------           ---------           ---------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds on loan from related party                               181,000              20,000             279,500
  Bank overdraft                                                        270                  --                 270
  Sale of common stock                                                   --                  --              32,000
                                                                  ---------           ---------           ---------

      NET CASH PROVIDED BY FINANCING ACTIVITIES                     181,270              20,000             311,770
                                                                  ---------           ---------           ---------

INCREASE (DECREASE) IN CASH                                            (620)              5,520                  --

Cash at beginning of period                                             620                 270                  --
                                                                  ---------           ---------           ---------

CASH AT END OF PERIOD                                             $      --           $   5,790           $      --
                                                                  =========           =========           =========

SUPPLEMENTAL DISCLOSURE OF INTEREST AND INCOME TAXES PAID
  Interest paid during the period                                 $      --           $      --           $      --
                                                                  =========           =========           =========
  Income taxes paid during the period                             $      --           $      --           $      --
                                                                  =========           =========           =========
</TABLE>


           See accompanying notes to condensed financial statements.

                                        5
<PAGE>
                           NORTHERN EXPLORATIONS, LTD.
                          (A development stage company)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS


NOTE A - BACKGROUND AND DESCRIPTION OF BUSINESS

Northern Explorations, Ltd. (Company) was incorporated under the laws of the
State of Nevada on November 17, 2004 and has been engaged in the business of
exploration of natural resource properties in the United States since its
inception.

On March 30, 2009, our Board of Directors approved the filing with the Nevada
Secretary of State an amendment to our Articles of Incorporation to change the
corporate name from "Northern Explorations, Ltd." to "Clean Gen Corporation" to
better reflect the inclusion of anticipated additional business operations
involving clean energy alternatives. On May 12, 2009, an amendment was filed
with the Nevada Secretary of State changing our name to "Clean Gen
Corporation.." On June 8, 2009, our Board of Directors approved the filing with
the Nevada Secretary of State an amendment to our Articles of Incorporation to
change the corporate name back to "Northern Explorations, Ltd." based upon an
analysis that substantially all of the business operations would remain as a
natural resources exploration company. On June 25, 2009, an amendment was filed
with the Nevada Secretary of State changing our name back to "Northern
Explorations, Ltd."

The Company has never generated revenues or fully implemented its business plan
and is considered a "Development Stage Company" as defined by Statement of
Financial Accounting Standard ("SFAS") No. 7.

NOTE B - PREPARATION OF FINANCIAL STATEMENTS

FINANCIAL STATEMENT PREPARATION

The unaudited financial statements have been prepared by Northern Explorations,
Ltd. 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 consolidated
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 consolidated
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, 2009 filed with the SEC on June 29, 2009.

BASIS OF ACCOUNTING

The Company's policy is to use the accrual method of accounting and to prepare
and present the consolidated 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.

                                        6
<PAGE>
NOTE C - GOING CONCERN UNCERTAINTY

The Company has no operating history, limited cash on hand, no assets and a
business plan with inherent risk. The Company has incurred losses since
inception resulting in an accumulated deficit of $482,745 since inception and
further losses are anticipated in the development of its business plan. Because
of these factors, the Company's auditors issued an audit opinion on the
Company's financial statements which includes a statement describing our going
concern status. This means, in the auditor's opinion, substantial doubt about
our ability to continue as a going concern exists at the date of their opinion.

The Company's ultimate 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 due to our inability to raise capital in
the equity securities market. If no additional operating capital is received
during the next twelve months, the Company will be forced to rely on existing
cash in the bank and additional funds loaned by management and/or significant
stockholders.

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.

The Company's Certificate of Incorporation authorizes the issuance of up to
150,000,000 shares of common stock and no shares of preferred stock. The
Company's inability to issue preferred stock may limit the Company's ability to
obtain debt or equity financing as well as impede potential takeover of the
Company, which takeover may be in the best interest of stockholders.

In the event that insufficient working capital to maintain the corporate entity
and implement our business plan is not available, the Company's controlling
stockholders may have to maintain the corporate status of the Company and
provide all necessary working capital support on the Company's behalf. 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 significant stockholders to provide additional future funding.
Further, the Company is at the mercy of future economic trends and business
operations for the Company's controlling stockholders to have the resources
available to support the Company. At the current time, it is uncertain if the
Company's controlling stockholders will provide additional resources to support
the corporate entity and satisfy existing debts and obligations.

In such a restricted cash flow scenario, the Company would be unable to complete
its business plan steps, and would, instead, delay all cash intensive
activities. Without necessary cash flow, the Company may become dormant during
the next twelve months, or until such time as necessary funds could be raised in
the equity securities market.

While the Company is of the opinion that good faith estimates of the Company's
ability to secure additional capital in the future to reach its goals have been
made, there is no guarantee that the Company will receive sufficient funding to
sustain operations or implement any future business plan steps.

NOTE D - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. CASH AND CASH EQUIVALENTS

     The Company considers all cash on hand and in banks, certificates of
     deposit and other highly-liquid investments with maturities of three months
     or less, when purchased, to be cash and cash equivalents.

2. ORGANIZATION AND FORMATION COSTS

     The Company has adopted the provisions of AICPA Statement of Position 98-5,
     "Reporting on the Costs of Start-Up Activities" whereby all costs incurred
     with the incorporation and organization of the Company were charged to
     operations as incurred.

