SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549

                                    FORM 10-Q

     [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

          For the quarterly period ended August 31, 2008

     [_]  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: 0-50472

                            NEW FRONTIER ENERGY, INC.
                            -------------------------
        (Exact name of small business issuer as specified in its charter)


            Colorado                                     84-1530098
-------------------------------             -----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                  1789 W. Littleton Blvd., Littleton, CO 80120
                  --------------------------------------------
                    (Address of principal executive offices)

                                 (303) 730-9994
                                 --------------
                           (Issuer's telephone number)


              (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act of 1934 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 is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.

         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]

As of October 13, 2008, 13,202,380 shares of common stock were outstanding.



<PAGE>
                            NEW FRONTIER ENERGY, INC.

                                      Index

Part I - FINANCIAL INFORMATION


Item 1    Financial Statements

          Consolidated Balance Sheets at August 31, 2008 (unaudited) and
          February 29, 2008                                                    1

          Consolidated Statements of Operations (unaudited) for the
          three months ended August 31, 2008 and 2007                          2

          Consolidated Statements of Operations (unaudited) for the
          six months ended August 31, 2008 and 2007                            3

          Consolidated Statements of Cash Flows (unaudited) for the
          six months ended August 31, 2008 and 2007                            4

          Notes to Consolidated Financial Statements (unaudited)               5

Item 2    Management's Discussion and Analysis or Plan of Operations          13

Item 3    Quantitative and Qualitative Disclosures About Market Risk          25

Item 4    Controls and Procedures                                             26

Item 4T   Controls and Procedures                                             26

Part II OTHER INFORMATION

Item 1    Legal Proceedings                                                   26

Item 1A   Risk Factors                                                        26

Item 2    Unregistered Sales of Equity Securities and Use of Proceeds         26

Item 3    Defaults Upon Senior Securities                                     27

Item 4    Submission of Matters of a Vote of Security Holders                 27

Item 5    Other Information                                                   27

Item 6    Exhibits                                                            28

SIGNATURES                                                                    29

EXHIBITS                                                                      25



<PAGE>
<TABLE>
<CAPTION>

                            NEW FRONTIER ENERGY, INC.
                           CONSOLIDATED BALANCE SHEETS


                                                                                 August 31,     February 29,
                                                                                   2008            2008
                                                                                (Unaudited)
                                                                                ------------    ------------
                                     ASSETS
CURRENT ASSETS
<S>                                                                             <C>             <C>
     Cash                                                                       $  3,320,804    $  3,602,939
     Accounts receivable, trade                                                      524,242         972,292
     Prepaid expenses                                                                303,098         306,680
                                                                                ------------    ------------
         Total current assets                                                      4,148,144       4,881,911
                                                                                ------------    ------------

PROPERTY AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION
       AND DEPLETION OF $1,853,511 and $1,342,731 as of
       August 31, 2008 and February 29, 2008 respectively                         22,198,161      21,134,412
                                                                                ------------    ------------

OTHER ASSETS
     Deposits                                                                        160,000         193,300
                                                                                ------------    ------------

                                                                                $ 26,506,305    $ 26,209,623
                                                                                ============    ============

         LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
     Accounts payable                                                           $    450,150    $    809,397
     Notes payable, affiliates                                                       604,688         806,250
     Current portion of long term debt                                                36,417          34,020
     Dividends payable                                                             1,654,638       1,523,536
     Accrued expenses                                                                798,567         308,066
     Accrued interest                                                                  2,753           2,672
     Accrued interest, affiliates                                                      1,601           3,534
     Accounts payable, affiliates                                                     36,430          48,459
                                                                                ------------    ------------
         Total current liabilities                                                 3,585,244       3,535,934
                                                                                ------------    ------------

LONG TERM LIABILITIES

     Long term debt                                                                  806,816         826,151
     Asset retirement obligation                                                     290,000         290,000

MINORITY INTEREST IN CONSOLIDATED SUBSIDIARY                                         530,534         393,592

STOCKHOLDERS' EQUITY
     Preferred stock, $.001 par value, 25,000,000 shares authorized:
       Series A Convertible, 100,000 shares authorized
       none issued and outstanding                                                        --              --
       Series B Convertible, 36,036 shares authorized
       19,839 and 24,675  issued and outstanding as of August 31, 2008
       and February 29,  2008 respectively                                                20              25
       Series C Convertible, 230,000 shares authorized
       217,650 and 219,500 issued and outstanding as of August 31, 2008
       and February 29, 2008 respectively                                                218             220
     Common stock, $.001 par value, 500,000,000 shares authorized, 13,159,304
       and 10,178,078 shares issued and outstanding as of August 31, 2008
        and February 29, 2008 respectively                                            13,159          10,178
     Additional paid in capital                                                   43,229,813      39,710,397
     Accumulated (deficit)                                                       (21,949,499)    (18,556,874)
                                                                                ------------    ------------
                                                                                  21,293,711      21,163,946
                                                                                ------------    ------------

                                                                                $ 26,506,305    $ 26,209,623
                                                                                ============    ============
</TABLE>

        See accompanying notes to the consolidated financial statements.
                                        1



<PAGE>

                            NEW FRONTIER ENERGY, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                       Three Months Ended
                                                   August 31,      August 31,
                                                      2008            2007
                                                  ------------    ------------
Operating revenues
       Oil and gas sales                          $    290,034    $    175,859
       Gathering fees                                   40,849          17,133
                                                  ------------    ------------
                                                       330,883         192,992
                                                  ------------    ------------

Operating expenses
       Exploration costs, including dry holes           46,899          49,307
       Lease operating expenses                        305,711         436,299
       General and administrative                      578,026         390,444
       Issuance of common stock warrants               918,250         515,550
       Depreciation, depletion and amortization        245,600         205,465
                                                  ------------    ------------
            Total operating expenses                 2,094,486       1,597,065
                                                  ------------    ------------

(Loss) from operations                              (1,763,603)     (1,404,073)
                                                  ------------    ------------

Other income (expense)
       Interest income                                  28,400         105,514
       Interest expense                                (21,722)        (25,634)
       Debt issuance costs, non-cash                        --        (130,508)
                                                  ------------    ------------
            Other income (expense), net                  6,678         (50,628)
                                                  ------------    ------------

(Loss) before income taxes                          (1,756,925)     (1,454,701)
                                                  ------------    ------------

Income taxes
       Current                                              --              --
       Deferred                                             --              --
                                                  ------------    ------------
                                                            --              --
                                                  ------------    ------------

Minority interest in net (income) of
       consolidated subsidiary                         (13,270)        (13,656)
                                                  ------------    ------------

Net (loss)                                          (1,770,195)     (1,468,357)

Preferred stock dividends and distributions
to minority interests                                 (232,815)       (238,928)
                                                  ------------    ------------

Net (loss) attributable to common shareholders    $ (2,003,010)   $ (1,707,285)
                                                  ============    ============

Net (loss) per common share
       Basic and diluted                          $      (0.16)   $      (0.23)
                                                  ============    ============

Weighted average shares outstanding
       Basic and diluted                            12,814,452       7,426,689
                                                  ============    ============


        See accompanying notes to the consolidated financial statements.
                                        2

<PAGE>
                            NEW FRONTIER ENERGY, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
                                                        Six Months Ended
                                                    August 31       August 31
                                                       2008            2007
                                                  ------------    ------------
Operating revenues
       Oil and gas sales                          $    750,812    $    228,455
       Gathering fees                                   77,918          61,929
                                                  ------------    ------------
                                                       828,730         290,384
                                                  ------------    ------------

Operating expenses
       Exploration costs, including dry holes           96,710         116,595
       Lease operating expenses                        596,895         821,615
       Cost of gas gathering                               648             832
       General and administrative                    1,102,992       1,027,528
       Issuance of common stock warrants             1,433,800       1,031,100
       Depreciation, depletion and amortization        510,777         323,438
                                                  ------------    ------------
            Total operating expenses                 3,741,822       3,321,108
                                                  ------------    ------------

(Loss) from operations                              (2,913,092)     (3,030,724)
                                                  ------------    ------------

Other income (expense)
       Interest income                                  49,947         238,988
       Interest expense                                (43,060)        (43,940)
       Debt issuance costs, non-cash                        --        (359,169)
                                                  ------------    ------------
            Other income (expense), net                  6,887        (164,121)
                                                  ------------    ------------

(Loss) before income taxes                          (2,906,205)     (3,194,845)
                                                  ------------    ------------

Income taxes
       Current                                              --              --
       Deferred                                             --              --
                                                  ------------    ------------
                                                            --              --
                                                  ------------    ------------

Minority interest in net (income) of
       consolidated subsidiary                         (24,288)        (25,173)
                                                  ------------    ------------

