UNITED
STATES SECURITIES AND EXCHANGE COMMISSION







Washington,
D.C. 20549








Form
10-Q








(Mark
      One)R
            QUARTERLY
      REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the quarterly period ended January 31, 2009or£
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934For
      the transition period
      from           to





Commission
file number 001-15751





BLACKBIRD PETROLEUM
CORPORATION


(Exact
name of registrant as specified in its charter)





Nevada
            20-5965988(State
      or other jurisdiction of
            (I.R.S.
      Employerincorporation
      or organization)
            Identification
      No.)





1630
York Avenue


Main
Floor


New
York, New York 10028


(Address
of principal executive offices)





(212) 3159705


(Registrant’s
telephone number, including area code)





Securities
registered pursuant to Section 12(b) of the Act:  None





Securities
registered pursuant to Section 12(g) of the Act: Common Stock, $.001 Par Value
Per Share








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





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





Large
accelerated filer £               Accelerated
filer £             Non-accelerated
filer £         Smaller
reporting company R





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





The
number of shares of common stock outstanding as of February 28, 2009 was
70,000,000








1





BLACKBIRD
PETROLEUM CORPORATION


Form
10-Q


For
the Quarter ended January 31, 2009





Table
of Contents


PagePART
      I   FINANCIAL INFORMATIONItem 1
                                Condensed Consolidated Financial
      StatementsCondensed Consolidated Balance Sheets as of January
      31, 2009 (unaudited) and October 31, 2008
                                3Condensed Consolidated Statements of
      Operations for the Three Months ended January 31, 2009 and 2008
      (unaudited)
                                4Condensed Consolidated Statements of Cash Flows for the
      three Months ended January 31, 2009 and 2008
    (unaudited)
                                5Notes to Condensed Consolidated Financial Statements
      (unaudited)
                                6Item 2
                                Management’s Discussion and Analysis of Financial
      Condition and Results of Operations
                                8Item 3
                                Quantitative and Qualitative Disclosures About
      Market Risk
                                10Item 4T
                                Controls and Procedures
                                11PART
      II OTHER INFORMATIONItem 1
                                Legal Proceedings
                                11Item 1A
                                Risk Factors
                                11Item 2
                                Unregistered Sales of Equity Securities and
      Use of Proceeds
                                11Item 3
                                Defaults Upon Senior
Securities
                                12Item 4
                                Submission of Matters to a Vote of Security
      Holders
                                12Item 5
                                Other Information
                                12Item 6
                                Exhibits
                                12SIGNATURES
                                12CERTIFICATIONS







2




BLACKBIRD
PETROLEUM CORP


FORMERLY
ARK DEVELOPMENT, INC.


(AN
EXPLORATION STAGE COMPANY)


BALANCE SHEETS


FOR
THE THREE MONTH PERIOD ENDED JANUARY 31, 2009


AND
THE YEAR ENDED OCTOBER 31, 2008


(Unaudited)




ASSETSJan
      31,
                  
                  
                  Oct
      31,2009
                  
                  
                  2008Current
      Assets:Cash
                  
                  $
                  -
                  
                  
                  $
                  757Total
      Assets
                  
                  $
                  -
                  
                  
                  $
                  757LIABILITIES
      AND STOCKHOLDERS' EQUITY (DEFICIT)Current
      Liabilities:Accounts
      payable
                  
                  
                  12,517
                  
                  
                  
                  4,182Total
      Current Liabilities
                  
                  
                  12,517
                  
                  
                  
                  4,182Stockholders'
      Equity (Deficit):Preferred
      stock, $.001 par value; authorized 5,000,000, none issued
                  
                  
                  -
                  
                  
                  
                  -Common
      stock, $.001 par value; 70,000,000 shares authorized29,550,000
      shares issued and outstanding atJanuary
      31, 2009 and Occtober 31, 2008, respectively
                  
                  
                  29,550
                  
                  
                  
                  29,550Additional
      paid in capital
                  
                  
                  201,950
                  
                  
                  
                  201,950Deficit
      accumulated during exploration stage
                  
                  
                  (244,017
                  )
                  
                  
                  (234,925
                  )Total
      Stockholders' Equity (Deficit)
                  
                  
                  (12,517
                  )
                  
                  
                  (3,425
                  )Total
      Liabilities and Stockholders' Equity (Deficit)
                  
                  $
                  -
                  
                  
                  $
                  757







See
attached notes







3






BLACKBIRD
PETROLEUM CORPORATION


FORMERLY
ARK DEV ELOPMENT, INC.