                                       7
<PAGE>
3. MINERAL PROPERTY COSTS

     Mineral property acquisition and exploration costs are 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 probable reserve.

4. 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 plan of action based on
     the then known facts.

5. INCOME TAXES

     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 allowances are established, when necessary,
     to reduce deferred tax assets to the amount expected to be realized.

     Effective January 1, 2008, the Company adopted FASB Interpretation No. 48,
     Accounting for Uncertainty in Income Taxes (FIN48). FIN48 prescribes a
     more-likely-than-not threshold for financial statement recognition and
     measurement of a tax position taken or expected to be taken in a return.
     The adoption of this interpretation did not have a material impact on our
     financial statements.

6. INCOME (LOSS) PER SHARE

     Basic income (loss) per share excludes dilution and is computed by dividing
     income (loss) by the weighted average number of common shares outstanding
     during the reported periods. Diluted income (loss) per share reflects the
     potential dilution that could occur if stock options and other commitments
     to issue common stock were exercised.

     Diluted income (loss) per share reflects the potential dilution that could
     occur from the following items:

     *    Convertible debentures where the effect of those securities are
          dilutive;
     *    Dilutive stock options; and * Dilutive common stock warrants.

     As the Company has incurred losses, since it has none of the above it has
     not needed to exclude shares related to convertible debentures, stock
     options or warrants from its calculation of diluted net loss per share, as
     most likely the effect of their inclusion would be anti-dilutive if so
     issued.

7. NEW ACCOUNTING PRONOUNCEMENTS

     In June 2009, the FASB issued Accounting Standards Update ("ASU") No.
     2009-01, Topic 105 -- Generally Accepted Accounting Principles --
     amendments based on Statement of Financial Accounting Standards No. 168,
     The FASB Accounting Standards Codification and the Hierarchy of Generally
     Accepted Accounting Principles. This ASU reflected the issuance of FASB
     Statement No. 168. This Accounting Standards Update amends the FASB
     Accounting Standards Codification for the issuance of FASB Statement No.
     168, The FASB Accounting Standards CodificationTM and the Hierarchy of
     Generally Accepted Accounting Principles. This Accounting Standards Update
     includes Statement 168 in its entirety, including the accounting standards
     update instructions contained in Appendix B of the Statement. The
     Codification does not change current U.S. GAAP, but is intended to simplify

                                       8
<PAGE>
     user access to all authoritative U.S. GAAP by providing all the
     authoritative literature related to a particular topic in one place. The
     Codification is effective for interim and annual periods ending after
     September 15, 2009, and as of the effective date, all existing accounting
     standard documents will be superseded. The Codification is effective for us
     in the second quarter of 2009, and accordingly, our Quarterly Report on
     Form 10-Q for the quarter ending September 30, 2009 and all subsequent
     public filings will reference the Codification as the sole source of
     authoritative literature.

     In June 2009, the FASB issued Accounting Standards Update No. 2009-02,
     Omnibus Update--Amendments to Various Topics for Technical Corrections.
     This omnibus ASU detailed amendments to various topics for technical
     corrections. The adoption of ASU 2009-02 will not have a material impact on
     our condensed financial statements.

     In August 2009, the FASB issued Accounting Standards Update No. 2009-03,
     SEC Update -- Amendments to Various Topics Containing SEC Staff Accounting
     Bulletins. This ASU updated cross-references to Codification text. The
     adoption of ASU 2009-03 will not have a material impact on our condensed
     financial statements.

     In August 2009, the FASB issued Accounting Standards Update No. 2009-04,
     Accounting for Redeemable Equity Instruments -- Amendment to Section
     480-10-S99. This ASU represents an update to Section 480-10-S99,
     Distinguishing Liabilities from Equity, per Emerging Issues Task Force
     Topic D-98, "Classification and Measurement of Redeemable Securities." The
     adoption of ASU 2009-04 will not have a material impact on our condensed
     financial statements.

     In August 2009, the FASB issued Accounting Standards Update No. 2009-05,
     Fair Value Measurements and Disclosures (Topic 820) -- Measuring
     Liabilities at Fair Value. This Accounting Standards Update amends Subtopic
     820-10, Fair Value Measurements and Disclosures > Overall, to provide
     guidance on the fair value measurement of liabilities. The adoption of ASU
     2009-05 is not expected to have a material impact on our condensed
     financial statements.

     In September 2009, the FASB issued Accounting Standards Update No. 2009-06,
     Implementation Guidance on Accounting for Uncertainty in Income Taxes and
     Disclosure Amendments for Nonpublic Entities. This Accounting Standards
     Update provides additional implementation guidance on accounting for
     uncertainty in income taxes and eliminates the disclosures required by
     paragraph 740-10-50-15(a) through (b) for nonpublic entities. The adoption
     of ASU 2009-06 will not have material impact on our condensed financial
     statements.

     In September 2009, the FASB issued Accounting Standards Update No. 2009-07,
     Technical Corrections to SEC Paragraphs. This Accounting Standards Update
     corrected SEC paragraphs in response to comment letters. The adoption of
     ASU 2009-07 will not have material impact on our condensed financial
     statements.

     In September 2009, the FASB issued Accounting Standards Update No. 2009-08,
     Earnings Per Share Amendments to Section 260-10-S99. This Codification
     Update represents technical corrections to Topic 260-10-S99, Earnings per
     Share, based on EITF Topic D-53, Computation of Earnings Per Share for a
     Period that Includes a Redemption or an Induced Conversion of a Portion of
     a Class of Preferred Stock and EITF Topic D-42, The Effect of the
     Calculation of Earnings per Share for the Redemption or Induced Conversion
     of Preferred Stock. The adoption of ASU 2009-08 will not have material
     impact on our condensed financial statements.