Net (loss)                                          (2,930,493)     (3,220,018)
Preferred stock dividends and distributions
       to minority interests                          (462,132)       (484,172)
                                                  ------------    ------------

Net (loss) attributable to common shareholders    $ (3,392,625)   $ (3,704,190)
                                                  ============    ============

Net (loss) per common share
       Basic and diluted                          $      (0.29)   $      (0.55)
                                                  ============    ============

Weighted average shares outstanding
       Basic and diluted                            11,772,901       6,775,190
                                                  ============    ============


        See accompanying notes to the consolidated financial statements.
                                       3



<PAGE>
<TABLE>
<CAPTION>

                            NEW FRONTIER ENERGY, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)
                                                                                         Six Months Ended
                                                                                    August 31,      August 31,
                                                                                       2008            2007
                                                                                   ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                <C>             <C>
    Net (loss)                                                                     $ (2,930,493)   $ (3,220,018)
    Adjustments to reconcile net (loss) to net cash
       (used in) operating activities:
         Depreciation, depletion and amortization                                       510,777         323,438
         Debt issuance costs, noncash                                                        --         359,169
         Minority interest in net income of consolidated subsidiary                      24,288          25,173
         Interest on convertible debenture                                                   --          15,428
         Issuance of common stock warrants                                            1,433,800       1,031,100
         Issuance of restricted stock awards                                            101,000              --
         (Increase) decrease in assets:
            Accounts receivable, trade                                                  448,050        (495,411)
            Prepaid expenses                                                              3,582        (214,916)
         Increase (decrease) in liabilities:
            Accounts payable                                                           (359,246)        228,007
            Accrued expenses                                                            476,620        (117,482)
                                                                                   ------------    ------------

       Net cash (used in) operating activities                                         (291,622)     (2,065,512)
                                                                                   ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES:

    (Increase) decrease in other assets                                                  33,300        (160,000)
    Purchase of property and equipment                                               (1,574,526)     (3,513,477)
                                                                                   ------------    ------------

       Net cash (used in) investing activities                                       (1,541,226)     (3,673,477)
                                                                                   ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES:

    Payment of  convertible debentures affiliate                                             --        (300,000)
    Payment of notes payable                                                            (16,938)        (35,137)
    Payment of notes payable, affiliate                                                (201,562)             --
    Proceeds from notes payable                                                              --         881,250
    Proceeds from common stock warrant conversions                                    1,712,469              --
    Proceeds from exercise of placement agent warrants                                  269,747              --
    Preferred stock dividends paid                                                     (286,172)        (85,038)
    Cost of issuance of equity for cash                                                 (14,200)             --
    Minority interest in subsidiary                                                     132,225          (3,108)
    Distributions to minority interest holders in consolidated subsidiary               (44,856)        (32,600)
                                                                                   ------------    ------------

       Net cash provided by financing activities                                      1,550,713         425,367
                                                                                   ------------    ------------

(DECREASE) IN CASH                                                                     (282,135)     (5,313,622)

BEGINNING BALANCE                                                                     3,602,939      12,724,234
                                                                                   ------------    ------------

ENDING BALANCE                                                                     $  3,320,804    $  7,410,612
                                                                                   ============    ============

Cash paid for income taxes                                                         $         --    $         --
                                                                                   ============    ============
Cash paid for interest                                                             $     44,912    $     27,359
                                                                                   ============    ============

Supplemental schedule of non-cash investing and financing activities:

       Series B  and C preferred stock converted to common stock                   $      1,335    $        488
       Conversion of convertible debentures and accrued interest to common stock   $         --    $  2,706,279
       Issuance of common stock in connection with a cashless exercise             $          3    $         --

</TABLE>


        See accompanying notes to the consolidated financial statements.
                                        4


<PAGE>
                            NEW FRONTIER ENERGY, INC.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 August 31, 2008

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
     ------------------------------------------

     Organization and Nature of Business
     -----------------------------------

     New Frontier Energy, Inc. ("New Frontier" or the "Company") was
     incorporated as Storage Finders.com under the laws of Colorado on January
     7, 2000. In March 2001 the Company changed its name to New Frontier Energy,
     Inc. The Company is a domestic energy company engaged in the exploration
     for, and development of, oil and natural gas reserves operating primarily
     in Colorado and Wyoming.

     Effective February 6, 2002, Wyoming Oil & Minerals, Inc. ("Wyoming")
     completed a share exchange with the Company. Under the terms of the share
     exchange, the shareholders of the Company surrendered their shares in
     exchange for shares of Wyoming. The Company's shareholders became
     shareholders in Wyoming, and the Company became a wholly owned subsidiary
     of Wyoming.

     On June 30, 2003, Wyoming's Board of Directors approved a dividend in the
     form of the common stock of its subsidiary, New Frontier. The dividend was
     paid in the form of one share of New Frontier common stock (the "Common
     Stock") for every four shares of common stock of Wyoming. Shareholders of
     record of Wyoming as of the close of business on June 30, 2003, the record
     date, were issued a certificate representing one share of New Frontier for
     each four shares of Wyoming they held at that date.

     The Company owns 82.76% of the limited partnership interests (the "Limited
     Partnership Interests") of Slater Dome Gathering, LLLP ("SDG"). SDG owns
     the 18-mile gas gathering line that transports the Company's natural gas
     from the Slater Dome Field to the Questar transportation line in Baggs,
     Wyoming.

     On December 26, 2007, the Company entered into a Partnership Interest
     Purchase Agreement with Natural Resource Group Gathering, LLC ("NRGG") to
     acquire NRGG's general partnership interest (the "General Partnership
     Interest") in SDG effective as of January 1, 2008. In connection with the
     purchase of the General Partnership Interest, the Company was appointed the
     general partner of SDG. The General Partnership Interest is equal to 25% of
     the Percentage Interests (as defined in SDG's Limited Partnership
     Agreement) in SDG.


                                       5
<PAGE>
     Principles of Consolidation
     ---------------------------

     The August 31, 2008, financial statements include the accounts of the
     Company and SDG as of and for the three and six months ended June 30, 2008
     and 2007. SDG has a fiscal quarter end, June 30, which is consolidated with
     the Company effective August 31, 2008 and 2007. All significant
     intercompany accounts and transactions in 2008 and 2007 were eliminated.

     Debt With Detachable Warrant and/or Beneficial Conversion Feature
     -----------------------------------------------------------------

     The Company accounts for the issuance of detachable stock purchase warrants
     in accordance with Accounting Principles Board Opinion 14 ("APB 14"),
     whereby the fair value of the debt and the detachable warrants are
     separately measured and the proceeds from the debt are allocated on a
     pro-rata basis to both the debt and the detachable warrants. The resulting
     discount from the fair value of the debt allocated to the warrants, which
     is accounted for as paid-in capital, is amortized over the estimated life
     of the debt.

     In accordance with the provisions of Emerging Issues Task Force ("EITF")
     Issue 98-5 and EITF 00-27, a portion of the proceeds received are allocated
     to any embedded beneficial conversion feature, based on the difference
     between the effective conversion price of the proceeds allocated to the
     convertible debt and the fair value of the underlying Common Stock on the
     date the debt is issued. In addition, the detachable stock purchase
     warrants, proceeds are first allocated to the stock purchase warrants and
     the debt and then the resulting debt proceeds are allocated between the
     beneficial conversion feature, which is accounted for as paid-in capital,
     and the initial carrying amount of the debt. The discount resulting from
     the beneficial conversion feature is amortized over the estimated life of
     the debt.

     Unaudited Statements
     --------------------

     The financial statements included in this Form 10-Q have been prepared by
     the Company without audit pursuant to the rules and regulations of the
     Securities and Exchange Commission. Certain information and footnote
     disclosures normally included in the financial statements prepared in
     accordance with accounting principles generally accepted in the United
     States have been condensed or omitted as allowed by such rules and
     regulations, and management believes that the disclosures are adequate to
     make the information presented not misleading. These financials statements
     include all of the adjustments, which, in the opinion of management, are
     necessary to a fair presentation of financial position and results of
     operations. All such adjustments are of a normal and recurring nature only.
     The results of operations for the interim periods are not necessarily
     indicative of the results to be expected for the full fiscal year. These
     financial statements should be read in conjunction with the audited
     financial statements at February 29, 2008, included in the Company's annual
     report on Form 10-KSB filed with the Commission on May 27, 2008.

                                       6

<PAGE>
     Reclassifications
     -----------------

     Certain amounts reported in the Company's financial statements for the
     three and six months ended August 31, 2007, have been reclassified to
     conform to the current period presentation.

