##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-QSB
 þ
    
    Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the quarterly period ended: September 30, 2007
 o
    
    Transition Report Under Section 13 or 15(d) of the Exchange Act
 For the transition period from  to
 Commission File Number: 0-15905
 BLUE DOLPHIN ENERGY COMPANY
  Delaware
    
    73-1268729(State or other jurisdiction of
    
    (I.R.S. Employerincorporation or organization)
    
    Identification No.)
 801 Travis Street, Suite 2100, Houston, Texas 77002
 (713) 227-7660
 þ o
 o þ
  o þ




---



TABLE OF CONTENTS  PART I. FINANCIAL INFORMATIONITEM 1. FINANCIAL STATEMENTSITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONITEM 3. CONTROLS AND PROCEDURESPART II. OTHER INFORMATIONITEM 1. LEGAL PROCEEDINGSITEM 6. EXHIBITSSIGNATURESINDEX TO EXHIBITSCertification Pursuant to Section 302Certification Pursuant to Section 302Certification Pursuant to Section 906Certification Pursuant to Section 906    Table of Contents  BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 
 PART I. FINANCIAL INFORMATION
 
 ITEM 1. FINANCIAL STATEMENTS
    2




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 CONDENSED CONSOLIDATED BALANCE SHEET
UNAUDITED
 September 30,2007ASSETSCurrent assets:Cash and cash equivalents
    
    $
    5,066,744Accounts receivable
    
    
    695,779Prepaid expenses and other current assets
    
    
    507,591Total current assets
    
    
    6,270,114Property and equipment, at cost:Oil and gas properties (full-cost method)
    
    
    715,970Pipelines
    
    
    4,594,696Onshore separation and handling facilities
    
    
    1,919,402Land
    
    
    860,275Other property and equipment
    
    
    273,9028,364,245Less:Accumulated depletion, depreciation,
amortization and impairment
    
    
    3,851,6884,512,557Other assets
    
    
    10,640TOTAL ASSETS
    
    $
    10,793,311LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    273,668Accrued expenses and other liabilities
    
    
    147,507Current portion of asset retirement obligations
    
    
    258,402Total current liabilities
    
    
    679,577Long-term liabilities:Asset retirement obligations
    
    
    1,770,890Total long-term liabilities
    
    
    1,770,890Common stock, ($.01 par value, 25,000,000 shares authorized,
11,573,293 shares issued and outstanding)
    
    
    115,733Additional paid-in capital
    
    
    31,947,879Accumulated deficit
    
    
    (23,720,768
    )8,342,844TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
    
    $
    10,793,311
  3




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
 Three Months EndedSeptember 30,2007
    
    
    2006Revenue from operations:Pipeline operations
    
    $
    717,118
    
    
    $
    623,024Oil and gas sales
    
    
    68,470
    
    
    
    445,684Total revenue
    
    
    785,588
    
    
    
    1,068,708Cost of operations:Pipeline operating expenses
    
    
    349,293
    
    
    
    307,516Lease operating expenses
    
    
    91,202
    
    
    
    113,886Depletion, depreciation and amortizaton
    
    
    134,041
    
    
    
    117,569General and administrative
    
    
    480,197
    
    
    
    389,005Accretion expense
    
    
    30,392
    
    
    
    26,443Total costs and expenses
    
    
    1,085,125
    
    
    
    954,419Income (loss) from operations
    
    
    (299,537
    )
    
    
    114,289Other income (expense):Interest and other expense
    
    
    
    
    
    
    (30
    )Interest and other income
    
    
    61,389
    
    
    
    45,671Income (loss) before income taxes
    
    
    (238,148
    )
    
    
    159,930Income taxes
    
    
    
    
    
    
    Net income (loss)
    
    $
    (238,148
    )
    
    $
    159,930Income (loss) per common shareBasic
    
    $
    (0.02
    )
    
    $
    0.01Diluted
    
    $
    (0.02
    )
    
    $
    0.01Weighted average number of common shares outstandingBasic
    
    
    11,570,553
    
    
    
    11,550,714Diluted
    
    
    11,570,553
    
    
    
    11,656,302
  4




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
 Nine Months EndedSeptember 30,2007
    
    
    2006Revenue from operations:Pipeline operations
    
    $
    1,808,693
    
    
    $
    1,342,699Oil and gas sales
    
    
    452,818
    
    
    
    1,913,102Total revenue
    
    
    2,261,511
    
    
    
