UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549










FORM
10-Q







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


For the
quarterly period ended: June
30, 2009


or





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


For the
transition period from: _____________ to _____________





Large
      accelerated filer
              o
              
              Accelerated
      filer
              oNon-accelerated
      filer
              o
              
              Smaller
      reporting company
              x





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Act). o Yes x  No





State the
number of shares outstanding of each of the issuer’s classes of common stock, as
of the latest practicable date.





As of
June 30, 2009, the registrant had 23,868,014 shares of its $0.001 par value
common stock issued and outstanding. There are also -0- shares of Series A, or B
preferred stock, and 5,000 shares of its Series C preferred stock, issued and
outstanding, at $0.001 par value for each of the Series of Preferred, and no
shares of non-voting common stock issued and outstanding.





Check
whether the registrant has filed all documents and reports required to be filed
by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. x  Yes
 o No







EGPI
FIRECREEK, INC


f/k/a
Energy Producers, Inc.


10-Q


June
30, 2009





TABLE
OF CONTENTS





PAGEPART
      1:
                            
                            FINANCIAL
      INFORMATIONItem
      1.
                            
                            Financial
      Statements - UnauditedConsolidated
      Balance Sheets
                            3Consolidated
      Statement of Operations
                            4Consolidated
      Statement of Cash Flows
                            5Consolidated
      Statement of Changes in Shareholders' Equity
                            6Notes
      to the Unaudited Consolidated Financial Statements
                            7Item
      2.
                            
                            Management's
      Discussion and Analysis or Plan of Operation
                            13Item
      3.
                            
                            Quantitative
      and Qualitative Disclosures About Market Risk
                            17Item
      4(T)
                            
                            Controls
      and Procedures
                            17PART
      II:
                            
                            OTHER
      INFORMATIONItem
      1.
                            
                            Legal
      Proceedings
                            17Item
      2.
                            
                            Unregisterd
      Sales of Equity Securities and Use of Proceeds
                            18Item
      3.
                            
                            Defaults
      upon Senior Securities
                            18Item
      4.
                            
                            Submission
      of Matters to a Vote of Security Holders
                            18Item
      5.
                            
                            Other
      Information
                            18Item
      6.
                            
                            Exhibits
                            18CertificationsSignature
                            18


- 2
-


PART
I FINANCIAL INFORMATION


ITEM 1 – FINANCIAL
STATEMENTS





EGPI
FIRECREEK, INC.


CONSOLIDATED
BALANCE SHEETS


AS
OF JUNE 30, 2009 AND DECEMBER 31, 2008





Unaudited30-Jun-09
                  
                  
                  31-Dec-08ASSETSCurrent
      assets:Cash
                  
                  $
                  46,371
                  
                  
                  $
                  2,230Total
      current assets
                  
                  $
                  46,371
                  
                  
                  $
                  2,230Total
      assets
                  
                  $
                  46,371
                  
                  
                  $
                  2,230LIABILITIES
      AND SHAREHOLDERS' DEFICITCurrent
      liabilities:Accounts
      payable & accrued expenses
                  
                  $
                  270,458
                  
                  
                  $
                  549,367Note
      payable
                  
                  
                  32,565
                  
                  
                  
                  47,565Total
      current liabilities
                  
                  $
                  303,023
                  
                  
                  $
                  596,932Advances
      & notes payable to shareholders
                  
                  
                  47,022
                  
                  
                  
                  307,096Total
      liabilities
                  
                  $
                  350,045
                  
                  
                  $
                  904,028Shareholders'
      deficit:Series
      A preferred stock, 20 million authorized, par value $0.001,one share
      convertible to one common share, no stated dividend, none
      outstanding
                  
                  $
                  0
                  
                  
                  $
                  0Series
      B preferred stock, 20 million authorized, par value $0.001,one share
      convertible to one common share, no stated dividend, none
      outstanding
                  
                  
                  0
                  
                  
                  
                  0Series
      C preferred stock, 20 million authorized, stated value $.001,one share
      convertible to ten common shares, no stated dividend, 5,000
      outstanding
                  
                  
                  0
                  
                  
                  
                  0Common
      stock- $0.20 par value, authorized 1,300,000,000 shares, issued and
      outstanding, 23,867,106 at June 30, 2009 and 6,921,288 at December 31,
      2008
                  