2.   NOTES PAYABLE, AFFILIATES
     -------------------------

     Effective December 31, 2007 the Company entered into a Purchase and Sale
     Agreement with Natural Resource Group Gathering, LLC ("NRGG"), whereby the
     Company increased its investment in Slater Dome Gathering, LLLP ("SDG") by
     acquiring the general partner's interest for $1,075,000 consisting of
     $268,750 in cash and executing a promissory note in the amount of $806,250.
     The Note bears interest at a rate of 2.5% per annum and is payable in
     quarterly installments of $201,562 plus interest and is due December 31,
     2008. At the option of the Company, quarterly payments may be deferred
     until the maturity date. As a result, the Company owns the 25% general
     partner's interest together with 82.76% of the Class A limited partnership
     interests in SDG. The Company will receive 84.487% of SDG cash
     distributions until the limited partners have received cash distributions
     equal to their initial capital contributions and 87.07% of cash
     distributions thereafter.

     The Company's President and Chief Executive Officer is a manager and owns
     50% of the membership interests of NRGG, the general partner of SDG,
     through December 31, 2007.

     At August 31, 2008 the balance of the note payable is $604,688; $201,563 in
     principal was paid in August 2008 together with accrued interest in the
     amount of $12,315. Interest in the amount of $1,601 has been accrued for
     the period ended August 31, 2008.

3.   NOTES PAYABLE
     -------------

     On June 15, 2007, the Company acquired a facility (the "Steamboat
     Property") to be used as a field office and provide lodging while Company
     personnel are working the Slater Dome Field area. The purchase price for
     the Steamboat Property was $1,175,000. In connection with the purchase of
     the Steamboat Property, the Company entered into a five-year mortgage in
     the principal amount of $881,250 (the "Steamboat Mortgage"), which bears
     interest at a rate of 7.56% per annum. The Steamboat Mortgage requires
     equal monthly payments during the term of the mortgage in the amount of
     $8,256, with the balance of $698,604 due on June 14, 2012. The Steamboat
     Mortgage can be prepaid at any time without penalty. The Steamboat Mortgage
     is collateralized by the Steamboat Property. The current portion of the
     Steamboat Mortgage amounts to $36,417 with the balance of $806,816 being
     long term. Interest in the amount of $35,441 was paid and $5,516 has been
     accrued on the Steamboat Mortgage as of August 31, 2008.

                                       7
<PAGE>
4.   STOCKHOLDERS' EQUITY
     --------------------

     Series B Convertible Preferred Stock
     ------------------------------------

     Effective November 1, 2004, the board of directors of the Company approved
     an amendment to the Company's Articles of Incorporation to provide for the
     issuance of up to 36,036 shares of Series B 12% Cumulative Convertible
     Preferred Stock par value $0.001 (the "Series B Preferred"). Between
     December 23, 2004 and February 28, 2005, the Company sold 32,175 shares of
     Series B Preferred. The issue price of the Series B Preferred Stock is $100
     per share. Each share of Series B Preferred is convertible, at the option
     of the Holder, into that number of shares of Common Stock determined by
     dividing the issue price of the aggregate number of shares of Series B
     Preferred being converted plus any accrued and unpaid dividends by $.65 per
     share, unless otherwise adjusted. The Series B Preferred pays a cumulative,
     preferential cash dividend equal to 12% of the $100 issue price per year
     and is payable quarterly in arrears. The dividend is payable out of funds
     legally available for that purpose and will accumulate during any period
     when it is not paid.

     In connection with the offer and sale of Series B Preferred Stock, the
     Company granted a warrant to purchase 24.75 units of the Series B Preferred
     Stock offering at a purchase price of $13,000 per Unit (the "Placement
     Agent Warrant"). Each Unit consists of (i) $13,000 of Series B Preferred
     Stock, convertible into 20,000 shares of Common Stock at the rate of $0.65
     per Share; and (ii) a three-year warrant to purchase 27,131 shares of
     Common Stock at an exercise price of $1.11 per share on the same terms and
     conditions as the warrants issued to the Series B Preferred Stock holders.
     The 18,562 outstanding Placement Agent Warrants were exercised on May 1,
     2008 and the Company issued 2,697.51 shares of Series B Preferred Stock and
     received proceeds of $269,747.

     During the six months ended August 31, 2008, holders of 6,930 shares of
     Series B Preferred Stock converted the shares into 1,158,904 shares of
     common stock in accordance with the terms of the Series B Preferred. As of
     August 31, 2008, there were 19,839 shares of the Series B Preferred issued
     and outstanding.

     During the six months ended August 31, 2008, the Company paid $279,587 in
     dividends and accrued $140,237 of dividends on the Series B Preferred
     Stock. As of August 31, 2008, the Company had accrued dividends on the
     Series B Preferred Stock of $736,671.

     Series C Convertible Preferred Stock

     Effective November 22, 2006, the board of directors of New Frontier Energy,
     Inc. approved an amendment to the Company's Articles of Incorporation to
     provide for the issuance of up to 230,000 shares of Series C 2.5%
     Cumulative Convertible Preferred Stock par value $0.001 (the "Series C
     Preferred Stock"). Between December 1, 2006 and January 16, 2007 the
     Company sold 222,250 shares of Series C Preferred Stock.


                                       8
<PAGE>
     The stated value and issue price of the Series C Preferred Stock is $100
     per share. Holders of the Series C Preferred Stock are entitled to receive
     cumulative dividends at the rate of 2.5% per annum, payable quarterly on
     January 31, April 30, July 31 and October 31, beginning with January 31,
     2007. The form of dividend payments may be, at the Company's option, in
     cash or shares of the Company's $0.001 par value common stock (the "Common
     Stock"), or a combination thereof. The Series C Preferred Stock is
     convertible into shares of Common Stock at the rate of $1.05 per share.

     The Series C Preferred Stock has customary weighted-average anti-dilution
     rights with respect to any subsequent issuance of Common Stock or Common
     Stock equivalents at a price less than $1.05 per share, and otherwise in
     connection with forward or reverse stock splits, stock dividends,
     recapitalizations, and the like. The anti-dilution provisions shall not
     apply to employee stock options and shares issued in connection with
     certain mergers and acquisitions.

     Except as otherwise provided in the Series C Preferred Stock Certificate of
     Designation with respect to matters that adversely affect the rights of the
     holders of the Series C Preferred Stock, and as otherwise required by law,
     the Series C Preferred Stock has no voting rights.

     Upon any liquidation, dissolution or winding-up of the Company, whether
     voluntary or involuntary, the holders of the Series C Preferred Stock shall
     be entitled to receive out of the assets of the Company, whether such
     assets are capital or surplus, for each share of Series C Preferred Stock
     an amount equal to the stated value ($100) of the Series C Preferred Stock
     per share plus any accrued and unpaid dividends thereon and any other fees
     or liquidated damages owing. If the assets of the Company are insufficient
     to pay such amounts in full, then the entire assets to be distributed to
     the holders of the Series C Preferred Stock shall be distributed among the
     holders of the Series C Preferred Stock ratably in accordance with the
     respective amounts that would be payable on such shares if all amounts
     payable thereon were paid in full.

     The Company has the right to redeem the Series C Preferred Stock commencing
     six months from a final closing date in the event the closing bid price of
     the Company's Common Stock has closed for 20 consecutive trading days at a
     price not less than $3.00 (subject to adjustment) by delivering notice to
     holders of the Series C Preferred Stock. The maximum aggregate number of
     Series C Preferred Stock which may be redeemed pursuant to any such
     redemption notice in any given week shall be that number of shares of
     Series C Preferred Stock for which the underlying Common Stock (together
     with any accrued dividends payable in Common Stock thereon) are less than
     or equal to 25% of the average daily trading volume of the Common Stock for
     the 20 Trading Days preceding each such redemption notice date.

     During the six months ended August 31, 2008, there were 1,850 shares of
     Series C Preferred Stock converted into 176,190 shares of Common Stock. As
     of August 31, 2008, there were 217,650 shares of the Series C Preferred
     Stock issued and outstanding.

                                       9
<PAGE>
     The Company paid $6,608 in dividends on the Series C Preferred Stock and
     accrued $277,036 on the Series C Preferred Stock resulting in accrued
     dividends in the aggregate amount of $917,967 as of August 31, 2008.

     Warrants
     --------

     During the six months ended August 31, 2008, warrants to purchase 1,542,765
     shares stocks at $1.11 were exercised for cash proceeds of $1,712,469.

     During the six months ended August 31, 2008, the Company issued 2,413.125
     Series B Convertible Preferred shares receiving gross proceeds in the
     amount of $269,747 from the exercise of the 18.5625 placement agent
     warrants, issued in connection with the placement of our Series B
     Convertible Preferred stock.