     In September 2009, the FASB issued Accounting Standards Update No. 2009-09,
     Accounting for Investments-Equity Method and Joint Ventures and Accounting
     for Equity-Based Payments to Non-Employees. This Accounting Standards
     Update represents a correction to Section 323-10-S99-4, Accounting by an
     Investor for Stock-Based Compensation Granted to Employees of an Equity
     Method Investee. Section 323-10-S99-4 was originally entered into the
     Codification incorrectly. The adoption of ASU 2009-09 will not have
     material impact on our condensed financial statements.

                                        9
<PAGE>
     In September 2009, the FASB issued Accounting Standards Update No. 2009-10,
     Financial Services-Brokers and Dealers: Investments-Other, Amendment to
     Subtopic 940-325. This Accounting Standards Update codifies the Observer
     comment in paragraph 17 of EITF 02-3, Issues Involved in Accounting for
     Derivative Contracts Held for Trading Purposes and Contracts Involved in
     Energy Trading and Risk Management. The adoption of ASU 2009-10 will not
     have material impact on our condensed financial statements.

     In September 2009, the FASB issued Accounting Standards Update No. 2009-11,
     Extractive Activities-Oil and Gas, Amendment to Section 932-10-S99. This
     Accounting Standards Update represents a technical correction to the SEC
     Observer comment in EITF 90-22, Accounting for Gas-Balancing Arrangements.
     The adoption of ASU 2009-11 will not have material impact on our condensed
     financial statements.

     In September 2009, the FASB issued Accounting Standards Update No. 2009-12,
     Fair Value Measurements and Disclosures (Topic 820), Investments in Certain
     Entities that Calculate Net Asset Value per Share (or Its Equivalent) .
     This Accounting Standards Update amends Subtopic 820-10, Fair Value
     Measurements and Disclosures > Overall, to provide guidance on the fair
     value measurement of investments in certain entities that calculate net
     asset value per share (or its equivalent). The adoption of ASU 2009-12 will
     not have material impact on our condensed financial statements.

     In June 2009, FASB issued Statement of Financial Accounting Standard
     ("SFAS") No. 168, "The FASB Accounting Standards Codification(TM) and the
     Hierarchy of Generally Accepted Accounting Principles--a replacement of
     FASB Statement No. 162." Codification will become the source of
     authoritative U.S. generally accepted accounting principles (GAAP)
     recognized by the FASB to be applied by nongovernmental entities. Rules and
     interpretive releases of the Securities and Exchange Commission (SEC) under
     authority of federal securities laws are also sources of authoritative GAAP
     for SEC registrants. The Codification will supersede all then-existing
     non-SEC accounting and reporting standards and all other nongrandfathered
     non-SEC accounting literature not included in the Codification will become
     nonauthoritative. This statement is effective for financial statements
     issued for interim and annual periods ending after September 15, 2009. The
     Company will adopt this guidance in the interim period beginning January 1,
     2010 and it is not expected to have a material impact on the Company's
     condensed consolidated financial results.

     In May 2009, FASB issued SFAS No. 165, "Subsequent Events." This Statement
     establishes general standards of accounting for and disclosures of events
     that occur after the balance sheet date but before financial statements are
     issued or are available to be issued. It defines subsequent events and also
     requires the disclosure of the date through which an entity has evaluated
     subsequent events and the basis for that date. This Statement is effective
     for interim and annual periods ending after June 15, 2009. The Company has
     adopted this guidance in the interim period beginning April 1, 2009 and has
     included all necessary disclosures.

     In December 2007, FASB issued SFAS No. 160, "Noncontrolling Interests in
     Consolidated Financial Statements--an amendment of ARB No. 51," which
     impacts the accounting for noncontrolling interest in the consolidated
     financial statements of filers. The statement requires the reclassification
     of noncontrolling interest from the liabilities section or the mezzanine
     section between liabilities and equity to the equity section of the balance
     sheet. The statement also requires that the results from operations
     attributed to the noncontrolling interest to be disclosed separately from
     those of the parent, in addition to the change in accounting and reporting
     requirement for deconsolidated subsidiaries. The Company has adopted this
     guidance in the year beginning April 1, 2009 without material impact.

                                       10
<PAGE>
     FASB Statement No. 157 (FAS 157), "Fair Value Measurements," issued in
     September 2006, defines fair value, establishes a framework for measuring
     fair value and expands disclosures about assets and liabilities measured at
     fair value in the financial statements. In February 2008, the FASB issued
     FASB Staff Position 157-2 (FSP 157-2) which allows for the delay of the
     effective date of FAS 157 for one year for all nonfinancial assets and
     liabilities, except those that are recognized or disclosed at fair value in
     the financial statements on a recurring basis. The Company adopted FAS 157
     for financial assets and liabilities effective January 1, 2008 but elected
     a partial deferral under the provision of FSP 157-2 related to nonfinancial
     assets and liabilities that are measured at fair value on a nonrecurring
     basis, including goodwill, wireless licenses, other intangible and
     long-lived assets, guarantees and asset retirement obligations. The Company
     has adopted this guidance in the year beginning April 1, 2009 without
     material impact.