                  $
                  1,923,578
                  
                  
                  $
                  1,384,257Additional
      paid in capital
                  
                  
                  21,206,508
                  
                  
                  
                  20,970,812Other
      comprehensive loss
                  
                  
                  (567,000
                  )
                  
                  
                  (567,000
                  )Accumulated
      deficit
                  
                  
                  (22,866,760
                  )
                  
                  
                  (22,689,867
                  )Total
      shareholders' deficit
                  
                  
                  (303,674
                  )
                  
                  
                  (901,798
                  )Total
      Liabilities & Shareholders' Deficit
                  
                  $
                  46,371
                  
                  
                  $
                  2,230





See the
notes to the unaudited consolidated financial statements.


- 3
-


EGPI
FIRECREEK, INC.


UNAUDITED
CONSOLIDATED STATEMENTS OF OPERATIONS


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008





Six
      Mos.
                  
                  
                  Six
      Mos.
                  
                  
                  Three
      Mos.
                  
                  
                  Three
      Mos.30-Jun-09
                  
                  
                  30-Jun-08
                  
                  
                  30-Jun-09
                  
                  
                  30-Jun-08General
      and administrative expenses:General
      administration
                  
                  $
                  497,103
                  
                  
                  $
                  317,581
                  
                  
                  $
                  309,485
                  
                  
                  $
                  153,412Total
      general & administrative expenses
                  
                  
                  497,103
                  
                  
                  
                  317,581
                  
                  
                  
                  309,485
                  
                  
                  
                  153,412Net
      loss from operations
                  
                  $
                  (497,103
                  )
                  
                  $
                  (317,581
                  )
                  
                  $
                  (309,485
                  )
                  
                  $
                  (153,412
                  )Other
      revenues and expenses:Interest
      income
                  
                  
                  0
                  
                  
                  
                  3,687
                  
                  
                  
                  0
                  
                  
                  
                  426Interest
      expense
                  
                  
                  (2,097
                  )
                  
                  
                  0
                  
                  
                  
                  5,118
                  
                  
                  
                  0Net
      income (loss) before provision for income taxes
                  
                  $
                  (499,200
                  )
                  
                  $
                  (313,894
                  )
                  
                  $
                  (304,367
                  )
                  
                  $
                  (152,986
                  )Provision
      for income taxes
                  
                  
                  0
                  
                  
                  
                  0
                  
                  
                  
                  0
                  
                  
                  
                  0Loss
      from continuing operations
                  
                  
                  (499,200
                  )
                  
                  $
                  (313,894
                  )
                  
                  
                  (304,367
                  )
                  
                  $
                  (152,986
                  )Discontinued
      operations:Gain
      on disposal of discontinued component (net of tax)
                  
                  
                  322,307
                  
                  
                  
                  0
                  
                  
                  
                  322,307
                  
                  
                  
                  0Loss
      from operations of discontinued component (net of tax)
                  
                  
                  0
                  
                  
                  
                  (1,415,957
                  )
                  
                  
                  0
                  
                  
                  
                  (504,670
                  )Net
      income (loss)
                  
                  $
                  (176,893
                  )
                  
                  $
                  (1,729,851
                  )
                  
                  $
                  17,940
                  
                  
                  $
                  (657,656
                  )Basic
      & fully diluted net income (loss) per common share:Basic
      income (loss) per share- continuing operations
                  
                  $
                  (0.04
                  )
                  
                  $
                  (0.05
                  )
                  
                  $
                  (0.02
                  )
                  
                  $
                  (0.03
                  )Basic
      income (loss) per share- discontinued operations
                  
                  $
                  0.03
                  
                  
                  $
                  (0.23
                  )
                  
                  $
                  0.02
                  
                  
                  $
                  (0.09
                  )Basic
      income (loss) per share
                  
                  $
                  (0.01
                  )
                  
                  $
                  (0.28
                  )
                  
                  $
                  0.00
                  
                  
                  $
                  (0.12
                  )Weighted
      average of common shares outstanding:Basic
                  
                  
                  12,191,525
                  
                  
                  
                  5,921,288
                  
                  
                  
                  15,911,096
                  
                  
                  
                  5,921,288Fully
      diluted
                  
                  
                  12,191,525
                  
                  
                  
                  5,921,288
                  
                  
                  
                  15,911,096
                  
                  
                  
                  5,921,288





See the
notes to the unaudited consolidated financial statements.