     Stock Options
     -------------

     On November 10, 2006, the Company granted certain employees and agents of
     the Company an aggregate of 3,950,000 options to acquire shares of the
     Company's Common Stock, which are exercisable at a price of $1.25 (the
     "Non-Qualified Stock Options"). The Non-Qualified Stock Options vest at a
     rate of 12.5% each fiscal quarter ending November 30, February 28, May 31
     and August 31 through November 30, 2008 and expire on November 30, 2016.
     The Company's stock closed at $1.24 on November 10, 2006. The fair value of
     the Non-Qualified Stock Options was estimated on the date of the grant
     utilizing the Black-Scholes option pricing model with the following
     assumptions: expected life of the options is 10 years, expected volatility
     of 67%, risk free interest rate of 5% and no dividend yield. The fair value
     for the Non-Qualified Stock Options granted was approximately $0.96 per
     share. The value of the options was recorded at $4,124,400 and $515,550 is
     being amortized quarterly as the options vest.

     On July 23, 2008, the Company the Company granted certain employees and
     agents of the Company an aggregate of 4,200,000 options to acquire shares
     of the Company's Common Stock, which are exercisable at a price of $1.01
     (the "Non-Qualified Stock Options"). The Non-Qualified Stock Options vest
     at a rate of 12.5% each fiscal quarter ending August 31, November 30,
     February 28, May 31 through November 30, 2010 and expire on July 23, 2018.
     The Company's stock closed at $1.01 on July 23, 2008. The fair value of the
     Non-Qualified Stock Options was estimated on the date of the grant
     utilizing the Black-Scholes option pricing model with the following
     assumptions: expected life of the options is 10 years, expected volatility
     of 65%, risk free interest rate of 4.2% and no dividend yield. The fair
     value for the Non-Qualified Stock Options granted was approximately $0.77
     per share. The value of the options was recorded at $3,221,600 and $402,700
     is being amortized quarterly as the options vest.

                                       10
<PAGE>
     The activity for the Non-Qualified Stock Options during the six months
     ended August 31, 2008 is summarized as follows:

                                                         August 31, 2008
                                                                      Weighted
                                                                      Average
                                                                      Exercise
                                                      Shares          Price
                                                    ---------         --------
     Beginning of period                            2,962,500         $   1.25
       Vested                                       1,512,500         $   1.17
       Exercised                                           --         $     --
       Expired                                             --         $     --
                                                    ---------
     End of period                                  4,475,000         $   1.20
                                                    =========

     A summary of the incentive stock option activity during the six months
     ended August 31, 2008 is summarized in the following table:

                                                       August 31, 2008
                                                                      Weighted
                                                                      Average
                                                                      Exercise
                                                      Shares          Price
                                                    ---------         --------
     Beginning of period                              584,333         $   0.89
       Vested                                              --         $     --
       Exercised                                           --         $     --
       Expired                                             --         $     --
                                                    ---------
     End of period                                    584,333         $   0.89
                                                    =========


     The following tables summarize information about fixed-price stock options
     and warrants during the six months ended August 31, 2008:

                                                       August 31, 2008
                                                                      Weighted
                                                                      Average
                                                                      Exercise
                                                      Shares          Price
                                                   ----------         --------
     Beginning of period                           40,100,012         $   1.59
       Vested                                         501,689         $   1.02
       Exercised                                   (1,542,765)        $   1.11
       Expired                                     (5,958,733)        $   1.11
                                                   ----------
     End of period                                 33,100,203         $   1.68
                                                   ==========


                                       11
<PAGE>
     The following table summarizes the options and warrants outstanding and
     exercisable at August 31, 2008:


                                             Average
                Range                       Remaining
                  of              Number   Contractual
               Exercise         of Shares    Life in
                Price          Outstanding    Years
            ------------------------------------------
            $0.75 to $1.50      26,225,991     1.38
            $1.51 to $2.75      11,933,545     1.36
                                ----------
                                38,159,536
                                ==========


     In October 2006, the Board of Directors adopted an incentive stock option
     plan reserving 10,000,000 shares of the Company's $0.001 par value common
     stock for issuance pursuant to the plan. The plan was adopted by
     shareholders on June 11, 2007. As of August 31, 2008, no options have been
     granted under the plan.

5.   RELATED PARTIES
     ---------------

     The Company paid $16,000 during each of the six months ended August 31,
     2008 and 2007, respectively, in connection with an office lease for office
     space in Littleton, Colorado with Spotswood Properties, LLC, ("Spotswood"),
     a Colorado limited liability company and an affiliate of the Company's
     president. The lease provides for the payment of $2,667 per month plus
     utilities and other incidentals. The president of the Company owns 50% of
     Spotswood.

     The Company paid a corporation controlled by one of the directors $31,250
     and $30,000 for geological consulting during the six months ended August
     31, 2008 and 2007, respectively.

     SDG paid rent in the amount of $1,500 during the six months ended August
     31, 2007 to Spotswood and accrued management fees, to NRGG, the then
     general partner of SDG, in the amount of $3,818 during the six months ended
     June 30, 2007, The President of the Company is a manager and owns 50% of
     the membership interests of NRGG.

6.   BUSINESS SEGMENT INFORMATION
     ----------------------------

     The Company operates in two business segments: oil and gas exploration and
     gas gathering. Operating results and other financial data for the six
     months ended August 31, 2008 and 2007 are presented for the principal
     business segments as follows:


                                       12
<PAGE>
<TABLE>
<CAPTION>

                                                    Oil & Gas      Gas Gathering    Consolidated
                                                  ------------------------------------------------
     August 31, 2008
<S>                                               <C>              <C>             <C>
       Revenues                                   $    750,812     $     77,918    $     828,730
       Income (loss) before taxes                 $ (2,906,907)    $        700    $  (2,906,207)
       Total assets                               $ 24,185,451     $  2,320,854    $  26,506,305
       Property additions                         $  1,574,526     $         --    $   1,574,526
       Interest expense                           $    (43,060)    $         --    $     (43,060)
       Debt issuance costs, non-cash              $         --     $         --    $          --
       Depreciation, depletion and amortization   $    445,531     $     65,246    $     510,777

     August 31, 2007
       Revenues                                   $    228,455     $     61,929    $     290,384
       Loss before taxes                          $ (3,169,843)    $    (25,002)   $  (3,194,845)
       Total assets                               $ 25,262,983     $  2,531,492    $  27,794,475
       Property additions                         $  3,513,477     $         --    $   3,513,477
       Interest expense                           $    (43,940)    $         --    $     (43,940)
       Debt issuance costs, non-cash              $   (359,169)    $         --    $    (359,169)
       Depreciation, depletion and amortization   $    258,192     $     65,246    $     323,438
</TABLE>


7.   SUBSEQUENT EVENTS
     -----------------

     In September 2008, the Company issued an aggregate of 43,076 shares of
     common stock pursuant to conversion of 280 shares of Series B Preferred
     Stock.


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

Forward Looking Information

Information contained in the following discussion of results of operations and
financial condition and in certain of the notes to the financial statements
included in this document contain forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995, which can be identified
by the use of words such as "may," "will," "expect," "anticipate," "estimate,"
or "continue," or variations thereon or comparable terminology. In addition, all
statements other than statements of historical facts that address activities,
events, or developments the Company expects, believes, or anticipates will or
may occur in the future, and other such matters, are forward-looking statements.
The following discussion should be read in conjunction with the Company's
unaudited financial statements and related notes included elsewhere herein.

The Company's future operating results may be affected by various trends and
factors, which are beyond the Company's control. The important factors that
could prevent us from achieving our stated goals and objectives include, but are
not limited to, those set forth in our Annual Report on Form 10-KSB for the
fiscal year ended February 29, 2008 and the following:

     o    The general state of the economy;
     o    Our ability to find third parties to implement our plan of operations
          in drilling additional wells at the Slater Dome Field (as defined
          below) and prove reserves at the Focus Ranch Unit;


                                       13
<PAGE>
     o    Our ability to successfully implement our plan of operations;
     o    Our ability to raise additional capital, as it may be affected by
          current conditions in the stock market and competition in the oil and
          gas industry for risk capital;
     o    Environmental and other regulations, as the same presently exist and
          may hereafter be amended;
     o    Our ability to identify, finance and integrate other acquisitions;
     o    Volatility of our stock price; and
     o    Actions of overseas producers of oil and natural gas over which we
          have no control.

We undertake no responsibility or obligation to update publicly these
forward-looking statements, but may do so in the future in written or oral
statements. Investors should take note of any future statements made by or on
our behalf.

The Company cautions the reader that a number of important factors discussed
herein, and in other reports filed with the Securities and Exchange Commission,
including its 10-KSB for the year ended February 29, 2008, could affect the
Company's actual results and cause actual results to differ materially from
those discussed in forward-looking statements. This information should be read
in conjunction with our Annual Report on Form 10-KSB for the year ended February
29, 2008.

