UNITED
STATES SECURITIES AND EXCHANGE COMMISSION



Washington,
D.C. 20549



Form
10-Q



(Mark
One)

☒  
QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934



For
the quarterly period ended July 31, 2010

or



☐  TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



For
the transition period from        to



Commission
file number 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. Employer       
|incorporation
    or organization)  | Identification
    No.)



1630
York Avenue
 Main Floor

New
York, New York 10028

(Address
of principal executive offices)



(646)
334.2859

(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 ☒   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 ☒
|------------------------- | ------------------- | ----------------------- | -------------------------------





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



The
number of shares of common stock outstanding as of July 31, 2010 was
70,000,000













|BLACKBIRD
    PETROLEUM CORPORATION     
|----------------------------------------
|Form
    10-Q                           
|For the Nine Months Ended July 31 , 2010
|                                        
|Table
    of Contents                   
|                                        
|                                        
|                                        
|PART 1
    FINANCIAL INFORMATION        
|                                        
|Item 1                                  
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|                                        
|Item 2                                  
|                                        
|Item 3                                  
|                                        
|Item 4T                                 
|                                        
|PART 2 OTHER INFORMATION                
|                                        
|Item 1                                  
|                                        
|Item 1a                                 
|                                        
|Item 2                                  
|                                        
|Item 3                                  
|                                        
|Item 4                                  
|                                        
|Item 5                                  
|                                        
|Item 6                                  
|                                        
|SIGNATURES                              
|                                        
|CERTIFICATES                            















|BLACKBIRD
    PETROLEUM CORPORATION      
|-----------------------------------------
|(AN
    EXPLORATION STAGE COMPANY)       
|CONSOLIDATED
    BALANCE SHEET           
|                                         
|AS AT JULY 31, 2010 (UNAUDITED)          
|AND
    JAN 31, 2010 AND OCTOBER 31, 2009
|(UNAUDITED
    - SEE NOTICE TO READER)   





|                                                       |  |              |        |                 |   |                
|------------------------------------------------------ |  | ------------ | ------ | --------------- | - | ---------------
|                                                       |  | JULY 31/2010 |        | JAN
    31/2010 |   | OCT
    31 2009
|                                                       |  | (UNAUDITED)  |        | (UNAUDITED)     |   | (UNAUDITED)    
|ASSETS                                                 |  |              |        |                 |   |                
|CURRENT ASSETS                                         |  |              |        |                 |   |                
|Cash - Bank                                            |  |              |        |                 | — |                
|                                                       |  |              |        |                 |   |                
|Total Assets                                           |  |              |        | $               | — |                
|                                                       |  |              |        |                 |   |                
|LIABILITIES
    AND STOCKHOLDERS’ EQUITY(DEFICIT)      |  |              |        |                 |   |                
|                                                       |  |              |        |                 |   |                
|CURRENT
    LIABILITIES                                |  |              |        |                 |   |                
|                                                       |  |              |        |                 |   |                
|Accrued
    Liabilities                                |  |              | 19,740 |                 |   |                
|                                                       |  |              |        |                 |   |                
|Total
    Current Liabilities                          |  |              | 19,740 |                 |   |                
|                                                       |  |              |        |                 |   |                
|                                                       |  |              |        |                 |   |                
|STOCKHOLDERS’
    EQUITY(DEFICIT)                      |  |              |        |                 |   |                
|Preferred
    shares - Issued (Note 4)                 |  |              |        |                 |   |                
|Common
    shares - Issued (Note 4)                    |  |              |        |                 |   |                
|Additional
    paid in capital (Note 4)                |  |              |        |                 |   |                
|Retained
    Earnings (Deficit)                        |  |              |        |                 |   |                
|                                                       |  |              |        |                 |   |                
|Total
    Stockholders Equity(Deficit)                 |  |              |        |                 |   |                
|                                                       |  |              |        |                 |   |                
|Total
    Liabilities and Stockholders Equity(Deficit) |  |              |        |                 |   | $              







3









BLACKBIRD
PETROLEUM CORPORATION

(AN
EXPLORATION STAGE COMPANY)

CONSOLIDATED
STATEMENT OF OPERATIONS





FOR
THE NINE MONTHS ENDED JULY 31, 2010, FOR THE THREE MONTHS ENDED JAN 31 2010 AND 2009 AND FOR THE 
PERIOD FROM OCT 9, 2006 (INCEPTION)
THROUGH JULY 31 2010