- 4
-


EGPI
FIRECREEK, INC.


(FORMERLY
ENERGY PRODUCERS, INC.)


UNAUDITED
CONSOLIDATED STATEMENTS OF CASH FLOWS


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008




Unaudited
                            
                            
                            Unaudited30-Jun-09
                            
                            
                            30-Jun-08Operating
      Activities:Net
      income (loss)
                            
                            
                            $
                            (176,893
                            )
                            
                            $
                            (1,729,851
                            )Adjustments
      to reconcile net loss items not requiring the use of cash:Interest
      expense
                            
                            
                            
                            2,097
                            
                            
                            
                            0Consulting
      expense
                            
                            
                            
                            141,434
                            
                            
                            
                            0Impairment
      expense
                            
                            
                            
                            278,532
                            
                            
                            
                            0Gain
      on disposal
                            Discontinued
      component
                            
                            
                            (322,307
                            )
                            
                            
                            0Depreciation
      & depletion expense
                            Discontinued
      component
                            
                            
                            0
                            
                            
                            
                            73,305Interest
      expense
                            Discontinued
      component
                            
                            
                            0
                            
                            
                            
                            564,234Amortization
      of deferred charges
                            Discontinued
      component
                            
                            
                            0
                            
                            
                            
                            36,376Gain
      on derivative liability
                            Discontinued
      component
                            
                            
                            0
                            
                            
                            
                            693,530Changes
      in other operating assets and liabilities :Accounts
      receivable
                            Discontinued
      component
                            
                            
                            0
                            
                            
                            
                            (149,373
                            )Accounts
      payable and accrued expenses
                            
                            
                            
                            75,145
                            
                            
                            
                            39,152Net
      cash used by operations
                            
                            
                            $
                            (1,992
                            )
                            
                            $
                            (472,627
                            )Investing
      activities:Cash
      acquired in purchase of M3 Lighting
                            
                            
                            $
                            46,133
                            
                            
                            $
                            0Purchase
      of lease & equipment
                            Discontinued
      component
                            
                            
                            0
                            
                            
                            
                            (1,400,000
                            )Net
      cash used for investing activities
                            
                            
                            
                            46,133
                            
                            
                            
                            (1,400,000
                            )Net
      increase (decrease) in cash during the period
                            
                            
                            $
                            44,141
                            
                            
                            $
                            (1,872,627
                            )Cash
      balance at January 1st
                            
                            
                            
                            2,230
                            
                            
                            
                            2,009,734Cash
      balance at March 31st
                            
                            
                            $
                            46,371
                            
                            
                            $
                            137,107Supplemental
      disclosures of cash flow information:Interest
      paid during the period
                            
                            
                            $
                            0
                            
                            
                            $
                            0Income
      taxes paid during the period
                            
                            
                            $
                            0
                            
                            
                            $
                            0





See the
notes to the unaudited consolidated financial statements.


- 5
-


EGPI
FIRECREEK, INC.


UNAUDITED
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ DEFICIT


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008





OtherPreferred
                
                
                Preferred
                
                
                Common
                
                
                Par
                
                
                Paid
      in
                
                
                Accumulated
                
                
                ComprehensiveShares
                
                
                Value
                
                
                Shares
                
                
                Value
                
                
                Capital
                
                
                Deficit
                
                
                Loss
                
                
                TotalBalance
      at December 31, 2008
                
                
                0
                
                
                $
                0
                
                
                
                6,921,288
                
                
                $
                1,384,257
                
                
                $
                20,970,812
                
                
                $
                (22,689,867
                )
                
                $
                (567,000
                )
                
                $
                (901,798
                )Issued
      shares for consulting services
                
                
                
                
                
                
                
                
                
                
                2,225,000
                
                
                
                445,000
                
                
                
                (311,500
                )
                
                
                
                
                
                
                
                
                
                
                133,500Issued
      shares to pay debt
                
                
                
                
                
                
                
                
                
                
                400,000
                
                
                
                80,000
                
                
                
                (19,250
                )
                
                
                
                
                
                
                
                
                
                
                60,750Issued
      warrants to consultant
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                7,934
                
                
                
                
                
                
                
                
                
                
                
                7,934Issued
      shares to purchase M3 Lighting
                
                
                5,000
                
                
                
                0
                
                
                
                14,320,818
                
                
                
                14,321
                
                
                
                558,512
                
                
                