(AN
EXPLORATION STAGE COMPANY)


STATEMENTS OF OPERATIONS


FOR
THE THREE MONTH PERIODS ENDED JANUARY 31, 2009 AND 2008


AND
FOR THE PERIOD FROM OCTOBER 9, 2006 (INCEPTION)


THROUGH
JANUARY 31, 2009


(UNAUDITED)




For
      the
                
                
                For
      the
                
                
                Fromthree
      months
                
                
                three
      months
                
                
                October
      9, 2006ended
      Jan 31,
                
                
                ended
      Jan 31,
                
                
                (Date
      of inception)2009
                
                
                2008
                
                
                to
      Jan 31, 2009Revenue:
                
                $
                -
                
                
                
                
                
                $
                -Total
      Revenue
                
                
                -
                
                
                
                -
                
                
                
                -Operating
      Expenses:Exploration
      costs
                
                
                -
                
                
                
                -
                
                
                
                5,000General
      & administrative
                
                
                9,092
                
                
                
                1,829
                
                
                
                54,017Impairment
      oil and gas interests
                
                
                -
                
                
                
                -
                
                
                
                185,000Total
      Operating Expenses
                
                
                9,092
                
                
                
                1,829
                
                
                
                244,017NET
      LOSS
                
                $
                (9,092
                )
                
                $
                (1,829
                )
                
                $
                (244,017
                )Weighted
      Average SharesCommon
      Stock Outstanding
                
                
                29,550,000
                
                
                
                14,550,000Net
      Loss Per  Share(Basic
      and Fully Dilutive)
                
                $
                (0.00
                )
                
                $
                (0.00
                )












SEE
ATTACHED NOTES







4





BLACKBIRD
PETROLEUM CORP


FORMERLY
ARK DEVELOPMENT, INC.


(AN
EXPLORATION STAGE COMPANY)


STATEMENTS OF CASH FLOWS


FOR
THE THREE MONTH PERIOS ENDED JANUARY 31, 2009 AND 2008


AND
FOR THE PERIOD FROM OCTOBER 9, 2006 (INCEPTION)


THROUGH
JANUARY 31, 2009


(UNAUDITED)







For
      the
                
                
                For
      the
                
                
                Fromthree
      months
                
                
                three
      months
                
                
                October
      9, 2006ended
      Jan 31,
                
                
                ended
      Jan 31,
                
                
                (Date
      of inception)2009
                
                
                2008
                
                
                to
      Jan 31, 2009Cash
      Flows Used in Operating Activities:Net
      Loss
                
                $
                (9,092
                )
                
                $
                (1,829
                )
                
                $
                (244,017
                )Adjustments
      to reconcile net (loss) to net cash providedby
      operating activites:Issuance
      of stock for services rendered
                
                
                -
                
                
                
                -
                
                
                
                5,000Impairment
      Oil and Gas  Interests
                
                
                -
                
                
                
                -
                
                
                
                185,000Increase
      in accrued expenses
                
                
                8,335
                
                
                
                
                
                
                
                12,517Net
      Cash Used in Operating Activities
                
                
                (757
                )
                
                
                (1,829
                )
                
                
                (41,500
                )Cash
      Flows from Investing Activities:
                
                
                -
                
                
                
                -
                
                
                
                -Cash
      Flows from Financing Activities:Payment
      of stock subscription
                
                
                
                
                
                
                4,000
                
                
                
                4,000Issuance
      of common stock for cash
                
                
                -
                
                
                