(UNAUDITED)





|                                                          |  | For the Nine Months    |            | For the Three Months |  | For the Three
    Months |            | From Oct 9 
(Date of 
Inception)
|--------------------------------------------------------- |  | ---------------------- | ---------- | -------------------- |  | ------------------------ | ---------- | --------------------------------
|                                                          |  | Ended July
    30/2010 |            | Ended Jan 31/ 2010   |  | Ended Jan 31/ 2009       |            | to July 31/2010                 
|                                                          |  |                        |            |                      |  |                          |            |                                 
|Revenue:                                                  |  |                        |            |                      |  |                          |            |                                 
|                                                          |  |                        |            |                      |  |                          |            |                                 
|Total
    Revenue                                         |  | $                      | —          |                      |  | $                        | —          |                                 
|                                                          |  |                        |            |                      |  |                          |            |                                 
|Operating
    Expenses                                    |  |                        |            |                      |  |                          |            |                                 
|Exploration
    Costs                                     |  |                        | —          |                      |  |                          | —          |                                 
|General
    & Administrative Expenses                     |  | $                      | 5,740      |                      |  |                          | 750        |                                 
|Impaitment
    of oil and gas interests                   |  |                        | —          |                      |  |                          | —          |                                 
|Total
    Operating Expenses                              |  |                        | 5,740      |                      |  |                          | 750        |                                 
|                                                          |  |                        |            |                      |  |                          |            |                                 
|NET
    LOSS                                              |  | $                      | (5,740     | )                    |  | $                        | (750       | )                               
|                                                          |  |                        |            |                      |  |                          |            |                                 
|Weighted
    Average  Shares Common
    Stock Outstanding |  |                        | 70,000,000 |                      |  |                          | 70,000,000 |                                 
|                                                          |  |                        |            |                      |  |                          |            |                                 
|Net
    Loss Per Share (Basic
    and Fully Diluted)      |  | $                      | 0.00       |                      |  | $                        | 0.00       |                                 









SEE
ATTACHED NOTES



4











BLACKBIRD
PETROLEUM CORPORATION

(AN
EXPLORATION STAGE COMPANY)

CONSOLIDATED
STATEMENT OF CASH FLOWS







FOR
THE NINE MONTHS ENDED JULY 31, 2010 AND FOR THE PERIOD FROM JAN 31, 2010 AND 2009

AND FOR THE PERIOD FROM OCTOBER 9, 2006 (INCEPTION) THROUGH JULY 31, 2010

(UNAUDITED)









|                                                               |  | For the 
    Nine 
    Months 
    Ended July 
    31/2010 |        | For the Three 
    Months 
    Ended Jan 
    31/2010 |  | For theThreeMonthsEnded Jan31/2009 |      | From Oct 9(Date ofInception) toJuly 31/2010
|-------------------------------------------------------------- |  | ---------------------------------------------------------- | ------ | ----------------------------------------------------- |  | ---------------------------------- | ---- | -------------------------------------------
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Cash
    Flows Used in Operating Activities                    |  |                                                            |        |                                                       |  |                                    |      |                                            
|Net
    Loss                                                   |  |                                                            | (5,740 | )                                                     |  | $                                  | (750 | )                                          
|Cash
    Provided by Operating activities                      |  |                                                            |        |                                                       |  |                                    |      |                                            
|Issuance
    of Stock for Services Rendered                    |  |                                                            |        |                                                       |  |                                    |      |                                            
|Impairment
    of Oil and Gas Interests                        |  |                                                            |        |                                                       |  |                                    |      |                                            
|Increase
    in accrued expenses                               |  |                                                            | 5,740  |                                                       |  |                                    | 750  |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Net
    Cash Used in Operating Activities                      |  |                                                            | —      |                                                       |  |                                    | —    |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Cash
    used in investing activities                          |  |                                                            |        |                                                       |  |                                    | —    |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Cash
    Flows From Investing Activities                       |  |                                                            |        |                                                       |  |                                    | —    |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Cash
    Provided by Financing Activities                      |  |                                                            |        |                                                       |  |                                    |      |                                            
|Payment
    of stock subscription                              |  |                                                            | —      |                                                       |  |                                    | —    |                                            
|Issuance
    of common stock for cash                          |  |                                                            | —      |                                                       |  |                                    | —    |                                            
|Net
    Cash Provided by Financing Activities                  |  |                                                            | —      |                                                       |  |                                    | —    |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Net
    Increase (Decrease) in Cash                            |  |                                                            |        |                                                       |  |                                    | —    |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Cash
    at Beginning of Year                                  |  |                                                            |        |                                                       |  |                                    | —    |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Cash
    at End of Year                                        |  |                                                            |        |                                                       |  | $                                  | —    |                                            
|                                                               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Non-cash
    investing and financing activities                |  |                                                            |        |                                                       |  |                                    |      |                                            
|Issuance
    of common stock for management services           |  |                                                            |        |                                                       |  |                                    |      |                                            
|Issuance
    of common stock for lease interests               |  |                                                            |        |                                                       |  |                                    |      |                                            
|Issuance
    of common stock for stock subscription receivable |  |                                                            |        |                                                       |  |                                    |      |                                            