     In December 2007, the FASB revised Statement No. 141 (FAS 141R), "Business
     Combinations," which establishes principles and requirements for how the
     acquirer in a business combination (i) recognizes and measures in its
     financial statements the identifiable assets acquired, the liabilities
     assumed and any noncontrolling interest in the acquiree, (ii) recognizes
     and measures the goodwill acquired in the business combination or a gain
     from a bargain purchase and (iii) determines what information to disclose
     to enable users of the financial statements to evaluate the nature and
     financial effects of the business combination. FAS 141R will be effective
     for the Company's fiscal 2009 beginning April 1, 2009. The Company is in
     the process of determining the effects, if any, the adoption of FAS 141R
     will have on its consolidated financial statements.

     In April 2009, the FASB issued FASB Staff Position FAS 115-2 and FAS 124-2
     (FSP 115-2 and 124-2), "Recognition and Presentation of
     Other-Than-Temporary Impairments," which amends the existing guidance on
     determining whether an impairment is other-than-temporary for investments
     in debt securities. In addition, the FASB issued FASB Staff Position FAS
     157-4 (FSP 157-4), "Determining Fair Value When the Volume and Level of
     Activity for the Asset or Liability Have Significantly Decreased and
     Identifying Transactions That Are Not Orderly," which provides additional
     guidance on determining the fair value of financial assets in an inactive
     market or when a distressed transaction is present. FSP 115-2 and 124-2 and
     FSP 157-4 will be effective for the Company's third quarter of fiscal 2009,
     as the Company has not elected to early adopt either FSP. The Company has
     adopted this guidance in the year beginning April 1, 2009 without material
     impact.

8. SUBSEQUENT EVENTS

     In May 2009, FASB issued SFAS No. 165, "Subsequent Events.." This Statement
     establishes general standards of accounting for and disclosures of events
     that occur after the balance sheet date but before financial statements are
     issued or are available to be issued. It defines subsequent events and also
     requires the disclosure of the date through which an entity has evaluated
     subsequent events and the basis for that date. This Statement is effective
     for interim and annual periods ending after June 15, 2009. The Company
     adopted SFAS No. 165 for the quarter ended June 30, 2009, and have
     evaluated subsequent events through November 16, 2009.

NOTE E - FAIR VALUE OF FINANCIAL INSTRUMENTS

The carrying amount of cash, accounts receivable, accounts payable and notes
payable, as applicable, approximates fair value due to the short term nature of
these items and/or the current interest rates payable in relation to current
market conditions.

Interest rate risk is the risk that the Company's earnings are subject to
fluctuations in interest rates on either investments or on debt and is fully
dependent upon the volatility of these rates. The Company does not use
derivative instruments to moderate its exposure to interest rate risk, if any.

Financial risk is the risk that the Company's earnings are subject to
fluctuations in interest rates or foreign exchange rates and are fully dependent
upon the volatility of these rates. The Company does not use derivative
instruments to moderate its exposure to financial risk, if any.

                                       11
<PAGE>
NOTE F - OPTION PURCHASE AGREEMENT

On July 14, 2009, the Company entered into a Farm-in Agreement with Dominus
Energy, A. G. (a corporation domiciled in Switzerland) by which we acquired ten
percentage points (10%) of Dominus' thirty-five percentage point (35%)
participatory interest in various specified oil and gas interests totaling 638
net acres in the Randall Island Prospect (the "Farm-in Agreement"). As a
condition precedent to the effectiveness of the Farm-in Agreement, the Company
was to be obligated to pay Dominus the amount of $475,000 to be memorialized in
a promissory note (the "Note") which would mature and become due and payable on
July 13, 2011. The Note was never executed by the Company and the obligation no
longer exists. Under Section 2 of the Farm-in Agreement, the Note was only
supposed to be payable by the Company in the event of "successful [test] well
completion.." In addition, Section 3 of the Farm-in Agreement provides other
contingencies to our payments under the Note, including the completion and
execution of assignment documents, all of which were conditions precedent to the
parties' obligations under both the Note and the Farm-in Agreement, which were
required to be waived or satisfied by the parties on or before August 15, 2009
or the Farm-In Agreement otherwise automatically would terminate without any
further action by the parties. The parties failed to waive or satisfy any of
these conditions contained in the Farm-in Agreement by August 15, 2009. As a
result, on August 16, 2009 the Farm-in Agreement and the Note automatically
terminated. A copy of the Farm-in Agreement was filed as Exhibit 2.1 to a
Current Report on Form 8-K filed by the Company on July 20, 2009, and is
expressly incorporated herein by reference.

On July 28, 2009, the Company entered into an Option Purchase Agreement (the
"Option Agreement") by which we acquired from Dominus an option to buy its
working interest in gas wells in the Adams-Baggett field in Crockett County,
Texas. Under the Option Agreement, Dominus and the Company effectively
terminated and released themselves from their prior acquisition agreement
announced in early June 2009. Under the Option Agreement, we may exercise our
option through October 31, 2009, and Dominus reserves for itself an overriding
royalty interest on all revenue generated by the project. A copy of this Option
Agreement was filed as Exhibit 10.1 to a Current Report on Form 8-K filed by the
Company on July 29, 2009, and is expressly incorporated herein by reference. The
Company on October 31, 2009 failed to exercise its option under the agreement
and therefore has let the Option Agreement lapse. The Company is currently not
pursuing other business opportunities with Dominus Energy A. G. or other energy
business at this time.