                -
                
                
                
                37,500Net
      Cash Provided by Financing Activities
                
                
                -
                
                
                
                4,000
                
                
                
                41,500Net
      Increase (Decrease) in Cash
                
                
                (757
                )
                
                
                2,171
                
                
                
                -Cash
      at Beginning of Year
                
                
                757
                
                
                
                13,484
                
                
                
                -Cash
      at End of Year
                
                $
                -
                
                
                $
                15,655
                
                
                $
                -Non-Cash
      Investing & Financing ActivitiesIssuance
      of stock for management services rendered
                
                
                
                
                
                $
                -
                
                
                $
                5,000Issuance
      of stock for Lease Interests
                
                $
                -
                
                
                $
                -
                
                
                $
                185,000Issuance
      of stock for Sock subscription receivable
                
                $
                -
                
                
                $
                -
                
                
                $
                4,000







SEE
ATTACHED NOTES







5





BLACKBIRD
PETROLEUM CORPORATION


FORMERLY
ARK DEVELOPMENT, INC.


(AN
EXPLORATION STAGE COMPANY)


NOTES TO THE FINANCIAL STATEMENTS


JANUARY
31, 2009







NOTE
1 – NATURE OF BUSINESS AND BASIS OF PRESENTATION




Blackbird
Petroleum Corporation  (the “Company”) was incorporated under the laws
of the State of Nevada on October 9, 2006 under the name of Ark Development,
Inc. The Company changed its name from Ark Development, Inc. to Blackbird
Petroleum Corporation on November 28, 2008  The Company’s activities
to date have been limited to organization and capital formation.  The
Company is “an exploration stage company” and has acquired oil and gas leases
and participation interests for exploration and formulated a business plan to
investigate the possibilities of a viable mineral deposit.  The
Company has adopted October 31 as its fiscal year end.




These
financial statements and related notes are presented in accordance with
accounting principles generally accepted in the United States, and are expressed
in US dollars.




The
accompanying unaudited financial statements included herein have been prepared
in accordance with accounting principles generally accepted in the United States
for interim financial information and with the instructions to Form 10-QSB and
Item 310(b) of Regulation S-B. They do not include all information and notes
required by generally accepted accounting principles for complete financial
statements. However, except as disclosed herein, there has been no material
change in the information disclosed in the notes to financial statements
included in the report on Form SB-2 of Ark Development, Inc. for the year ended
October 31, 2008. In the opinion of management, all adjustments considered
necessary for a fair presentation of the results for the interim periods have
been made and are of a normal, recurring nature. Operating results for the three
months ended January 31, 2009 and 2008 are not necessarily indicative of the
results that may be expected for any interim period or the entire year. For
further information, these financial statements and the related notes should be
read in conjunction with the Company’s audited financial statements for the year
ended October 31, 2008 included in the Company’s report on Form
10K.




NOTE
2 – NATURE OF SIGNIFICANT ACCOUNTING POLICIES




CASH AND CASH
EQUIVALENTS




The
Company considers all highly liquid debt instruments purchased with maturity of
three months or less to be cash equivalents.




REVENUE
RECOGNITION




The
Company considers revenue to be recognized at the time the service is
performed.




USE OF
ESTIMATES




The
preparation of the Company’s financial statements requires management to make
estimates and assumptions that affect the amounts reported in the financial
statements and accompanying notes.  Actual results could differ from
these estimates.




FAIR VALUE OF FINANCIAL
INSTRUMENTS




The
Company’s short-term financial instruments consist of cash and cash equivalents
and accounts payable.  The carrying amounts of these financial
instruments approximate fair value because of their short-term
maturities.  Financial instruments that potentially subject the
Company to a concentration of credit risk consist principally of
cash.  During the year the Company did not maintain cash deposits at
financial institution in excess of the $100,000 limit covered by the Federal
Deposit Insurance Corporation.  The Company does not hold or issue
financial instruments for trading purposes nor does it hold or issue interest
rate or leveraged derivative financial instruments.