    3,255,801Cost of operations:Pipeline operating expenses
    
    
    1,428,156
    
    
    
    830,120Lease operating expenses
    
    
    248,984
    
    
    
    329,710Depletion, depreciation and amortizaton
    
    
    423,420
    
    
    
    345,029General and administrative
    
    
    1,600,389
    
    
    
    1,358,667Accretion expense
    
    
    91,174
    
    
    
    79,331Total costs and expenses
    
    
    3,792,123
    
    
    
    2,942,857Income (loss) from operations
    
    
    (1,530,612
    )
    
    
    312,944Other income (expense):Interest and other expense
    
    
    
    
    
    
    (31,805
    )Interest and other income
    
    
    188,791
    
    
    
    83,851Income (loss) before income taxes
    
    
    (1,341,821
    )
    
    
    364,990Income taxes
    
    
    
    
    
    
    Net income (loss)
    
    $
    (1,341,821
    )
    
    $
    364,990Income (loss) per common shareBasic
    
    $
    (0.12
    )
    
    $
    0.03Diluted
    
    $
    (0.12
    )
    
    $
    0.03Weighted average number of common shares outstandingBasic
    
    
    11,562,730
    
    
    
    11,084,704Diluted
    
    
    11,562,730
    
    
    
    11,183,317
  5




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
UNAUDITED
 Nine Months Ended,September 30,2007
    
    
    2006OPERATING ACTIVITIESNet income (loss)
    
    $
    (1,341,821
    )
    
    $
    364,990Adjustments to reconcile net income (loss) to net cash provided by
(used in) operating activities:Depletion, depreciation and amortization
    
    
    423,420
    
    
    
    345,029Accretion of asset retirement obligations
    
    
    91,174
    
    
    
    79,331Common stock issued for services
    
    
    59,160
    
    
    
    30,000Compensation from issuance of stock options
    
    
    53,760
    
    
    
    Changes in operating assets and liabilities:Accounts receivable
    
    
    478,540
    
    
    
    585,208Prepaid expenses and other assets
    
    
    (159,065
    )
    
    
    (139,498
    )Abandonment costs incurred
    
    
    (76,290
    )
    
    
    Accounts payable and accrued expenses
    
    
    62,830
    
    
    
    (232,375
    )Net cash provided by (used in) operating activities
    
    
    (408,292
    )
    
    
    1,032,685INVESTING ACTIVITIESExploration and development costs
    
    
    
    
    
    
    (19,695
    )Property, equipment and other assets
    
    
    (24,111
    )
    
    
    (266,260
    )Investment in unconsolidated affiliates
    
    
    
    
    
    
    (1,177
    )Net cash used in investing activities
    
    
    (24,111
    )
    
    
    (287,132
    )FINANCING ACTIVITIESProceeds from the sale of common stock, net of offering costs
    
    
    
    
    
    
    3,848,324Payments on borrowings
    
    
    
    
    
    
    (540,000
    )Net cash provided by financing activities
    
    
    
    
    
    
    3,308,324Increase (decrease) in cash and cash equivalents
    
    
    (432,403
    )
    
    
    4,053,877CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
    
    
    5,499,147
    
    
    
    1,297,088CASH AND CASH EQUIVALENTS AT END OF PERIOD
    
    $
    5,066,744
    
    
    $
    5,350,965
  6




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 1. Liquidity
     7




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
  Nine Months EndedSeptember 30,2007
    
    
    2006($ in thousands)Net cash provided by (used in):Operating activities
    
    $
    (408
    )
    
    $
    1,033Investing activities
    
    
    (24
    )
    
    
    (287
    )Financing activities
    
    
    
    
    
    
    3,308Net increase (decrease) in cash
    
    $
    (432
    )
    
    $
    4,054
 2. Commitments and Contingencies
   3. Earnings per Share
 Earnings per Share
  8




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
 Weighted-Average Numberof Common SharesOutstanding and
    
    
    PerNet
    
    
    Potential Dilutive
    
    
    ShareIncome (Loss)
    
    
    Common Shares
    
    
    AmountThree months ended September 30, 2007Basic and diluted loss per share
    
    $
    (238,148
    )
    
    
    11,570,553
    
    
    $
    (0.02
    )Three months ended September 30, 2006Basic earnings per share
    
    $
    159,930
    
    
    
    11,550,714
    
    
    $
    0.01Effect of dilutive potential
common shares
    
    
    
    
    
    
    105,588
    
    
    