NOTE G - LOANS FROM RELATED PARTY AND OTHER

Since inception through the period ended September 30, 2009, a former director
and two shareholders of the Company, have advanced the Company aggregate funds
totaling approximately $279,500. The balances are unsecured and interest free
with no repayment terms.

NOTE H - INCOME TAXES

In June 2006, the FASB issued Interpretation No. 48 (FIN 48), "Accounting for
Uncertainty in Income Taxes," an interpretation of SFAS 109, "Accounting for
Income Taxes." FIN 48 clarifies the accounting for uncertain tax positions. FIN
48 prescribes a comprehensive model for how companies should recognize, measure,
present and disclose in their financial statements uncertain tax positions taken
or expected to be taken on a tax return. Under FIN 48, tax benefits shall
initially be recognized in the financial statements when it is more likely than
not the position will be sustained upon examination by the tax authorities. Such
tax positions shall initially and subsequently be measured as the largest amount
of tax benefit that is greater than 50% likely of being realized upon ultimate
settlement with the tax authority, assuming full knowledge of the position and
all relevant facts. FIN 48 also revises disclosure requirements to include an
annual tabular rollforward of unrecognized tax benefits. The provisions of this
interpretation are required to be adopted for fiscal periods beginning after
December 15, 2006. The Company adopted this provision beginning January 1, 2007.
Net impact due to the adoption of FIN 48 was no decrease to retained earnings.

                                       12
<PAGE>
At September 30, 2009, the Company had approximately $500,000 of federal net
operating losses (NOL) carry forwards, respectively. It is more likely than not
that the Company will not fully realize certain federal or states' NOL's. The
federal and state NOL carry forwards begin to expire in 2019 and 2014,
respectively.

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.

NOTE I - CAPITAL STOCK TRANSACTIONS

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.
This 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.
This 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 have
been retroactively adjusted for all periods presented.

NOTE J - COMMITMENTS AND CONTINGENCIES

On February 5, 2009, the Company entered into a consulting agreement with
Capital Consulting, Inc. to provide financial consulting and managerial support
services to the Company. Mr. Mark Schaftlein, Capital Consulting, Inc.'s
controlling shareholder has been designated as the Company's Chief Executive
Officer in accordance with this agreement. In consideration for the services the
Company agreed to pay Capital Consulting, Inc. compensation of $10,000 per month
beginning February 2009 through July 2009 and $15,000 per month August 2009
through January 2010. Mr. Schaftlein resigned from his position as Chief
Executive Officer of the Company on August 24, 2009 thereby terminating his
agreement. The Company has recorded an outstanding obligation of $60,000 under
this agreement as of September 30, 2009.

On June 30, 2009,  the Company  entered into a consulting  agreement  with S. W.
Hatfield, CPA to provide financial consulting and managerial support services to
the Company.  Mr. Scott  Hatfield,  S. W. Hatfield,  CPA's  principal,  has been
designated  as the Company's  Chief  Financial  Officer in accordance  with this
agreement.  In  consideration  for the services the Company  agreed to pay S. W.
Hatfield, CPA compensation of $3,000 per month beginning July 1, 2009 for a term
of 12 months. Mr. Hatfield resigned from his position as Chief Financial Officer
of the Company on August 24, 2009 thereby terminating his agreement. The
Company has recorded an outstanding obligation of $6,000 under this agreement as
of September 30, 2009.

On September 14, 2009 the Board of Directors retained the services of Mr.
Kenneth Yonika, CPA as interim Chief Executive Officer and Chief Financial
Officer. Mr. Yonika provides his services to the Company through a consulting
agreement with Pacific Crest Equity Partners, Inc. (Pacific Crest). In
consideration for the services the Company agreed to pay Pacific Crest
compensation based on a formula of equity and cash determined by the number of
professional hours that Mr. Yonika/Pacific Crest provides to the Company on a
monthly basis. The Company as of the date of this report has not paid any
consideration to Pacific Crest. The Company has recorded an outstanding
obligation of $10,880 under this agreement as of September 30, 2009.

                                       13
<PAGE>
PART I - ITEM 2

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS

(1) FORWARD-LOOKING STATEMENTS

Any statements in this Quarterly Report on Form 10-Q about our expectations,
beliefs, plans, objectives, prospects, financial condition, assumptions or
future events or performance are not historical facts and are "forward-looking
statements" as that term is defined under the Federal Securities Laws. These
statements are often, but not always, made through the use of words or phrases
such as "believe," "anticipate," "should," "intend," "plan," "will," "expects,"
"estimates," "projects," "positioned," "strategy," "outlook," and similar words.
You should read statements that contain these types of words carefully. Such
forward-looking statements are subject to a number of risks, uncertainties and
other factors that could cause actual results to differ materially from what is
expressed or implied in such forward-looking statements. There may be events in
the future that we are not able to predict accurately or over which we have no
control. Potential risks and uncertainties include, but are not limited to,
those discussed below under "Risk Factors" and elsewhere in this Quarterly
Report as well as other risks and uncertainties detailed in our Annual Report on
Form 10-K, filed with the Securities and Exchange Commission on June 29, 2009.
We do not undertake any obligation to release publicly any revisions to such
forward-looking statements to reflect events or uncertainties after the date
hereof or to reflect the occurrence of unanticipated events.