                
                
                
                
                
                
                
                
                572,833Net
      loss for the period
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                
                (176,893
                )
                
                
                
                
                
                
                (176,893
                )Balance
      at June 30, 2009
                
                
                0
                
                
                $
                0
                
                
                
                23,867,106
                
                
                $
                1,923,578
                
                
                $
                21,206,508
                
                
                $
                (22,866,760
                )
                
                $
                (567,000
                )
                
                $
                (303,674
                )





OtherPreferred
                    
                    Preferred
                    
                    Common
                    
                    Par
                    
                    Paid
      in
                    
                    Accumulated
                    
                    ComprehensiveShares
                    
                    Value
                    
                    Shares
                    
                    Value
                    
                    Capital
                    
                    Deficit
                    
                    Loss
                    
                    TotalBalance
      at December 31, 2007
                    
                    
                    20,000,000
                    
                    
                    $
                    200,000
                    
                    
                    
                    1,184,257,619
                    
                    
                    $
                    1,184,257
                    
                    
                    $
                    20,970,812
                    
                    
                    $
                    (25,954,306
                    )
                    
                    $
                    (184,800
                    )
                    
                    $
                    (3,784,037
                    )Loss
      on investment (Star Energy)
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    (312,200
                    )
                    
                    
                    (312,200
                    )Net
      loss for the period
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    (1,729,851
                    )
                    
                    
                    
                    
                    
                    
                    (1,729,851
                    )Balance
      at June 30, 2008
                    
                    
                    20,000,000
                    
                    
                    $
                    200,000
                    
                    
                    
                    1,184,257,619
                    
                    
                    $
                    1,184,257
                    
                    
                    $
                    20,970,812
                    
                    
                    $
                    (27,684,157
                    )
                    
                    $
                    (497,000
                    )
                    
                    $
                    (5,826,088
                    )





See the
notes to the unaudited consolidated financial statements.


- 6
-


EGPI
FIRECREEK, INC.


NOTES
TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008




1.
Organization of the Company and Significant Accounting Principles




The
Company was incorporated in the State of Nevada October 1995. Effective October
13, 2004 the Company, previously known as Energy Producers Inc., changed its
name to EGPI Firecreek, Inc.




Prior to
December 2008, the Company had interests in various gas & oil wells located
in the Wyoming and Texas area. In December 2008, the Company’s major creditor,
Duchess Private Equities Ltd. (Duchess), foreclosed on the assets of the
Company.  As a result, all of the Company’s oil and gas properties
were transferred to Duchess in satisfaction of debt owed.





In
October 2008, the Company effected a 1 share for 200 shares reverse split of its
common stock. See financial statement note 5 for a further
discussion.





In May
2009 the Company acquired M3 Lighting, Inc. (“M3”) as a wholly owned subsidiary
via reverse triangular merger. M3 is a manufacturer and distributor of
commercial and decorative lighting to the trade and direct to retailers. 
As part of the Merger the Company effected a name change for its wholly owned
subsidiary Malibu Holding, Inc. to Energy Producers, Inc. (“EPI”) as a conduit
for its oil and gas activities.




Consolidation-the
accompanying consolidated financial statements include the accounts of the
Company and its wholly owned subsidiary.  All significant inter-company
balances have been eliminated.




Use of Estimates- The
preparation of the financial statements in conformity with generally accepted
accounting principles requires management to make reasonable estimates and
assumptions that affect the reported amounts of the assets and liabilities and
disclosure of contingent assets and liabilities and the reported amounts of
revenues and expenses at the date of the consolidated financial statements and
for the period they include.  Actual results may differ from these
estimates.




Revenue and Cost Recognition-Revenue is recognized from oil &gas sales at such time as the oil
& gas is delivered to the buyer.For its producing
activities, the Company uses successful efforts costing.




Properties and Equipment-The
Company uses the successful efforts method of accounting for oil and gas
producing activities. Under this method, acquisition costs for proved and
unproved properties are capitalized when incurred. Exploration costs, including
geological and geophysical costs, the costs of carrying and retaining unproved
properties and exploratory dry hole drilling costs, are expensed. Development
costs, including the costs to drill and equip development wells, and successful
exploratory drilling costs to locate proved reserves are
capitalized.