Overview

We are a natural resource exploration and production company engaged in the
exploration, acquisition and development of oil and gas properties in the United
States. We currently own an interest in five oil and gas prospects, three of
which are undeveloped. The Company owns a 66.66667% working interest in the
Slater Dome Field and is the operator of this field. The Slater Dome Field
consists of 35,480 net acres, held by mineral leases, and is located along the
Colorado-Wyoming border in Moffat County, Colorado, and Carbon County, Wyoming.
The Slater Dome Field targets coal-bed methane gas located at relatively shallow
depths by industry drilling standards. The Flattops Prospect consists of 3,276
net acres, of which we own 100% of the working interest. The North Slater Dome
Field, consisting of 600 gross acres, of which we own a 100% working interest.
The Focus Ranch Unit consists of approximately 36,891 gross acres, 30,500 net
acres adjacent to and southeast of the Slater Dome Field in northwest Colorado
and one gas well, the Focus Ranch Federal 12-1 well ("Focus Ranch Unit") and is
subject to a farmout agreement. The agreement provides that the Company shall
become the operator of and acquire the Farmor's interest in the Focus Ranch
Unit. The Farmor will retain a 1% working interest in the Unit and the Company
will acquire the balance of Farmor's interest ranging between a 74% and a 99%
working interest on a lease by lease basis. As of the date of this Form 10-Q,
the Focus Ranch Unit had not been assigned to the Company. The Bureau of Land
Management has placed the Focus Ranch Unit in suspense pending the results of
the testing of the Federal 12-1 well which is expected to be completed by fall
2008. We also own a 15% working interest in 15,049 gross acres in Routt County
Colorado called Gibraltar Peaks Prospect. The acreage includes all rights from
the surface of the earth to the base of the Mesa Verde Formation. The Gibraltar
Peaks Prospect is included in the Focus Ranch Unit. The Amber Waves prospect
located in Denver Julesburg Basin prospect consists of 7,801 net acres of which
we own 100%.


                                       14
<PAGE>
Our plan of operation is to further develop the Slater Dome Field by drilling
additional up to two wells in the fall of 2008; such wells are anticipated to be
adjacent or near our existing wells in the southeast section of this property.
We also plan to test the Niobrara and Frontier formations in the Focus Ranch
Federal 12-1 well in the Unit. We intend to sell a portion of our Amber Waves
Prospect located in Northeast Colorado and we will attempt to obtain a promoted
or carried working interest as well as a prospect fee. We also plan to evaluate
opportunities to acquire other interests in oil and gas properties.

The following discussion and analysis covers the consolidated financial
condition of the Company at August 31, 2008, changes in our financial condition
since February 29, 2008, the end of the previous fiscal year, and a comparison
of the results of operation for the three and six months ended August 31, 2008
to the same period from the previous year. This information should be read in
conjunction with our Annual Report on Form 10-KSB for the year ended February
29, 2008.

Results of Operation: Three months ended August 31, 2008 compared to the three
months ended August 31, 2007

     For the three months ended August 31, 2008 we reported a net loss
attributable to common shareholders of $2,003,010 or $0.16 per share, on revenue
of $330,883. This compares to a net loss attributable to common shareholders of
$1,707,285, or $0.23 per share, on revenue of $192,992 for the comparable period
of the previous fiscal year. We expect to incur losses until such time as we
complete the dewatering process of our wells, stabilize production of the
coal-bed methane gas.

     Revenues for the three months ended August 31, 2008 were $330,883 compared
with $192,992 for the three months ended August 31, 2007, an increase of
$137,891 or 71.45%. Oil and gas revenues during the three months ended August
31, 2008 were $290,034 compared with $175,859 during the three months ended
August 31, 2007, an increase of $114,175 or 64.92%. The reason for the change is
twofold and is a function of production and the sales price of the gas.
Production to our interest increased approximately 30,065 MCF (55.50%) compared
to the same three-month period ended August 31, 2007. The increase in production
is principally attributable to increased compression capacity, and the addition
of four additional wells drilled in the summer of 2007. Average gas sales prices
increased by $5.07 per MCF or 169.57% from $2.99 to $8.06 during the three
months ended August 31, 2008 as compared to the three months ended August 31,
2007. SDG revenues from the gathering pipeline were $40,849 for the three months
ended June 30, 2008 compared with $17,133 for the quarter ended June 30, 2007,
an increase of $23,716 or 138.42%. The increase relates principally to the
increased gathering fees associated with the increased production.


                                       15
<PAGE>
     Exploration costs for the three months ended August 31, 2008 were $46,899
compared with $49,307 in the three months ended August 31, 2007, a decrease of
$2,408 or 4.88%. The reason for the decrease is the result of decreases in
seismic consulting, seismic lines, miscellaneous costs and delay rentals offset
by an increase in geological consulting.

                                                                  Increase
                                       2008          2007        (Decrease)
                                     --------      --------       --------
     Geologic consulting             $ 16,250      $ 15,000       $  1,250
     Seismic consulting                 5,125        24,038        (18,913)
     Seismic lines                         --         6,911         (6,911)
     Misc other costs                  12,619           946         11,673
     Delay rentals                     12,905         2,412         10,493
                                     --------      --------       --------
                                     $ 46,899      $ 49,307       $ (2,408)
                                     ========      ========       ========

The decrease in seismic consulting is a result of decreased exploration activity
and reprocessing seismic lines at the Slater Dome Field and the Focus Ranch Unit
compared with the prior period. The decrease in seismic lines is directly
related to the culmination of our analysis of potential prospects in the Denver
Julesburg Basin in prior periods. Decreases in miscellaneous other costs and the
increase in delay rentals is considered normal in the ordinary course of
business.

     Lease operating expenses for the three months ended August 31, 2008 were
$305,711 compared with $436,299 in the three months ended August 31, 2007, a
decrease of $130,588 or 29.93%. The changes are summarized as follows:

                                                                  Increase
                                         2008         2007       (Decrease)
                                       --------    ---------     ----------
     Lease operating expenses         $ 278,947    $ 424,887     $(145,940)
     Gas sales costs                      6,000        2,000         4,000
     Production taxes                    20,764        9,412        11,352
                                      ---------    ---------     ---------
                                      $ 305,711    $ 436,299     $(130,588)
                                      =========    =========     =========


Lease operating expenses decreased $145,940 when compared with the previous
period ending in 2007 because expenditures required in 2007 associated with
rehabilitation of the property after taking over operations in the winter of
2007 were not present in 2008. Gas sales costs increased because we contracted
with an entity to market our gas in July 2007 and accordingly, only one month of
costs were present in the quarter ended August 31, 2007. The production tax
fluctuation is considered normal in the ordinary course of business and directly
relate to the increase in production.


                                       16
<PAGE>
     General and administrative expenses for the three months ended August 31,
2008 were $578,026 compared with $390,444 in the three months ended August 31,
2007, a increase of $187,582 or 48.04%. The following table summarizes the major
components of the fluctuations:

                                                                  Increase
                                            2008        2007     (Decrease)
                                         ---------   ---------   ---------
     Employee compensation               $ 233,463   $ 112,525   $ 120,938
     Restricted stock awards               101,000          --     101,000
     Financial public relations             38,709     143,914    (105,205)
     Professional fees                      95,250      55,723      39,527
     Insurance                              37,926      16,375      21,551
     Payroll and other taxes                15,126       5,899       9,227
     Travel                                 10,962       6,588       4,374
     Office                                 12,957       9,711       3,246
     Miscellaneous other                    26,761      27,881      (1,120)
     Repairs and maintenance                 5,873       8,980      (3,107)
     Management fees  SDG                       --       2,848      (2,848)
                                         ---------   ---------   ---------
                                         $ 578,026   $ 390,444   $ 187,582
                                         =========   =========   =========

Employee compensation increased $120,938 in the quarter ended August 31, 2008
compared with the quarter ended August 31, 2007 because 2008 bonuses in the
amount of $38,000 were not present in 2007, officer compensation increased
$25,166, and additional field and office employees compensation in the amount of
$57,772 increased because the Company added additional employees in 2008. The
Company awarded 100,000 shares of common stock to certain key employees; the
trading value of the common stock on the grant date was $1.01 and there were no
awards granted in the quarter ended August 31, 2007. The decrease in financial
public relations in the amount of $105,205 was principally the result of
decrease fees paid to consultants for financial public relations and shareholder
relations in the amount of $109,958 which was offset by increases in advertising
and presentation fees in the amount of $4,753. Professional fees increased by
$39,527 in the three months ended August 31, 2008, compared with the quarter
ended in 2007 and was as a result of increased legal and accounting which is
considered normal in the ordinary course of business and is a result of
increased corporate activity. Insurance increased by $21,551 in the three months
ended August 31, 2008 compared to the quarter ended in 2007 and is principally a
function of rate changes and the increase in the number of employees covered
under the Company's health insurance plan; such fluctuations are considered
normal in the ordinary course of business. The increase in payroll taxes in the
amount of $9,227 directly relates to the increase in compensation expenses.
Travel expenses increased by $4,374; such fluctuation is considered normal in
the ordinary course of business. Office expense increased by $3,246, principally
because of additional computer software maintenance fees and office supplies;
both of which are considered normal in the ordinary course of business.
Miscellaneous other expenses decreased $1,120 and such decrease is considered
normal in the ordinary course of business. Repairs and maintenance decreased
$3,107 principally as a result of nonrecurring repairs in 2007 by SDG.
Management fees incurred by SDG decreased by $2,848 because the Company took
over as the general partner on December 31, 2007 and accordingly, the fees are
eliminated in the consolidation.