(2) GENERAL

Northern Explorations, Ltd. was incorporated under the laws of the State of
Nevada on November 17, 2004 and has been engaged in the business of exploration
of natural resource properties in the United States since its inception. After
the effective date of our registration statement filed with the Securities and
Exchange Commission, we commenced trading on the Over-the-Counter Bulletin Board
under the symbol "NORT.OB." Currently our symbol on the Over-the-Counter
Bulletin Bulletin Board is "NXPN.OB."

Please note that throughout this Quarterly Report, and unless otherwise noted,
the words "we," "our," "us," the "Company," or "Northern Explorations," refers
to Northern Explorations Ltd.

(3) RESULTS OF OPERATIONS

THE THREE MONTHS ENDED SEPTEMBER 30, 2009 COMPARED TO THE THREE MONTHS ENDED
SEPTEMBER 30, 2008.

The Company has had no revenues for the three month periods ended September 30,
2009 and 2008.

General and administrative expenses for the respective three month periods ended
September 30, 2009 and 2008 were approximately $83,000 and $5,500. 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 services. The Company may or may not experience
increases in expenses in future periods as the Company explores various options
for the implementation of its business plan. Further, it is anticipated that
future expenditure levels may increase as the Company intends to fully comply
with its periodic reporting requirements. The Company has identified some
limited options within its business niche, however they have not panned out to
be of any success.

Earnings per share for the respective three month periods ended September 30,
2009 and 2008, respectively, were nil, based on the adjusted weighted-average
shares issued and outstanding at the end of each respective period.

                                       14
<PAGE>
THE SIX MONTHS ENDED SEPTEMBER 30, 2009 COMPARED TO THE SIX MONTHS ENDED
SEPTEMBER 30, 2008.

The Company has had no revenues for the six month periods ended September 30,
2009 and 2008 nor for the period from November 17, 2004 (date of inception)
through September 30, 2009.

General and administrative expenses for the respective six month periods ended
September 30, 2009 and 2008 were approximately $280,000 and $14,000. 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 services. The Company may or may not experience
increases in expenses in future periods as the Company explores various options
for the implementation of its business plan. Further, it is anticipated that
future expenditure levels may increase as the Company intends to fully comply
with its periodic reporting requirements. The Company has identified some
limited options within its business niche, however they have not panned out to
be of any success.

Earnings per share for the respective six month periods ended September 30, 2009
and 2008, respectively, were nil, based on the adjusted weighted-average shares
issued and outstanding at the end of each respective period.

At September 30, 2009 and March 31, 2009, the Company had a working capital
deficit of approximately $450,000 and $170,000, respectively.

In the event that insufficient working capital to maintain the corporate entity
and implement our business plan is not available, the Company's controlling
stockholders may have to maintain the corporate status of the Company and
provide all necessary working capital support on the Company's behalf. 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 significant stockholders to provide additional future funding.
Further, the Company is at the mercy of future economic trends and business
operations for the Company are controlling stockholders to have the resources
available to support the Company. At the current time, it is uncertain if the
Company's controlling stockholders will provide additional resources to support
the corporate entity and satisfy existing debts and obligations.

The Company's need for working capital may change dramatically as a result of
any business acquisition or combination transaction. There can be no assurance
that the Company will identify any such business, product, technology or company
suitable for a business transaction in the future. Further, there can be no
assurance that the Company would be successful in consummating any acquisition
on favorable terms or that it will be able to profitably manage the business,
product, technology or company it acquires.

(3) PLAN OF BUSINESS

We are a natural resource exploration and production company engaged in the
exploration, acquisition and development of properties in the United States and
within North America.

During our fiscal year ended March 31, 2009, our primary activity and focus was
the consummation of the transaction with Dominus Energy AG (see our Annual
Report filed of Form 10-K on June 29, 2009) and reviewing potential acquisitions
in the natural resources sector.

On July 14, 2009, the Company entered into a Farm-in Agreement with Dominus
Energy, A. G. (a corporation domiciled in Switzerland) by which we acquired ten
percentage points (10%) of Dominus' thirty-five percentage point (35%)
participatory interest in various specified oil and gas interests totaling 638
net acres in the Randall Island Prospect (the "Farm-in Agreement"). As a
condition precedent to the effectiveness of the Farm-in Agreement, the Company
was to be obligated to pay Dominus the amount of $475,000 to be memorialized in
a promissory note (the "Note") which would mature and become due and payable on
July 13, 2011. The Note was never executed by the Company and the obligation no
longer exists. Under Section 2 of the Farm-in Agreement, the Note was only

                                       15
<PAGE>
supposed to be payable by the Company in the event of "successful [test] well
completion.." In addition, Section 3 of the Farm-in Agreement provides other
contingencies to our payments under the Note, including the completion and
execution of assignment documents, all of which were conditions precedent to the
parties' obligations under both the Note and the Farm-in Agreement, which were
required to be waived or satisfied by the parties on or before August 15, 2009
or the Farm-In Agreement otherwise automatically would terminate without any
further action by the parties. The parties failed to waive or satisfy any of
these conditions contained in the Farm-in Agreement by August 15, 2009. As a
result, on August 16, 2009 the Farm-in Agreement and the Note automatically
terminated. A copy of the Farm-in Agreement was filed as Exhibit 2.1 to a
Current Report on Form 8-K filed by the Company on July 20, 2009, and is
expressly incorporated herein by reference.