Exploratory
drilling costs are capitalized when incurred pending the determination of
whether a well has found proved reserves. A determination of whether a well has
found proved reserves is made shortly after drilling is completed. The
determination is based on a process which relies on interpretations of available
geologic, geophysic, and engineering data. If a well is determined to be
successful, the capitalized drilling costs will be reclassified as part of the
cost of the well. If a well is determined to be unsuccessful, the capitalized
drilling costs will be charged to expense in the period the determination is
made. If an exploratory well requires a major capital expenditure before
production can begin, the cost of drilling the exploratory well will continue to
be carried as an asset pending determination of whether proved reserves have
been found only as long as: i) the well has found a sufficient quantity of
reserves to justify its completion as a producing well if the required capital
expenditure is made and ii) drilling of the additional exploratory wells is
under way or firmly planned for the near future. If drilling in the area is not
under way or firmly planned, or if the well has not found a commercially
producible quantity of reserves, the exploratory well is assumed to be impaired,
and its costs are charged to expense.




In the
absence of a determination as to whether the reserves that have been found can
be classified as proved, the costs of drilling such an exploratory well is not
carried as an asset for more than one year following completion of drilling. If,
after that year has passed, a determination that proved reserves exist cannot be
made, the well is assumed to be impaired, and its costs are charged to expense.
Its costs can, however, continue to be capitalized if a sufficient quantity of
reserves is discovered in the well to justify its completion as a producing well
and sufficient progress is made in assessing the reserves and the well’s
economic and operating feasibility.




The
impairment of unamortized capital costs is measured at a lease level and is
reduced to fair value if it is determined that the sum of expected future net
cash flows is less than the net book value. The Company determines if impairment
has occurred through either adverse changes or as a result of the annual review
of all fields. During 2008 the Company did not record any
impairment.


- 7
-


EGPI
FIRECREEK, INC.


NOTES
TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008





1.
ORGANIZATION OF THE COMPANY AND SIGNIFICANT ACCOUNTING PRINCIPLES
(CONTINUED)




Development
costs of proved oil and gas properties, including estimated dismantlement,
restoration and abandonment costs and acquisition costs, are depreciated and
depleted on a field basis by the units-of-production method using proved
developed and proved reserves, respectively. The costs of unproved oil and gas
properties are generally combined and impaired over a period that is based on
the average holding period for such properties and the Company's experience of
successful drilling.




Costs of
retired, sold or abandoned properties that make up a part of an amortization
base (partial field) are charged to accumulated depreciation, depletion and
amortization if the units-of-production rate is not significantly affected.
Accordingly, a gain or loss, if any, is recognized only when a group of proved
properties (entire field) that make up the amortization base has been retired,
abandoned or sold.




Cash- For the purpose of
compiling the statement of changes in cash flows, cash includes all cash
balances and highly liquid short-term investments with original maturity dates
of three months or less.




Investment in Star Energy, fair
value-The Company accounts for its investments in Star Energy as per
SFAS 115, Accounting for
Certain Investments in Debt and Equity Securities. Management has
designated its investments in Star Energy as “available for
sale”.  Accordingly, investment is recorded at market value and
earnings and losses on investments are recognized in the consolidated balance
sheets as other comprehensive income.





The
Company has also adopted Statement of Financial Accounting Standards (“SFAS”)
No. 157, Fair Value
Measurements (“SFAS No. 157”), to account for its investment, which
among other things, requires enhanced disclosures about financial instruments
carried at fair value.




After
adoption of SFAS No.157, investments measured and reported at fair value are
classified and disclosed in one of the following categories:




•
            Level I—Quoted prices are
      available in active markets for identical investments as of the reporting
      date. The type of investments in Level I include listed equities and
      listed derivatives.





•
            Level II—Pricing inputs are other
      than quoted prices in active markets, which are either directly or
      indirectly observable as of the reporting date, and fair value is
      determined through the use of models or other valuation methodologies.
      Investments which are generally included in this category include
      corporate bonds and loans, less liquid and restricted equity securities
      and certain over-the-counter
derivatives.





•
            Level III—Pricing inputs are
      unobservable for the investment and includes situations where there is
      little, if any, market activity for the investment. The inputs into the
      determination of fair value require significant management judgment or
      estimation. Investments that are included in this category generally
      include general and limited partnership interests in corporate private
      equity and real estate funds, funds of hedge funds, distressed debt and
      non-investment grade residual interests in securitizations and
      collateralized debt
obligations.