EARNINGS PER
SHARE




Basic
Earnings per Share (“EPS”) is computed by dividing net income available to
common stockholders by the weighted average number of common stock shares
outstanding during the year.  Diluted EPS is computed by dividing net
income available to common stockholders by the weighted-average number of common
stock shares outstanding during the year plus potential dilutive instruments
such as stock options and warrants.  The effect of stock options on
diluted EPS is determined through the application of the treasury stock method,
whereby proceeds received by the Company based on assumed exercises are
hypothetically used to repurchase the Company’s common stock at the average
market price during the period.  Loss per share is unchanged on a
diluted basis as the Company does not have any common stock equivalents
outstanding as of January 31, 2009.




6




INCOME
TAXES




The
Company uses the asset and liability method of accounting for income taxes as
required by SFAS No. 109 “Accounting for Income Taxes”.  SFAS 109
requires the recognition of deferred tax assets and liabilities for the expected
future tax consequences of temporary differences between the carrying amounts
and the tax basis of certain assets and liabilities.  Deferred income
tax assets and liabilities are computed annually for the difference between the
financial statement and tax bases of assets and liabilities that will result in
taxable or deductible amounts in the future, based on enacted tax laws and rates
applicable to the periods in which the differences are expected to affect
taxable income.  Valuation allowances are established when necessary
to reduce deferred tax assets to the amount expected to be
realized.  Income tax expense is the tax payable or refundable for the
period, plus or minus the change during the period in deferred tax assets and
liabilities.




Deferred
income taxes may arise from temporary differences resulting from income and
expanse items reported for financial accounting and tax purposes in different
periods.  Deferred taxes are classified as current or non-current,
depending on the classification of the assets and liabilities to which they
relate.  Deferred taxes arising from temporary differences that are
not related to an asset or liability are classified as current or non-current
depending on the periods in which the temporary differences are expected to
reverse.  As of January 31, 2009, the Company had a net operating loss
carryforward of $244,017. The related deferred tax asset of approximately
$85,400 has been fully offset by a valuation allowance due to the uncertainty of
the Company being able to realize the benefit in future years.




CONCENTRATION OF CREDIT
RISK




The
Company does not have any concentration of financial credit risk.




RECENT ACCOUNTING
PRONOUNCEMENTS




The
Company does not expect that the adoption of other recent accounting
pronouncements will have a material impact to its financial
statements.




NOTE
3 – OIL AND GAS LEASE AND OIL AND GAS PARTICIPATION INTERESTS




The
Company entered into the purchase of an oil & gas lease located in Palo
Pinto County, Texas on January 3, 2007.  This lease was acquired from
a Company engaged in the exploration and development of oil and gas
properties.  The Company purchased this lease by issuing 500,000
shares of common stock valued at $.01 per share and by payment of cash in the
amount of $ 5,000 for a total purchase price of $ 10,000.   After
the acquisition of this lease, management performed an impairment test to
determine the carrying value of this oil and gas lease.  Management
determined that there was no reasonable method to value the claims and has
impaired the cost of this lease and recorded the expense during the period ended
October 31, 2007.  This amount has been reflected in the statement of
operations as impairment of oil and gas property.




On
October 20, 2008, the Company purchased an interest in two participation
agreements form the Company’s Chief Executive Officer.  The Company
issued 15,000,000 shares of its common stock valued at $.012 per share for an
aggregate value of $180,000 in exchange for these interests.  The
interests provide the Company oil and gas drilling rights in the Kahntah area of
Northeast British Columbia.  Management determined that there was no
reasonable method to value these oil and gas participation interests and has
impaired the cost of these interests during the year ended October 31,
2008.  This amount has been reflected in the statement of operations
as an impairment of oil and gas interests.  One of the participation
agreements requires the Company to make an additional payment of approximately
$1,148,000 on or before January 1, 2009 to preserve the drilling rights outlined
in the agreement.  The Company has not made this required
payment.




NOTE
4 – COMMON STOCK




The
Company issued 1,500,000 shares of its common stock in October 2006 in exchange
for services rendered, valued at $5,000.