                                       17
<PAGE>
     Amortization of the non-qualified common stock options issued in November
2006 was $515,550 for both the three months ended August 31, 2008 and 2007,
because the warrants vest quarterly through August 31, 2008. The increase of
$402,700 in the quarter ended August 31, 2008 compared to 2007 is attributable
to the quarterly vesting of the options issued July 23, 2008.

     Depreciation, depletion and amortization for the three months ended August
31, 2008 was $245,600 compared with $205,465 during the three months ended
August 31, 2007, an increase of $40,135 or 19.53%. The components of the
increase are summarized in the following table:

                                                                   Increase
                                               2008       2007    (Decrease)
                                             --------   --------   --------
     Producing oil and gas properties         178,800    144,400     34,400
     Slater Dome Gathering, LLLP               32,623     32,623         --
     Other depreciable assets                  34,177     28,442      5,735
                                             --------   --------   --------
                                              245,600    206,465   $ 40,135
                                             ========   ========   ========

The increase in depletion on producing properties is attributable to the
increased production from the Slater Dome Field. Other depreciation increased
$5,735 for the three months ended August 31, 2008 as compared with the three
months ended August 31, 2007 because of depreciation associated with additional
non oil and gas property and equipment the Company placed into service.

     Interest income for the three months ended August 31, 2008 was $28,400
compared with $105,514 in the three months ended August 31, 2007, a decrease of
$77,114 or 73.08%. The decrease is a result of smaller interest bearing cash
balances held in 2008 as compared with 2007.

     Interest expense for the three months ended August 31, 2008 was $21,722
compared with $25,634 in the three months ended August 31, 2007, a decrease of
$3,912 or 15.26%. The components of the change are summarized as follows:

                                                                  Increase
                                             2008       2007     (Decrease)
                                           --------   --------    --------
     Notes payable, affiliates             $  5,246   $     --    $  5,246
     Notes payable                           16,476     14,459       2,017
     Convertible debenture, affiliate            --      1,927      (1,927)
     Convertible dentures                        --      9,248      (9,248)
                                           --------   --------    --------
                                           $ 21,722   $ 25,634    $ (3,912)
                                           ========   ========    ========

                                       18
<PAGE>
Notes payable, affiliates increased $5,246 in the three months ended August 31,
2008 compared with $0 in the quarter ended August 31, 2007 because the note to
NRGG was issued in December 2007 and accordingly, not present in the quarter
ended in 2007. Notes payable interest increased by $2,017 because an obligation
for the field facility was incurred in June 2007 and accordingly, two months of
interest expense were incurred in the quarter ended August 31, 2007. The
convertible debenture to affiliates interest decreased because the Company paid
the remaining balance of the convertible debenture in full in December 2007. The
convertible debentures interest decreased because the debentures were converted
to common stock or paid on July 23, 2007.

     Debt issuance costs for the three months ended August 31, 2008 was $0 as
compared with $130,508 for the three months ended August 31, 2007, a decrease of
$130,508. The change in debt issuance cost arises because the debentures matured
on July 23, 2007 and the completion of the amortization period occurred in 2007.

     The minority interest in the income of the consolidated subsidiary for the
three months ended August 31, 2008 was $13,270 as compared to $13,656 for the
three months ended August 31, 2007 resulting in a decrease of $386 or 2.83%.
This fluctuation principally relates to the acquisition of the general partner's
interest in December 2007.

     During the three months ended August 31, 2008, the Company charged
dividends on the Series B and C Convertible Preferred Stock in the amount of
$69,233 and $132,549 respectively, together with distributions to the SDG
minority interests in the amount of $31,033 to the loss attributable to common
shares compared with $238,928 during the three months ended August 31, 2007, a
decrease of $6,113 or 2.56%. The changes in the dividends on the Series B and C
Preferred Stock arise from changes in computational balances. The increase in
distributions to the SDG minority interests in the amount of $31,033 is because
SDG made a larger distribution to minority interest owners during the three
months ended June 30, 2008 as compared with the same period in 2007.

                                                                  Increase
                                       2008          2007        (Decrease)
                                    ---------     ---------      ---------
     Dividends, Series B            $  69,233     $  85,180      $ (15,947)
     Dividends, Series C              132,549       140,048         (7,499)
     Distributions, SDG                31,033        13,700         17,333
                                    ---------     ---------      ---------
                                    $ 232,815     $ 238,928      $  (6,113)
                                    =========     =========      =========


     As a result of the above, we generated a net loss attributable to common
shareholders of $2,003,010 or $0.16 per share during the three months ended
August 31, 2008 as compared to a net loss attributable to common shareholders of
$1,707,285 or $0.23 per share during the three months ended August 31, 2007.


                                       19
<PAGE>
Results of Operation: six months ended August 31, 2008 compared to the six
months ended August 31, 2007.

     For the six months ended August 31, 2008 we reported a net loss
attributable to common shareholders of $3,392,625 or $0.29 per share, on revenue
of $828,730. This compares to a net loss attributable to common shareholders of
$3,704,190, or $0.55 per share, on revenue of $290,384, for the comparable
period of the previous fiscal year. We expect to incur losses until such time as
we complete the dewatering process of our wells and stabilize production of the
coal-bed methane gas from the Slater Dome Field.

     Revenues for the six months ended August 31, 2008 were $828,730 compared
with $290,384 for the six months ended August 31, 2007, an increase of $538,346
or 185.39%. Oil and gas revenues were $750,812 this quarter compared with
$228,455, an increase of $522,357 or 228.65%. The reason for the change is
twofold and is a function of production and the sales price of the gas.
Production to our interest in the six months ended August 31, 2008 was 115,413
MCF compared to 39,849 in the comparable period in 2007, an increase of 75,563
MCF (65.47%). The second element of the change is price; average gas sales
prices increased by $4.51 per MCF or 126.33% from $3.57 to $8.08 in this period
as compare to the six months ended August 31, 2007. SDG revenues from the
gathering pipeline were $77,918 for the six months ended June 30, 2008 compared
with $61,929 for its six months ended June 30, 2007, an increase of $15,989 or
25.82%. The increase relates the increase in gas transported during the six
months ended June 30, 2008 as compared with the same period in the six months
ended June 30, 2007.

     Exploration costs for the six months ended August 31, 2008 were $96,710
compared with $116,595 in the six months ended August 31, 2007, a decrease of
$19,885 or 17.05%. The primary reason for the decrease is decreased seismic and
geologic consulting and purchasing seismic lines during the six months ended
August 31, 2008 offset by an increase in delay rentals and other costs compared
with the same period in 2006 summarized as follows.

                                                                  Increase
                                      2008           2007        (Decrease)
                                    ---------     ---------      ---------
     Geologic consulting            $  31,250     $  30,000      $   1,250
     Seismic consulting                34,863        39,608         (4,745)
     Seismic lines                         --        34,237        (34,237)
     Misc other costs                  16,102         1,865         14,237
     Delay rentals                     14,495        10,885          3,610
                                    ---------     ---------      ---------
                                    $  96,710     $ 116,595      $ (19,885)
                                    =========     =========      =========

     Lease operating expenses for the six months ended August 31, 2008 were
$596,895 compared with $821,615 in the six months ended August 31, 2007, a
decrease of $224,720 or 27.35%. The principal reason for the decrease is that in
the six months ended August 31, 2007 expenditures associated with rehabilitation
of the property after taking over operations in the winter of 2007 were not
present in 2008. The changes are summarized as follows.