Deferred costs-Deferred
costs are the costs of obtaining the equity line of credit discussed in Note 9
and are amortized over the life of the loan.




Fixed Assets-Fixed assets are stated at
cost. Depreciation expense is computed using the straight-line method over the
estimated useful life of the asset. The following is a summary of the estimated
useful lives used in computing depreciation expense:




Office
      equipment
                3
      yearsComputer
      hardware & software
                3
      yearsImprovements
      & furniture
                5
      yearsWell
      equipment
                7
      years




Expenditures
for major repairs and renewals that extend the useful life of the asset are
capitalized.  Minor repair expenditures are charged to expense as
incurred.


- 8
-


EGPI
FIRECREEK, INC.


NOTES
TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008





1.
ORGANIZATION OF THE COMPANY AND SIGNIFICANT ACCOUNTING PRINCIPLES
(CONTINUED)




Long Lived Assets- The
Company reviews for the impairment of long-lived assets whenever events or
changes in circumstances indicate that the carrying amount of an asset may not
be recoverable. An impairment loss would be recognized when estimated future
cash flows expected to result from the use of the asset and its eventual
disposition is less than its carrying amount.




The
Company applied SFAS No. 144, Accounting for the Impairment or
Disposal of Long Lived Assets,to account for the sale of the oil &
gas properties in December 2008 as more fully discussed in the Company's
financial statements on Form 10-K, as amended, for the period ended December 31,
2008."




Income taxes-The Company
accounts for income taxes in accordance with the Statement of Accounting
Standards No. 109 (SFAS No. 109), "Accounting for Income Taxes".
 SFAS No. 109 requires an asset and liability approach to financial
accounting and reporting for income taxes.  Deferred income tax assets and
liabilities are computed annually for differences between financial statement
and income tax bases of assets and liabilities that will result in taxable
income or deductible expenses 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 and liabilities to the amount expected to be
realized.  Income tax expense is the tax payable or refundable for the
period adjusted for the change during the period in deferred tax assets and
liabilities.




2.
GOING CONCERN




The
accompanying consolidated financial statements have been presented in accordance
with generally accepted accounting principals, which assume the continuity of
the Company as a going concern.  However, in December 2008 all of the
producing assets of the Company were foreclosed on by Dutchess to pay down loans
owed.  This situation raises the doubt of the Company’s ability to continue
as a going concern.




Management’s
plans with regard to this matter are as follows:




-Raise
interim and long term finance to assist new M3 Lighting, Inc. and Energy
Producers, Inc. (oil and gas rehabilitation and development) subsidiary
acquisitions.


-Raise
6-12 months working capital for corporate operations.


-Pursue
asset based project finance or develop joint ventures to fund work programs for
oil and gas domestically.


-Pursue
formation of strategic alliances with more firmly established peer groups to
assist acquisition activities.


-Initiate
search for experienced personnel related to the M3 and oil and gas activities to
add to our staff.


- 9
-


EGPI
FIRECREEK, INC.


NOTES
TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008





3.
NET LOSS PER SHARE




The
Company applies SFAS No. 128, Earnings per Shareto compute
net loss per share. In
accordance with SFAS No. 128, basic net loss per share has been computed based
on the weighted average of common shares outstanding during the years. Net
income (loss) per common share has been computed as follows:





30-Jun-09
                            
                            
                            30-Jun-08Net
      income (loss) from continuing operations
                            
                            $
                            (499,200
                            )
                            
                            $
                            (313,894
                            )Net
      income (loss) from discontinued operations
                            
                            
                            322,307
                            
                            
                            
                            (1,415,957
                            )Net
      income (loss)
                            
                            $
                            (176,893
                            )
                            
                            $
                            (1,729,851
                            )Total
      shares outstanding
                            
                            
                            23,868,024
                            
                            
                            
                            5,921,288Basic
      weighted average of shares outstanding
                            
                            
                            12,191,525
                            
                            
                            
                            5,921,288Fully
      diluted weighted average of shares outstanding
                            
                            
                            12,191,525
                            
                            
                            
                            5,921,288Basic
      income (loss) per share- continuing operations
                            
                            $
                            (0.04
                            )
                            
                            $
                            (0.05
                            )Basic
      income (loss) per share- discontinued operations
                            
                            $
                            0.03
                            
                            
                            $
                            (0.23
                            )Basic
      income (loss) per share
                            
                            $
                            (0.01
                            )
                            
                            $
                            (0.28
                            )Fully
      diluted income (loss) per share- continuing operations
                            
                            $
                            (0.04
                            )
                            
                            $
                            (0.05
                            )Fully
      diluted income (loss) per share- discontinued operations
                            
                            $
                            0.03
                            
                            
                            $
                            (0.23
                            )Fully
      diluted income (loss) per share
                            
                            $
                            (0.01
                            )
                            
                            $
                            (0.28
                            )





All
amounts for fiscal year 2008 have been adjusted for the 1 for 200 reverse stock
split more fully discussed Note 4.