During
the year ended October 31, 2007 the Company issued 10,350,000 shares of its
common stock in exchange for cash.  9,900,000 of these shares were
valued at $.0033 and 450,000 of these shares were valued at $.01 for total
aggregate cash received of $37,500.




Also,
during the year ended October 31, 2007, the Company issued 1,200,000 shares of
common stock under stock subscription agreements, at $.0033 per share, for an
aggregate value of $4,000. These amounts are recorded as stock subscription
receivables in the financial statements.




On
December 4, 2007 the Company received $4,000 as payment for a stock subscription
issued in the prior period.




7




On
November 5, 2008, the Board of Directors of the Company approved a stock
dividend, whereby two shares of common stock of the Company was issued for every
one share of common stock.  The record date for the stock dividend was
established as November 25, 2008 and the stock dividend was issued on December
5, 2008.  The stock dividend has been retroactively recorded in the
financial statements of the Company as if the stock dividend had occurred at the
inception of the Company.




NOTE
5 – GOING CONCERN




The accompanying financial statements
have been prepared assuming the Company will continue as a going
concern.  As shown in the accompanying financial statements, the
Company has no sales and has incurred a net loss of $244,017 since inception.
The future of the Company is dependent upon its ability to obtain financing and
upon future profitable operations from the development of its mineral
properties.  Management has plans to seek additional capital through a
private placement and public offering of its common stock. The financial
statements do not include any adjustments relating to the recoverability and
classifications of recorded assets, or the amounts of and the classification of
liabilities that might be necessary in the event the Company cannot continue in
existence.




NOTE
6 – SUBSEQUENT EVENT




On
February 25, 2009, the Company entered into a Letter of Intent (“LOI”) with
Black Goose Holdings, Inc. (“Black Goose”) of Calgary, Alberta,
Canada.  The LOI addresses the terms and conditions for the purchase
of the business assets of Black Goose including, among other
things:




1.
            Approximately
      thirty-two thousand acres of oil and gas exploration leases in northern
      British Columbia and Alberta, complete with seismic exploration and
      projected drilling locations for over twenty prospective
      wells;


2.
            The
      entire Black Goose seismic data;


3.
            Black
      Goose intellectual property and/or contractual relationships and all Black
      Goose modeling, including related flow-through drilling and/or acquisition
      opportunities.




In
return, the Company will pay Black Goose twenty percent (20%) of net income
resulting from activities relating to the assets acquired from Black Goose as
well as a payment of CDN $520,000 (approximately us$400,000) to deliver all of
the assets free and clear of all liens, security interests, and
encumbrances.  Black Goose will also provide current audited financial
statements




Item 2. Management’s Discussion and Analysis of
Financial Condition and Results of Operations





Statement
of Forward-Looking Information





In this
quarterly report, references to "Blackbird Petroleum Corporation," "Blackbird,"
"the Company," "we," "us," and "our" refer to Blackbird Petroleum
Corporation.





Except
for the historical information contained herein, some of the statements in this
Report contain forward-looking statements that involve risks and
uncertainties.  These statements are found in the sections entitled
"Management's Discussion and Analysis or Plan of Operations" and "Risk
Factors."  They include statements concerning: our business strategy;
expectations of market and customer response; liquidity and capital
expenditures; future sources of revenues; expansion of our proposed product
line; and trends in industry activity generally.  In some cases, you
can identify forward-looking statements by words such as "may," "will,"
"should," "expect," "plan," "could," "anticipate," "intend," "believe,"
"estimate," "predict," "potential," "goal," or "continue" or similar
terminology.  These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including, but not limited
to, the risks outlined under "Risk Factors," that may cause our or our
industry's actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or
achievements expressed or implied by such forward-looking
statements.  For example, assumptions that could cause actual results
to vary materially from future results include, but are not limited to: our
ability to successfully develop and market our products to customers; our
ability to generate customer demand for our products in our target markets; the
development of our target markets and market opportunities; our ability to
manufacture suitable products at competitive cost; market pricing for our
products and for competing products; the extent of increasing competition;
technological developments in our target markets and the development of
alternate, competing technologies in them; and sales of shares by existing
shareholders.  Although we believe that the expectations reflected in
the forward looking statements are reasonable, we cannot guarantee future
results, levels of activity, performance or achievements.  Unless we
are required to do so under federal securities laws or other applicable laws, we
do not intend to update or revise any forward-looking statements.