On July 28, 2009, the Company entered into an Option Purchase Agreement (the
"Option Agreement") by which we acquired from Dominus an option to buy its
working interest in gas wells in the Adams-Baggett field in Crockett County,
Texas. Under the Option Agreement, Dominus and the Company effectively
terminated and released themselves from their prior acquisition agreement
announced in early June 2009. Under the Option Agreement, we may exercise our
option through October 31, 2009, and Dominus reserves for itself an overriding
royalty interest on all revenue generated by the project. A copy of this Option
Agreement was filed as Exhibit 10.1 to a Current Report on Form 8-K filed by the
Company on July 29, 2009, and is expressly incorporated herein by reference. The
Company on October 31, 2009 failed to exercise its option under the agreement
and therefore has let the Option Agreement lapse. The Company is currently not
pursuing other business opportunities with Dominus Energy A. G. or other energy
business at this time.

NEW LEASE ACQUISITION AND DEVELOPMENT

If mineral quality and quantities are not deemed sufficient from work to be
conducted on our potential leases during the first few months of operation,
additional land acquisitions will be assessed and obtained subject to adequate
capital resources being available and further sources of debt and equity being
obtained. The following outlines anticipated activities pursuant to this option.

     *    Site preparation for entry including roadway upgrade and operations
          site, design, review, and finalize testing procedures, arrange
          equipment required.
     *    Run test tools,
     *    If mineral content not deemed conducive to production, target further
          leases for exploration potential and obtain further funding to acquire
          new development targets.

We will require significant additional funding to implement our proposed future
business activities.

Currently we do not expect to purchase any significant equipment or increase
significantly the number of our employees during the next twelve months. Our
current business strategy is to obtain resources under contract where possible
because management believes that this strategy, at its current level of
development, provides the best services available in the circumstances, leads to
lower overall costs, and provides the best flexibility for our business
operations.

(4) LIQUIDITY AND CAPITAL RESOURCES

The Company is in default under meeting various financial obligations related to
management and financial consulting support. Further, the Company is in default
on several oral agreements related to the payment of delinquent accounts
payable. Without proper attention, any or all of these agreements could leave
the Company vulnerable to a lack of management oversight, inability to obtain
operating supplies from vendors and/or potential litigation, including
involuntary bankruptcy proceedings.

In the event that insufficient working capital to maintain the corporate entity
and implement our business plan is not available, the Company's controlling
stockholders may have to maintain the corporate status of the Company and
provide all necessary working capital support on the Company's behalf. However,
no formal commitments or arrangements to advance or loan funds to the Company or

                                       16
<PAGE>
repay any such advances or loans exist. There is no legal obligation for the
Company's significant stockholders to provide additional funding. Further, the
Company is at the mercy of future economic trends and business operations for
the Company are controlling stockholders to have the resources available to
support the Company. At the current time, it is uncertain if the Company's
controlling stockholders will provide additional resources to support the
corporate entity and satisfy existing debts and obligations.

The Company has no current plans, proposals, arrangements or understandings with
respect to any other potential business transaction. Accordingly, there can be
no assurance that sufficient funds will be available to the Company to allow it
to cover the expenses related to such activities.

Regardless of whether the Company's cash assets prove to be inadequate to meet
the Company's operational needs, the Company might seek to compensate providers
of services by issuances of stock in lieu of cash.

(5) CRITICAL ACCOUNTING POLICIES

Our financial statements and related public financial information are based on
the application of accounting principles generally accepted in the United States
("GAAP"). GAAP requires the use of estimates; assumptions, judgments and
subjective interpretations of accounting principles that have an impact on the
assets, liabilities, revenue and expense amounts reported. These estimates can
also affect supplemental information contained in our external disclosures
including information regarding contingencies, risk and financial condition. We
believe our use of estimates and underlying accounting assumptions adhere to
GAAP and are consistently and conservatively applied. We base our estimates on
historical experience and on various other assumptions that we believe to be
reasonable under the circumstances. Actual results may differ materially from
these estimates under different assumptions or conditions. We continue to
monitor significant estimates made during the preparation of our financial
statements.

Our significant accounting policies are summarized in Note D of our financial
statements. While all these significant accounting policies impact our financial
condition and results of operations, we view certain of these policies as
critical. Policies determined to be critical are those policies that have the
most significant impact on our financial statements and require management to
use a greater degree of judgment and estimates. Actual results may differ from
those estimates. Our management believes that given current facts and
circumstances, it is unlikely that applying any other reasonable judgments or
estimate methodologies would cause effect on our consolidated results of
operations, financial position or liquidity for the periods presented in this
report.

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not required for smaller reporting companies.

ITEM 4 - CONTROLS AND PROCEDURES

(a)  Evaluation of Disclosure Controls and Procedures

We maintain a system of disclosure controls and procedures designed to ensure
that information required to be disclosed in our reports filed or submitted
under the U.S. Securities Exchange Act of 1934, as amended (Exchange Act), is
recorded, processed, summarized and reported within the time periods specified
in the SEC rules and forms. These controls and procedures are also designed to
ensure that such information is accumulated and communicated to the Company's
management, including the Chief Executive Officer (CEO) and Chief Financial
Officer (CFO), as appropriate to allow timely decisions regarding required
disclosure. Internal controls are procedures designed to provide reasonable
assurance that: transactions are properly authorized; assets are safeguarded
against unauthorized or improper use; and transactions are properly recorded and
reported, to permit the preparation of our financial statements in conformity
with generally accepted accounting principles.