SEE
ATTACHED NOTES







5







(AN
EXPLORATION STAGE COMPANY)NOTES TO THE FINANCIAL STATEMENTSJuly 31, 2010



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-Q and Item 310(b) of Regulation
S-X. 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 10-K of Ark Development, Inc. for the year ended October 31, 2009. 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 July 31, 2010 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, 2009 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.





6







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 July 31, 2010.



INCOME
TAXES



The
Company uses the asset and liability method of accounting for income taxes. This method of accounting 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.



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.





7







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 1,500,000 shares of common stock valued at $.0033 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 30,000,000 shares of its common stock valued at $.006 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 3,000,000 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 20,700,000 shares of its common stock in exchange for cash. 19,800,000 of these
shares were valued at $.001667 and 900,000 of these shares were valued at $.005 for total aggregate cash received of $37,500.



Also,
during the year ended October 31, 2007, the Company issued 2,400,000 shares of common stock under stock subscription
agreements, at $.006 per share, for an aggregate value of $4,000. These amounts were recorded initially as stock subscription
receivables in the financial statements and On December 4, 2007 the Company received $4,000 as payment for a stock
subscription issued in the prior period.





8







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.



On
February 2, 2009, the Board of Directors of the Company approved a stock dividend, whereby on share of common stock of the Company
was issued for every one share of common stock. The record date of the stock dividend was established as of February 9, 2009.
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.



During
the year ended October 31, 2009, the Company issued 11,400,000 shares of common stock pursuant to stock subscription agreements.
These subscription agreements were cancelled and the 11,400,000 shares of common stock were issued for services rendered to the
Company valued at $11,400. Also, during the year ended October 31, 2009, a shareholder/officer voluntarily canceled 500,000 shares
of the Company’s common stock.





9







issued
for services rendered to the Company valued at $11,400. Also, during the year ended October 31, 2009, a shareholder/officer voluntarily
canceled 500,000 shares of the Company’s common stock.



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 $261,071 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 EVENTS



Management
has evaluated subsequent events through Oct 22, 2010 which is the date that the financial statements were issued.



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.





10







Managements
discussion and Plan of Operations



We
were incorporated in the State of Nevada on October 9, 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.



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 Kahntah 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.





11







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.





12







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 administrative expenses in the table for the period ending July 31, 2010 is $5740. These expenses are
more than those than the previous quarter.



RESULTS
OF OPERATIONS



Three
months ended July 31, 2010 compared to three months ended January 31, 2010.



|                                    |  | July 31, 2010 |      |  | January 31, 2010 |  
|----------------------------------- |  | ------------- | ---- |  | ---------------- | -
|                                    |  |               |      |  |                  |  
|Revenues                            |  |               | 0    |  |                  |  
|                                    |  |               |      |  |                  |  
|Cost of Goods Sold                  |  |               | n/a  |  |                  |  
|                                    |  |               |      |  |                  |  
|Operating Expenses                  |  |               |      |  |                  |  
|                                    |  |               |      |  |                  |  
|Research and Development            |  |               | 0    |  |                  |  
|                                    |  |               |      |  |                  |  
|Selling, General and Administrative |  | $             | 5740 |  |                  | $
|                                    |  |               |      |  |                  |  
|Other Income                        |  |               | 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
red 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 amount 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.





13







To
date, we have generated no revenues and have incurred operating losses in every quarter. We have stated report 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.



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 April 30, 2009. 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 July 31. 2010 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.





14







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-Q for the quarterly ended July 31, 2010



There
were no material changes from the risk factors during the three months ended July 31, 2010



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



None.



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 2003.



Exhibit 32.1 Certifications of CEO and CFO Pursuant To Section 906 Of The Sarbanes-Oxley Act.





15







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 CORPORATION         
|---------------- | ---------------------------------------
|                 |                                        
|October 22, 2010 | //s//
    Normand Terroux              
|                 | By: Normand Terroux                    
|                 | Chairman, President and Chief          
|                 | Executive Officer                      
|                 | (Principal Executive Officer, Principal
|                 | Financial and Accounting Officer)      



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