Managements
discussion and Plan of Operations





We were
incorporated in the State of Nevada on October 19, 2006 under the name Ark
Development, Inc. We created a wholly owned corporate subsidiary in Nevada on
October 29, 2008.  On November 26, 2008 we merged with the subsidiary,
Blackbird Petroleum Corporation.   The surviving corporation is
governed by the by-laws of Ark Development, Inc. We amended the articles of
incorporation of the surviving corporation to change our name to Blackbird
Petroleum Corporation.




8





Our
Company focuses on exploration, acquisition, development and production of oil
and natural gas reserves in Western Canada.  Our business strategy is
to economically increase reserves, production, and the sale of natural gas and
oil from existing and acquired properties in Western Canada in order to maximize
shareholders’ return over the long term.





In October 2008, the company entered into an
agreement with Antonio Treminio, our Chairman and Chief Executive Officer,
pursuant to which Mr. Treminio sold his interest in two agreements with Black
Goose to the Company in exchange for 15,000,000 shares of the Company’s common
stock.   The Kahtah Participation Agreement granted us the right
to participate in acquisitions of drilling rights to 13,000 acres in the Kahntah
area of Northeast British Columbia for lands in “Redeye”, “Lapp” and
“Pedigree”.   The South Adsett Participation Agreement granted us
the right to participate in drilling in 28,000 acres in the South Adsett area of
British Columbia.  We are now focused on exploration, acquisition,
development and production of oil and natural gas reserves in Western
Canada.  Our business strategy is to economically increase reserves,
production, and the sale of natural gas and oil from existing and acquired
properties in Western Canada in order to maximize shareholders’ return over the
long term.




We expect
to generate long-term reserve and production growth through drilling activities
and further acquisitions.  Our expansion will include exploration,
land acquisition, and production of oil and gas as well as asset and corporate
acquisitions.  We believe that our management’s experience and
expertise will enable us identify, evaluate, and develop oil and natural gas
projects.    We intend to acquire additional producing oil and
gas property rights where we believe significant additional value can be
created.





CRITICAL
ACCOUNTING POLICIES





The
Securities and
Exchange Commission ("SEC") defines "critical accounting
policies" as those that require application of management's most
difficult, subjective or complex judgments, often as a result of the need to
make estimates about the effect of matters that
are inherently uncertain and may change in subsequent periods.
Not all of the accounting policies require
management to make difficult, subjective or complex judgments or
estimates.  However, the following policies could be deemed to be
critical within the SEC definition.





Revenue
Recognition





Revenue
is recognized when products are shipped to customers, net of allowances for
anticipated returns.  The Company’s revenue-earning
activities generally involve delivering products and revenues
are considered to be earned when the Company has completed the process
by which it is entitled to such revenues.
Revenue is recognized when persuasive evidence of
an arrangement exists, delivery has occurred, selling price is
fixed or determinable and collection is reasonably assured.  The
Company defers revenue recognition on products sold directly to the consumer
with a fifteen day right of return.  Revenue is recognized upon the
expiration of the right of return.





The
Company also earns revenues from certain R&D activities under
both firm fixed-price contracts and cost-type
contracts, including some cost-plus-fee contracts. 
Revenues on firm fixed-price contracts are recognized as costs
are incurred (cost-to-cost basis).  Revenues on
cost-plus-fee contracts include costs incurred plus a portion of
estimated fees or profits based on the relationship of costs incurred to total
estimated costs. Contract costs include all direct material and labor costs
and an allocation of allowable indirect costs as defined by each
contract, as periodically adjusted to reflect revised agreed upon
rates. These rates are subject to audit by the other party.