                                       17
<PAGE>
A control system, no matter how well designed and operated, can provide only
reasonable, not absolute, assurance that the control system's objectives will be
met. Further, the design of a control system must reflect the fact that there
are resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all

control issues and instances of fraud, if any, within the Company have been
detected. These inherent limitations include the realities that judgments in
decision-making can be faulty, and that breakdowns can occur because of simple
errors or mistakes. Controls can also be circumvented by the individual acts of
some persons, by collusion of two or more people, or by management override of
the controls. The design of any system of controls is based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
that any design will succeed in achieving its stated goals under all potential
future conditions. Over time, controls may become inadequate because of changes
in conditions or deterioration in the degree of compliance with its policies or
procedures. Because of the inherent limitations in a cost-effective control
system, misstatements due to error or fraud may occur and not be detected. We
continuously evaluate our internal controls and make changes to improve them as
necessary. Our intent is to maintain our disclosure controls as dynamic systems
that change as conditions warrant.

An evaluation was carried out, under the supervision of and with the
participation of our management, including our CEO and CFO, of the effectiveness
of the Company's disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period
covered by this report. Based upon the controls evaluation, our CEO and CFO have
concluded that, as of the end of the period covered by this Form 10-Q, the
Company's disclosure controls and procedures are effective to provide reasonable
assurance that information required to be disclosed in our Exchange Act reports
is recorded, processed, summarized and reported within the time periods
specified in the SEC rules and forms, and is accumulated and communicated to our
management, including our CEO and CFO, as appropriate to allow timely decisions
regarding required disclosure.

(b)  Changes in Internal Controls

During the quarter ended June 30, 2009, a press release, unknown to prior
management and unapproved by prior management, was distributed to the general
public without the filing of a Current Report on Form 8-K or without compliance
with various fact checking protocols. Corrective action was taken by prior
management through the filing of a Current Report on Form 8-K on July 29, 2009.
There were no other significant changes (including corrective actions with
regard to significant deficiencies or material weaknesses) in our internal
controls over financial reporting that occurred during the quarter ended June
30, 2009 that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.

(c)  Corrective Actions

Management has taken steps to assure that the Company's former as well as any
future investor relations firm issues no document. Only the Company's management
may issue press releases and that no press release may be issued without outside
legal counsel review for the need to concurrently file a Current Report on Form
8-K is assessed. Further, management has notified all potential sources for
press releases that only authorized corporate officers may issue any information
on the Company to the general public.

                           PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

The Company is subject to other potential liabilities under government
regulations and various claims and legal actions that may be asserted. Matters
may arise in the ordinary course and conduct of the Company's business, as well
as through its acquisitions. Claim estimates that are probable and can be
reasonably estimated are reflected as liabilities of the Company. The ultimate

                                       18
<PAGE>
resolution of these matters is subject to many uncertainties. It is reasonably
possible that matters, which may be asserted, could ultimately be decided
unfavorably for the Company. Although the amount of liability at September 30,
2009, currently cannot be ascertained, the Company believes that any resulting
liability should not materially affect the Company's consolidated financial
statements.

ITEM 1A - RISK FACTORS

There are no material changes from risk factors disclosed in our Form 10-K for
the year ended March 31, 2009, as filed on June 29, 2009.

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

None.

ITEM 3 - DEFAULTS ON SENIOR SECURITIES

None.

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5 - OTHER INFORMATION

DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT
OF PRINCIPAL OFFICERS

RESIGNATIONS

Reference is made to a Current Report on Form 8-K filed on June 17, 2009 noting
that the Board of Directors accepted the resignation of David Naylor as a member
of the Board of Directors of the Company. On June 24, 2009, Mr. Naylor resigned
as the Company's Chief Financial Officer.

Reference is made to a Current Report on Form 8-K filed on August 27, 2009
noting that the Board of Directors accepted the resignations of Mssrs. Mark
Schaftlein, former Chief Executive Officer and Mr. Scott W. Hatfield, CPA,
former Chief Financial Officer, effective the 24th of August, 2009.

Reference is made to a Current Report on Form 8-K filed on November 4, 2009
noting that the Board of Directors accepted the resignation of Mr. Stephen Mohan
as a director, effective the 27th of October, 2009.

The Company has also accepted the resignations of Mr. Darrin Holman from the
Board of Directors and Mr. P. Andrew Jeschke from the office of Chief Operating
Officer of the Company.

INFORMATION  STATEMENT  UNDER  SECTION 14(C) OF THE  SECURITIES  EXCHANGE ACT OF
1934, AS AMENDED

No reports required.

ITEM 6 - EXHIBITS

31.1 Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002 - Chief
     Executive Officer
31.2 Certification pursuant to Section 302 of Sarbanes-Oxley Act of 2002 - Chief
     Financial Officer
32.1 Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002 - Chief
     Executive Officer
32.2 Certification pursuant to Section 906 of Sarbanes-Oxley Act of 2002 - Chief
     Financial Officer

                        (Signatures follow on next page)

                                       19
<PAGE>
                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                              NORTHERN EXPLORATIONS, LTD.


Dated: November 23, 2009                      /s/ KENNETH J. YONIKA
                                              ----------------------------------
                                              Kenneth J. Yonika, CPA
                                              Interim Chief Executive Officer
                                              and Chief Financial Officer


                                       20