    Diluted earnings per share
    
    $
    159,930
    
    
    
    11,656,302
    
    
    $
    0.01Nine months ended September 30, 2007Basic and diluted loss per share
    
    $
    (1,341,821
    )
    
    
    11,562,730
    
    
    $
    (0.12
    )Nine months ended September 30, 2006Basic earnings per share
    
    $
    364,990
    
    
    
    11,084,704
    
    
    $
    0.03Effect of dilutive potential
common shares
    
    
    
    
    
    
    98,613
    
    
    
    Diluted earnings per share
    
    $
    364,990
    
    
    
    11,183,317
    
    
    $
    0.03
  9




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
 4. Business Segment Information
  Depletion,Operating
    
    
    Depreciation andRevenues
    
    
    Income (Loss)(*)
    
    
    AmortizationThree months ended September
30, 2007:Pipeline operations
    
    $
    717,118
    
    
    $
    (124,794
    )
    
    $
    102,460Oil and gas exploration
and production
    
    
    68,470
    
    
    
    (84,058
    )
    
    
    30,154Other
    
    
    
    
    
    
    (90,685
    )
    
    
    1,427Consolidated
    
    $
    785,588
    
    
    
    (299,537
    )
    
    $
    134,041Other income, net
    
    
    
    
    
    
    61,389Loss before income taxes
    
    
    
    
    
    $
    (238,148
    )Three months ended September
30, 2006:Pipeline operations
    
    $
    623,024
    
    
    $
    19,404
    
    
    $
    91,060Oil and gas exploration
and production
    
    
    445,684
    
    
    
    183,850
    
    
    
    24,152Other
    
    
    
    
    
    
    (88,965
    )
    
    
    2,357Consolidated
    
    $
    1,068,708
    
    
    
    114,289
    
    
    $
    117,569Other income, net
    
    
    
    
    
    
    45,641Income before income taxes
    
    
    
    
    
    $
    159,930Nine months ended September
30, 2007:Pipeline operations
    
    $
    1,808,693
    
    
    $
    (1,023,103
    )
    
    $
    309,788Oil and gas exploration
and production
    
    
    452,818
    
    
    
    (180,071
    )
    
    
    109,528Other
    
    
    
    
    
    
    (327,438
    )
    
    
    4,104Consolidated
    
    $
    2,261,511
    
    
    
    (1,530,612
    )
    
    $
    423,420Other income, net
    
    
    
    
    
    
    188,791Loss before income taxes
    
    
    
    
    
    $
    (1,341,821
    )Nine months ended September
30, 2006:Pipeline operations
    
    $
    1,342,699
    
    
    $
    (214,346
    )
    
    $
    248,951Oil and gas exploration
and production
    
    
    1,913,102
    
    
    
    900,051
    
    
    
    89,268Other
    
    
    
    
    
    
    (372,761
    )
    
    
    6,810Consolidated
    
    $
    3,255,801
    
    
    
    312,944
    
    
    $
    345,029Other income, net
    
    
    
    
    
    
    52,046Income before income taxes
    
    
    
    
    
    $
    364,990
 10




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
 September 30, 2007Identifiable assets:Pipeline operations
    
    $
    5,495,586Oil and gas exploration and production
    
    
    223,845Other
    
    
    5,073,880Consolidated
    
    $
    10,793,311
 
 (*)
    
    Consolidated income or loss from operations includes
$89,258 and $86,608 in unallocated general and
administrative expenses, and $1,427 and $2,357 in
unallocated depletion, depreciation and amortization for
the three months ended September 30, 2007 and 2006,
respectively. All unallocated amounts are included in
Other.Consolidated income or loss from operations includes
$323,334 and $365,951 in unallocated general and
administrative expenses, and $4,104 and $6,810 in
unallocated depletion, depreciation and amortization for
the nine months ended September 30, 2007 and 2006,
respectively. All unallocated amounts are included in
Other. 5. Stock-Based Compensation
  Share-Based Payments Accounting for Stock Issued to Employees
 Accounting for
Stock-Based Compensation
 11




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
   Transition Election Related to Accounting for the Tax Effects of Share-Based Payment
Awards
  Nine Months EndedSeptember 30,2007
    
    2006Stock options granted
    
    
    200,000
    
    
    
    0Risk-free interest rate
    
    
    4.80
    %
    
    
    N/AExpected term, in years
    
    
    5.97
    
    
    