                                       20
<PAGE>
                                                                  Increase
                                         2008         2007       (Decrease)
                                      ---------    ---------     ---------
     Lease Operating Expenses         $ 536,267    $ 807,192     $(270,925)
     Gas sales costs                     12,000        2,000        10,000
     Production taxes                    48,628       12,423        36,205
                                      ---------    ---------     ---------
                                      $ 596,895    $ 821,615     $(224,720)
                                      =========    =========     =========

Gas sales costs increased because there were 6 months of costs in the period
ended August 31, 2008 compared with one month in the comparable period in 2007.
Production taxes increased as a result of increased revenues.

     The costs of gas gathering amounted to $648 during the six months ended
June 30, 2008 as compared to $832 for the six months ended June 30, 2007, a
decrease of $184 or 22.12%. The decrease is considered normal in the ordinary
course of business.

     General and administrative expenses for the six months ended August 31,
2008 were $1,102,992 compared with $1,027,528 in the six months ended August 31,
2007, an increase of $75,464 or 7.34%. The following table summarizes the major
components of the fluctuations.

                                                                 Increase
                                          2008         2007     (Decrease)
                                      ----------   ----------   ----------
     Employee compensation            $  374,965   $  405,249   $  (30,284)
     Restricted stock awards             101,000           --      101,000
     Financial public relations          180,079      299,201     (119,122)
     Professional fees                   215,740      142,739       73,001
     Insurance                            84,990       64,279       20,711
     Payroll and other taxes              29,049       27,169        1,880
     Travel                               16,744       19,792       (3,048)
     Office                               69,341       23,509       45,832
     Rent                                 22,300       20,167        2,133
     Repairs and maintenance               8,784       21,605      (12,821)
     Management fees  SDG                     --        3,818       (3,818)
                                      ----------   ----------   ----------
                                      $1,102,992   $1,027,528   $   75,464
                                      ==========   ==========   ==========

     Employee compensation decreased $30,284 in the six months ended August 31,
2008 compared with the six months ended August 31, 2007 because salaries and
bonuses to officers decreased $122,000, offset with increased additional staff
compensation in the amount of $91,715 resulting from annual salary increases and
additional personnel in the field. Restricted stock awards increased by $101,000
in the six months ended August 31, 2008 because there were no awards in the
comparable period in 2007. The decrease in financial public relations in the
amount of $119,122 principally as a result of a decrease in financial public
relations fees in the amount of $149,215 offset by increases in other related
costs of $30,093. Professional fees increased by $73,001 as a result of
increased legal, accounting and engineering fees associated with the increasing
corporate activity in the amount of $51,886 and increased fees associated with
contract land personnel and other professionals in the amount of $21,115.
Payroll taxes increased by $1,880 and is directly related to compensation
changes. Travel decreased $3,048 in the six months ended August 31, 2008
compared with the same period in 2007 and the fluctuation is considered normal
in the ordinary course of business. Office expense increased $45,832 in the six
months ended August 31, 2008 compared with the same period in 2007; the increase
is primarily due to increased corporate activity. Rent increased $2,133 in the
six months ended August 31, 2008 compared with the same period in 2007 and is a
result of increased costs associated with the field office. Repairs and
maintenance decreased $12,821, $9,806 of which is associated with gathering line
maintenance and the balance of $3,015 is related to normal maintenance of office
equipment and is considered normal in the ordinary course of business.
Management fees incurred by SDG decreased by $3,818 because the Company acquired
the general partnership interest in December 2007 and accordingly, management
fees are eliminated in the six months ended August 31, 2008 consolidated
financial statements.


                                       21
<PAGE>
     Issuance of non-qualified common stock option expense was $1,433,800 during
the six months ended August 31, 2008, as compared with $1,031,100 during the six
months ended August 31, 2007. The non-qualified common stock option expense is
the result of the vesting associated with the issuance of 3,950,000 and
4,200,000 non-qualified common stock options to employees and certain employees
and agents of the Company. The increase of $402,700 is associated with the
options granted in July 2008 vesting August 31, 2008.

     Depreciation, depletion and amortization for the six months ended August
31, 2008 was $510,777 compared with $323,438 during the six months ended August
31, 2007, an increase of $187,399 or 57.92%. The components of the increase are
summarized in the following table:

                                                                   Increase
                                               2008       2007    (Decrease)
                                             --------   --------   --------
     Producing oil & gas properties          $377,900   $216,900   $161,000
     Slater Dome Gathering LLLP                65,246     65,246         --
     Other depreciable assets                  67,631     41,292     26,339
                                             --------   --------   --------
                                             $510,777   $323,438   $187,339
                                             ========   ========   ========

     The increase in depletion on producing properties is attributable to the
increased production from the Slater Dome Field for the six months ended August
31, 2008 compared with the corresponding quarter in 2007. Other depreciation
increased $26,339 for the six months ended August 31, 2008 as compared with the
six months ended August 31, 2007 because the Company added additional property
and equipment and accordingly, depreciation increased.

     Interest income for the six months ended August 31, 2008 was $49,947
compared with $238,988 in the six months ended August 31, 2007, a decrease of
$189,041 or 79.1%. Such decrease is a result of smaller cash balances invested
in 2008 compared with 2007.

     Interest expense for the six months ended August 31, 2008 was $43,060
compared with $43,940 in the six months ended August 31, 2007, a decrease of
$880 or 2.00%, the components of which are summarized as follows.

                                       22
<PAGE>
                                                                  Increase
                                             2008       2007     (Decrease)
                                           --------   --------    --------
     Notes payable, affiliates             $ 10,361   $     --    $ 10,361
     Notes payable                           32,699     14,460      18,239
     Convertible debenture, affiliate            --      3,852      (3,852)
     Convertible dentures                        --     25,628     (25,628)
                                           --------   --------    --------
                                           $ 43,060   $ 43,940    $   (880)
                                           ========   ========    ========

Notes payable affiliates, increased because the Company acquired the general
partners interest in SDG in December 2007. Notes payable interest increased
because an obligation for the field facility was incurred in June 2007 and
accordingly, only two months of interest was incurred in the six months ended
August 31, 2007. The convertible debentures interest decreased because the
debentures were converted to common stock or paid on July 23, 2007. The
convertible debenture to affiliates interest decreased because the Company paid
the convertible debenture in full in December 2007.

     Debt issuance costs for the six months ended August 31, 2008 and 2007 was
$0 and $359,169 respectively. The change in debt issuance cost arises because
the underlying instruments matured on July 23, 2007 and the amortization period
was completed in 2007.

     The minority interest in the income of the subsidiary for the six months
ended August 31, 2008 was $24,288 as compared with a $25,173 for the six months
ended August 31, 2008 resulting in a net change of $885 or 3.52%. This
fluctuation relates to the change in activity in SDG for the respective periods
and is considered normal in the ordinary course of business..

     During the six months ended August 31, 2008, the Company charged dividends
on the Series B and C Convertible Preferred Stock in the amount of $140,239 and
$277,037 respectively, together with distributions to the SDG minority interests
in the amount of $44,856 to the loss attributable to common shares compared with
Series B dividends of $171,776, Series C dividends of $279,796 together with
distributions to the SDG minority interest of $32,600 during the six months
ended August 31, 2007, a decrease of $22,040 or 4.55%. The decrease in dividends
on the Series B Preferred is because of conversions of outstanding shares of the
Series B and C Preferred in the six months ended August 31, 2008 as compared to
the six months ended August 31, 2007. The increase in distributions to the SDG
minority interests in the amount of $12,256 is because SDG made a smaller
distribution to minority interest owners during the six months ended June 30,
2007.

                                                                 Increase
                                       2008          2007       (Decrease)
                                    ---------     ---------      ---------
     Dividends, Series B            $ 140,239     $ 171,776      $ (31,537)
     Dividends, Series C              277,037       279,796         (2,759)
     Distributions, SDG                44,856        32,600         12,256
                                    ---------     ---------      ---------
                                    $ 462,132     $ 484,172      $ (22,040)
                                    =========     =========      =========


                                       23
<PAGE>
     As a result of the above, we generated a net loss attributable to common
shareholders of $3,392,625 during the six months ended August 31, 2008 as
compared to a net loss of $3,704,190 during the six months ended August 31,
2007.

Liquidity and Capital Resources

     We have not generated positive cash flows from operating activities and
used $291,622 in operating activities during the six months ended August 31,
2008. The primary sources of capital have been from sales of gas and issuances
of equity securities during the six months ended August 31, 2008. Our primary
use of capital has been for the acquisition, development and exploration of oil
and gas properties. Our working capital requirements are expected to increase in
line with the growth of our business. We have no lines of credit or other bank
or off balance sheet financing arrangements. We believe our capital requirements
will continue to be met with cash from operations, additional issuance of equity
or debt securities as well as traditional bank financing. Additional issuances
of equity or convertible debt securities will result in dilution to our current
Common Stockholders.