Use
of Estimates





In
accordance with accounting principles generally accepted in the United States of
America, management utilizes certain estimates and assumptions that affect the
reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. On an on-going basis, management evaluates its estimates and
judgments. Management bases its estimates and judgments on historical experience
and on various other assumptions that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying values of assets and liabilities that are not readily apparent from
other sources. Actual results could differ from those estimates.





Fair
Value of Financial Instruments





The
Company's cash, cash equivalents, accounts receivable, short-term investments,
accounts payable and debt are shown at cost which approximates fair value due to
the short-term nature of these instruments.





NEW
ACCOUNTING PRONOUNCEMENTS





The
Company does not expect that the adoption of other accounting pronouncements
will have a material impact to its financial statements. The selling, general
and administration expenses in the table for the period ending January 31, 2009
is $9,092.  The selling, general and administration expenses were
$,263 more than the previous year’s first quarter due to the acquisition of the
agreements from the Company’s Chairman and Chief Executive Officer.




9




RESULTS
OF OPERATIONS





THREE
MONTHS ENDED JANUARY 31, 2009 COMPARED TO THREE MONTHS ENDED JANUARY 31,
2008




JANUARY
      31,2009
                    
                    
                    JANUARY 31,
      2008Revenues
                    
                    
                    0
                    
                    
                    
                    0Cost
      of Goods Sold
                    
                    NA
                    
                    
                    NAOperating
      ExpensesResearch and
      Development.
                    
                    
                    0
                    
                    
                    
                    0Selling, General and
      Administrative.
                    
                    $
                    13
      ,274
                    
                    
                    $
                    1,829Other Income (Expense),
      net.
                    
                    
                    0
                    
                    
                    
                    0





Liquidity
and Capital Resources





The Company will need
additional investments in order to continue operations. Additional investments
are being sought, but the Company cannot guarantee that it will be able to
obtain such investments. Financing transactions may include the issuance of
equity or debt securities, obtaining credit facilities, or other financing
mechanisms. The recent downturn in the U.S. stock and debt markets could make it
more difficult to obtain financing through the issuance of equity or debt
securities. Even if the Company is able to raise the funds required, it is
possible that it could incur unexpected costs and expenses, fail to collect
significant amounts owed to it, or experience unexpected cash requirements that
would force it to seek alternative financing. Further, if the Company issues
additional equity or debt securities, stockholders may experience additional
dilution or the new equity securities may have rights, preferences or privileges
senior to those of existing holders




Net of
fees at the close of the recent equity private placement we had no available
cash. We plan to continue to provide for our capital needs by issuing debt or
equity securities.





We will
require additional financing in order to complete our stated plan of operations
for the next twelve months. There can be no assurance, however, that such
financing will be available or, if it is available, that we will be able to
structure such financing on terms acceptable to us and that it will be
sufficient to fund our cash requirements until we can reach a level of
profitable operations and positive cash flows. If we are unable to obtain the
financing necessary to support our operations, we may be unable to continue as a
going concern. We currently have no firm commitments for any additional
capital.




Even if
we are able to raise the funds required, it is possible that we could incur
unexpected costs and expenses, fail to collect significant amounts owed to us,
or experience unexpected cash requirements that would force us to seek
alternative financing. Further, if we issue additional equity or debt
securities, stockholders may experience additional dilution or the new equity
securities may have rights, preferences or privileges senior to those of
existing holders of our shares of common stock. If additional financing is not
available or is not available on acceptable terms, we will have to curtail our
operations.





We
presently do not have any available credit, bank financing or other external
sources of liquidity. Due to our brief history and historical operating losses,
our operations have not been a source of liquidity. We will need to obtain
additional capital in order to expand operations and become profitable. In order
to obtain capital, we may need to sell additional shares of our common stock or
borrow funds from private lenders. There can be no assurance that we will be
successful in obtaining additional funding.