    N/AExpected volatility
    
    
    92.4
    %
    
    
    N/ADividend yield
    
    
    0.00
    %
    
    
    0.00
    %
   12




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
  Nine Months Ended September 30, 2007WeightedWeighted
    
    Average
    
    AggregateAverage
    
    Remaining
    
    IntrinsicShares
    
    Exercise Price
    
    Contractual Life
    
    ValueOptions outstanding at the beginning
of the period
    
    
    143,997
    
    
    $
    1.56Options granted
    
    
    200,000
    
    
    $
    3.03Options exercised
    
    
    
    
    
    $
    0.00Options expired or cancelled
    
    
    
    
    
    $
    0.00Options outstanding at the end of
the period
    
    
    343,997
    
    
    $
    2.41
    
    
    
    7.8
    
    
    $
    318,843Options exercisable at the end of
the period
    
    
    143,997
    
    
    $
    1.56
    
    
    
    5.3
    
    
    $
    292,843
  WeightedAverageGrant DateShares
    
    Fair ValueNonvested at January 1, 2007
    
    
    
    
    
    $
    0.00Granted
    
    
    200,000
    
    
    $
    2.35Canceled or expired
    
    
    
    
    
    $
    0.00Vested
    
    
    
    
    
    $
    0.00Nonvested at September 30, 2007
    
    
    200,000
    
    
    $
    2.35
  13




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
 6. Warrants
  Accounting Recognition for Certain Transactions involving Equity Instruments Granted to
Other Than Employees
  Warrants Outstanding, Fully Vested and Exercisable atSeptember 30, 2007Weighted AverageWeighted
    
    RemainingNumber
    
    Average
    
    Contractual Life inOutstanding
    
    Exercise Price
    
    Years16,440
    
    $5.88
    
    1.4
  7. Recent Accounting Developments
 The Fair Value Option for Financial Assets and Financial Liabilities  Including an Amendment
of FASB Statement No. 115 Accounting for Certain Investments
in Debt and Equity Securities
 14




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
  Fair Value Measurements
     Accounting for Uncertainty in Income Taxes-An
Interpretation of FASB Statement No. 109 Accounting for Income Taxes
 15




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
      Financial Statements Considering the Effects of Prior Year Misstatements when
Quantifying Misstatements in Current Year Financial Statements
 16




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS  UNAUDITED
SEPTEMBER 30, 2007
 CONTINUED 
 Financial Statements Materiality
 Accounting Changes and Error
Corrections
   17




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 
 ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
 Cautionary Statements
  §
    
    the level of utilization of our pipelines;§
    
    availability and cost of capital;§
    
    actions or inactions of third party operators for properties where we have an interest;§
    
    the risks associated with exploration;§
    
    the level of production from oil and gas properties;§
    
    oil and gas price volatility;§
    
    uncertainties in the estimation of proved reserves and in the projection of future rates
of production and timing of development expenditures;§
    
    regulatory developments; and§
    
    general economic conditions.
  Executive Summary
   18




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
    Liquidity and Capital Resources
   19




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
  September 30,
    
    
    December 31,2007
    
    
    2006Amount
    
    
    %
    
    
    Amount
    
    
    %Working capital
    
    $
    5,591
    
    
    
    55
    
    
    $
    6,652
    
    
    
    57Property and equipment, net
    
    
    4,512
    
    
    
    45
    
    
    
    4,912
    
    
    
    43Other noncurrent assets
    
    
    11
    
    
    
    0
    
    
    
    22
    
    
    
    Total
    
    $
    10,114
    
    
    
    100
    
    
    $
    11,586
    
    
    
    100Long-term liabilities
    
    $
    1,771
    
    
    
    18
    
    
    $
    2,014
    
    
    
    17Stockholders equity
    
    
    8,343
    
    
    
    82
    
    
    
    9,572
    
    
    
    83Total
    
    $
    10,114
    
    
    
    100
    
    
    $
    11,586
    
    
    
    100
     20




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
     Payments Due by Period1 Year
    
    
    
    
    
    
    
    
    
    
    5 YearsTotal
    
    
    or Less
    
    
    1-3 Years
    
    
    3-5 Years
    
    
    or MoreOperating leases
    
    $
    409
    
    
    $
    103
    
    
    $
    306
    
    
    $
    
    
    
    $
    Employment agreement
    
    
    452
    
    
    
    175
    
    
    
    277
    
    
    
    
    
    
    
    Asset retirement obligations
    
    
    2,029
    
    
    