     Our plan of operations for the next twelve months call for us to
participate in the drilling of up to ten additional wells at Slater Dome Field,
to develop the Flattops Prospect by drilling two wells in the summer/fall of
2009, testing the Niobrara formation at the Focus Ranch Unit and to provide
capital for other lease acquisitions. We believe that the plan of operations for
the next twelve months will require capital of approximately $10,000,000. To the
extent that additional opportunities present themselves to the Company, the
Company may require additional sources of capital to participate in these
opportunities. We expect that working capital requirements will be funded
through a combination of our existing funds, cash flow from operations and
issuance of equity and debt securities. Management believes that current cash
balances plus cash flow from operations will not be sufficient to fund our
capital and liquidity needs for the next twelve months and the Company will be
required to obtain additional capital to execute its drilling and development
plans.

     As of August 31, 2008, we had a cash balance of $3,320,804. We used
$291,622 in cash for operating activities during the six months ended August 31,
2008 as compared to $2,065,512 during the six months ended August 31, 2007.


                                       24
<PAGE>
     The following summarizes the Company's capital resources at August 31, 2008
compared with February 29, 2008:
<TABLE>
<CAPTION>

                                    August 31,    February 29,   Increase    Increase
                                      2008           2008       (Decrease)  (Decrease)
                                   -----------    -----------   ---------   ----------
<S>                                 <C>            <C>           <C>             <C>
Cash                                3,320,804      3,602,939     (282,135)      -8%
Current assets                      4,148,144      4,881,911     (733,767)     -15%
Total Assets                       26,506,305     26,209,623      296,682        1%
Current liabilities                 3,585,244      3,535,934       49,310        1%
Working capital                       562,900      1,345,977     (783,077)     -58%
Net cash (used in) operating
 activities                          (291,622)    (3,048,539)   2,756,917       90%
Net cash (used in) investing
 activities                        (1,541,226)    (5,653,729)   4,112,503       73%
Net cash  provided by (used in)
 financing activities               1,550,713       (419,027)   1,969,740      470%

</TABLE>

The principal components of the changes in cash are summarized as follows:

     Proceeds from revenues                                    $   828,730
     Proceeds from exercising warrants                           1,712,469
     Proceeds from exercising placement agent warrants             269,747
     Operating costs billed to non-affiliates                     (202,785)
     Purchase of property and equipment                         (1,574,526)
     Deposits                                                       33,300
     Principal payments on notes payable                           (16,938)
     Preferred stock dividends                                    (286,172)
     Distributions to SDG minority interests                       (44,856)
     Operating expenses and other                               (1,001,104)
                                                               -----------
                                                               $  (282,135)
                                                               ===========

     The principal cause of the changes in current liabilities in the amount of
$49,310 was payment of $359,247 for accounts payable offset by $131,102 increase
in dividends payable and $490,501 increase on accrued expenses. The Company
increased the current portion of the long-term debt by $2,397 as a normal course
of the loan amortization. The remaining changes are considered normal in the
ordinary course of business.

                                                                      Increase
                                            8/31/2008    2/29/2008   (Decrease)
                                           ----------   ----------   ----------
Accounts payable                           $  450,150   $  809,397   $ (359,247)
Convertible debenture, affiliates             604,688      806,250     (201,562)
Dividends payable                           1,654,638    1,523,536      131,102
Accrued expenses                              798,567      308,066      490,501
Accounts payable, affiliates                   36,430       48,459      (12,029)
Accrued interest                                4,354        6,206       (1,852)
Current portion of long term debt              36,417       34,020        2,397
                                           ----------   ----------   ----------
                                           $3,585,244   $3,535,934   $   49,310
                                           ==========   ==========   ==========

The decrease in working capital of $783,077 or 58% is principally due to
acquisition of oil and gas leases and well completion activities.


Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risks

     The Company pays a fixed rate of interest on its outstanding debt and
accordingly, there is no interest rate market risk.


                                       25
<PAGE>
Commodity Price Risks

     Our major market risk exposure is in the pricing applicable to our natural
gas production. Pricing is primarily driven by the prevailing spot market prices
applicable to our U.S. natural gas production. Pricing for natural gas has been
volatile and unpredictable for several years. The prices we receive for
production depend on many factors outside of our control. For the quarter ended
August 31, 2008, our income before income taxes would have changed by $57,700
for each $0.50 change per Mcf in natural gas prices. We have not entered into
natural gas derivative contracts to manage our exposure to natural gas price
volatility.


Item 4.  Controls and Procedures

     As of the end of the period covered by this report, an evaluation was
carried out by New Frontier Energy, Inc., with the participation of our Chief
Executive Officer and Chief Financial Officer, of the effectiveness of our
disclosure controls and procedures (as defined in Rule 13a-15(e) under the
Securities Exchange Act of 1934). Based upon that evaluation, our Chief
Executive Officer and Chief Financial Officer concluded that these disclosure
controls and procedures were effective as of the end of the period covered by
this report.

     In addition, no change in our internal control over financial reporting (as
defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) occurred
during our most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, our internal control over financial
reporting.

                                   PART II--OTHER INFORMATION

Item 1. Legal Proceedings

     Not Applicable.

Item 1A. Risk Factors

     There have been no material changes to the Risk Factors discussed in our
Annual Report on Form 10-KSB/A for the fiscal year ended February 29, 2008 filed
with the Securities and Exchange Commission on June 24, 2008 and investors are
encouraged to review those risk factors in detail before making any investment
in the Company's securities.

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

     None

                                       26
<PAGE>
Item 3.    Defaults Upon Senior Securities.

     Not Applicable.

Item 4.    Submission of Matters of a Vote of Security Holders

     Not Applicable.

Item 5.  Other Information

Effective September 1, 2008, the Company and Clayton Williams Energy, Inc.
("Clayton Williams") entered into a new Farmout Agreement for the Focus Ranch
Unit (the "New Farmout Agreement." The New Farmout Agreement provides that
Clayton Williams shall assign the Company an undivided 99% interest in the
underlying leases of the Focus Ranch Unit upon the first to occur of (i) the
completion of testing of the Federal 12-1 well pursuant to the Independent
Contractor Agreement between the parties, or (ii) 45 days after commencement of
testing of the Federal 12-1 well.

Pursuant to the New Farmout Agreement, the Company shall reserve a production
payment ("Production Payment") in an amount equal to Two Million Dollars
($2,000,000 U.S.) payable out of 35% of the Net Proceeds (as defined in the New
Farmout Agreement) at the wellhead from the sale of oil, gas, and associated
hydrocarbons produced from the underlying leases to the extent that such Net
Proceeds are attributable to the underlying leases. A copy of the New Farmout
Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by this
reference.

On July 31, 2008, the Company and Paul G. Laird and Les Bates agreed to
cancel their respective employment agreements and enter into new employment
agreements (the "New Employment Agreements"), effective July 1, 2008. The
Company disclosed the New Employment Agreements under Item 5.02 on Form 8-K
filed with the Securities and Exchange Commission on August 5, 2008. However,
incorrect copies of the New Employment Agreements were attached to the Form 8-K.
The Company has attached the correct New Employment Agreements to this Form 10-Q
as Exhibits 10.2 and 10.3 and are incorporated herein by this reference. There
are no changes in the base salary or the term of the New Employment Agreements
incorrectly filed on the Form 8-K filed with the SEC on August 5, 2008 and the
correct copies of the New Employment Agreements attached hereto.

                                       27
<PAGE>

Item 6.  Exhibits

     Exhibits: The following exhibits are filed with this report:

     10.1 Farmout Agreement with Clayton Williams effective September 1, 2008

     10.2 Amended and restated employment agreement with Paul G. Laird effective
          July 1, 2008

     10.3 Amended and restated employment agreement with Les Bates effective
          July 1, 2008

     31.1 Certification pursuant to Rule 13a-14(a) or 15d-14(a) under The
          Securities Exchange Act of 1934 as amended.

     31.2 Certification pursuant to Rule 13a-14(a) or 15d-14(a) under The
          Securities Exchange Act of 1934 as amended.

     32.  Certifications pursuant to 18 U.S.C section 1350, as adopted pursuant
          to Section 906 of the Sarbanes-Oxley Act of 2002.



                                       28
<PAGE>



                                   SIGNATURES

         In accordance with the requirements of the Securities Exchange Act of
1934, as amended, the registrant caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
                                   New Frontier Energy, Inc.


Date: October 14, 2008             By:  /s/ Paul G. Laird
                                        ----------------------------------
                                        Paul G. Laird, President and Chief
                                        Executive Officer


                                   By:  /s/ Les Bates
                                        ----------------------------------
                                        Les Bates, Chief Financial Officer




                                       29
<PAGE>