To date,
we have generated no revenues and have incurred operating losses in every
quarter.  Our registered independent auditors have stated in their report
dated January 21, 2009, that we are an early exploration company and have not
generated revenues from operations. These factors among others may raise
substantial doubt about our ability to continue as a going concern.





Off-Balance
Sheet Arrangements




We do not
have any off balance sheet arrangements that are reasonably likely to have a
current or future effect on our financial condition, revenues, results of
operations, liquidity or capital expenditures.





ITEM 3.  Quantitative and
Qualitative Disclosures about Market Risk





Market
Rate Risk





We are
exposed to market risk related to changes in interest rates and foreign currency
exchanges rates.




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Interest
Rate Risk





We hold
our assets in cash and cash equivalents.  We do not hold derivative
financial instruments or equity securities.





Foreign
Currency Exchange Rate Risk





Our
revenue and expenses are denominated in U.S. dollars.  We have
conducted some transactions in foreign currencies and expect to continue to do
so; we do not anticipate that foreign exchange gains or losses will be
significant.  We have not engaged in foreign currency hedging to
date.





Our
international business is subject to risks typical of international activity,
including, but not limited to, differing economic conditions; change in
political climates; differing tax structures; and other regulations and
restrictions.  Accordingly, our future results could be impacted by
changes in these or other factors.





Item 4T. CONTROLS AND PROCEDURES




Evaluation
of Disclosure Controls and Procedures




Our
management, with the participation of our chief executive officer and chief
financial officer, evaluated the effectiveness of our disclosure controls and
procedures as defined in Rules 13a-15(e) and 15d-15(e) and pursuant to Rules
13a-15(b) and 15d-15(b) under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”) as of June 30, 2008. In designing and evaluating the
disclosure controls and procedures, management recognizes that any controls and
procedures, no matter how well designed and operated, can provide only
reasonable assurance of achieving the desired control objectives. In addition,
the design of disclosure controls and procedures must reflect the fact that
there are resource constraints and that management is required to apply its
judgment in evaluating the benefits of possible controls and procedures relative
to their costs.





Based on
our evaluation, our chief executive officer and chief financial officer
concluded that our disclosure controls and procedures are designed at a
reasonable assurance level and were fully effective as of January 31, 2009 in
providing reasonable assurance that information we are required to disclose in
reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms, and that such information is accumulated
and communicated to our management, including our chief executive officer and
chief financial officer, as appropriate, to allow timely decisions regarding
required disclosure.




Changes
in internal control over financial reporting.




We
regularly review our system of internal control over financial reporting and
make changes to our processes and systems to improve controls and increase
efficiency, while ensuring that we maintain an effective internal control
environment. Changes may include such activities as implementing new, more
efficient systems, consolidating activities, and migrating
processes.




There
were no changes in our internal controls over financial reporting (as such term
is defined under Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that
occurred during the period covered by this report on Form 10-Q 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





None





ITEM 1A.  Risk Factors





In
addition to other information set forth in this Report, you should carefully
consider the risk factors previously disclosed in “Item 1A to Part 1” of our
Annual Report on Form 10-K for the year ended October 31, 2008.  There
were no material changes from the risk factors during the three months ended
January 31, 2009.





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





None.




11





ITEM 3.  Defaults Upon Senior
Securities





None.





ITEM 4.  Submission of Matters to a Vote of
Security Holders





None.





ITEM 5.  Other Information




None.





ITEM
6 . Exhibits




Exhibit 31.1
                
                Certification pursuant to 18 U.S.C. Section 1350 as
      adopted pursuant to Section 302 and 906 of the Sarbanes-Oxley Act of
      2003Exhibit 32.1
                
                Certifications of CEO and CFO Pursuant To Section 906 Of
      The Sarbanes-Oxley
Act.
 .








SIGNATURES





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








BLACKBIRD PETROLEM
      CORPORATIONMarch
      23, 2009
                  By:
                  /s/ Antonio
      TreminioBy:
      Antonio TreminioChairman,
      President and Chief Executive Officer(Principal
      Executive Officer, Principal Financial and Accounting
    Officer)













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