    258
    
    
    
    87
    
    
    
    
    
    
    
    1,684Total contractual obligations
and other commercial commitments
    
    $
    2,890
    
    
    $
    536
    
    
    $
    670
    
    
    $
    
    
    
    $
    1,684
 Results of Operations
  21




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 Three Months Ended September 30, 2007 Compared to Three Months Ended September 30, 2006
 Revenue from Pipeline Operations.
 Revenue from Oil and Gas Sales.
 Pipeline Operating Expenses.
 Lease Operating Expenses
 Depletion, Depreciation and Amortization.
 General and Administrative Expenses
 Interest and Other Income.
 Nine Months Ended September 30, 2007 Compared to Nine Months Ended September 30, 2006
 Revenue from Pipeline Operations.
 22




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
  Revenue from Oil and Gas Sales.
 Pipeline Operating Expenses.
 Lease Operating Expenses
 Depletion, Depreciation and Amortization.
 General and Administrative Expenses
 Interest and Other Expense.
 Interest and Other Income.
 Recent Accounting Developments
  23




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 
 ITEM 3. CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
  Changes in Internal Controls Over Financial Reporting
   24




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 
 PART II. OTHER INFORMATION
 
 ITEM 1. LEGAL PROCEEDINGS
  
 ITEM 6. EXHIBITS
 (a) Exhibits:3.1(1)

    Amended and Restated Certificate of Incorporation of the Company.3.2(2)

    Amended and Restated Bylaws of the Company.31.1

    Ivar Siem Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to section 302      of the Sarbanes-Oxley Act of
2002.31.2


    Gregory W. Starks Certification Pursuant to 18 U.S.C. Section
1350, as adopted pursuant to section      302 of the Sarbanes-Oxley
Act of 2002.32.1


    Ivar Siem Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to section 906      of the Sarbanes-Oxley Act of
2002.32.2


    Gregory W. Starks Certification Pursuant to 18 U.S.C. Section
1350, as adopted pursuant to section      906 of the Sarbanes-Oxley
Act of 2002.
 
 (1)
    
    Incorporated herein by reference to Exhibit A filed in
connection with the definitive Proxy Statement of Blue Dolphin
Energy Company under the Securities and Exchange Act of 1934, as
filed on October 13, 2004 (Commission File No. 000-15905).(2)
    
    Incorporated herein by reference to Exhibit 3.1 filed in
connection with Form 10-QSB of Blue Dolphin Energy Company for
the quarter ended June 30, 2004 under the Securities and
Exchange Act of 1934, as filed on August 23, 2004 (Commission
File No. 000-15905). 25




---



##### Table of Contents



BLUE DOLPHIN ENERGY COMPANY AND SUBSIDIARIES
 
 SIGNATURES
  By: BLUE DOLPHIN ENERGY COMPANYNovember 13, 2007
    
    /s/ IVAR SIEM

Ivar SiemChairman and Chief Executive Officer
 /s/ GREGORY W. STARKSGregory W. StarksVice President, Treasurer

(Principal Accounting and Financial Officer) 26




---



##### Table of Contents



(a)
    
    Exhibits:3.1(1)
    
    Amended and Restated Certificate of Incorporation of the Company.3.2(2)
    
    Amended and Restated Bylaws of the Company.31.1
    
    
    Ivar Siem Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to section 302 of the Sarbanes-Oxley Act of
2002.31.2
    
    
    Gregory W. Starks Certification Pursuant to 18 U.S.C. Section
1350, as adopted pursuant to section 302 of the Sarbanes-Oxley
Act of 2002.32.1
    
    
    Ivar Siem Certification Pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to section 906 of the Sarbanes-Oxley Act of
2002.32.2
    
    
    Gregory W. Starks Certification Pursuant to 18 U.S.C. Section
1350, as adopted pursuant to section 906 of the Sarbanes-Oxley
Act of 2002.
 
 (1)
    
    Incorporated herein by reference to Exhibit A filed in
connection with the definitive Proxy Statement of Blue Dolphin
Energy Company under the Securities and Exchange Act of 1934, as
filed on October 13, 2004 (Commission File No. 000-15905).(2)
    
    Incorporated herein by reference to Exhibit 3.1 filed in
connection with Form 10-QSB of Blue Dolphin Energy Company for
the quarter ended June 30, 2004 under the Securities and
Exchange Act of 1934, as filed on August 23, 2004 (Commission
File No. 000-15905).