4.
COMMON AND PREFERRED STOCK TRANSACTIONS AND REVERSE STOCK SPLIT




In
October 2008 Duchess converted their shares into 1,000,000 shares of common
stock.




In
October 2008, the Company effected a 1 share for 200 shares reverse split of its
common stock.  As a result, the issued and outstanding shares at
December 31, 2007 were decreased from 1,184,257,619 shares to 5,921,288 shares
and basic and fully diluted loss per share for fiscal year 2007 was decreased
from $0.00 to $0.68.  In addition, the par value of the common stock
was increased from $0.001 to $0.20.




In
February 2009, the Company issued 2,225,000 shares of common stock to
consultants for services rendered and recognized an expense of
$133,500.




In
February 2009, the Company issued 400,000 shares of common stock and retired
debt owed of $60,750.





In May
2009, the Company issued 14,320,818 in behalf of the Merger acquisition with M3
valued at $573,026.





In May
2009, the Company issued 5,000 shares of its Series C stock as part of the
acquisition of M3 Lighting.


- 10
-


EGPI
FIRECREEK, INC.


NOTES
TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008





5.
PREFERRED STOCK SERIES




Series A preferred stock:
Series A preferred stock has a par value of $0.001 per share and no stated
dividend preference.  The Series A is convertible into common stock at a
conversion ratio of one preferred share for one share of common stock.
  Preferred A has liquidation preference over Preferred B stock and
common stock.




Series B preferred stock:
Series B preferred stock has a par value of $0.001 per share and no stated
dividend preference.  The Series B is convertible into common stock at a
conversion ratio of one preferred share for one share of common stock.  The
Series B has liquidation preference over Preferred C stock and common
stock.




Series C preferred stock: The
Series C Preferred stock has a stated value of $0.001 and no stated dividend
rate. One share of preferred Series C has 21,200 votes on the election of our
directors and for all other purposes.  The Series C has liquidation
preference over common stock.





6.
 OPTIONS OUTSTANDING




The
Company applies SFAS No. 123, “Accounting for Stock-Based Compensation” to
account for option issues.  Accordingly, all options granted are recorded
at fair value using a generally accepted option pricing model at the date of the
grant.   There is no formal stock option plan for employees.




A listing
of options outstanding at June 30, 2009 is as follows.  Options
outstanding and their attendant exercise prices have been adjusted for the 1 for
200 reverse split of the common stock discussed in Note 5.




Weighted
                                  Average
                                
                                
                                Weighted
                                  AverageAmount
                                
                                
                                Exercise
      Price
                                
                                
                                Years
      to
                                  MaturityOutstanding
      at December 31, 2008
                                
                                
                                178,810
                                
                                
                                $
                                71.7026
                                
                                
                                
                                .61Issued
                                
                                
                                500,000Exercised
                                
                                
                                0Expired
                                
                                
                                (112,500
                                )Outstanding
      at June 30, 2009
                                
                                
                                566,310
                                
                                
                                $
                                1.82451
                                
                                
                                
                                2.40




In
February 2009, the Company issued 500,000 options with an exercise price of $1
per share expiring in 2012.  The Company recoded an expense of $7,934
in the consolidated statement of operations as a result of the
issue.


- 11
-


EGPI
FIRECREEK, INC.


NOTES
TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


FOR
THE QUARTERS ENDED JUNE 30, 2009 AND JUNE 30, 2008





7. INCOME TAX
PROVISION





Provision
      for income taxes is comprised of the following:
                  
                  30-Jun-09
                  
                  
                  30-Jun-08Net
      loss before provision for income taxes
                  
                  $
                  (499,200
                  )
                  
                  $
                  (1,729,851
                  )Current
      tax expense:Federal
                  
                  
                  0
                  
                  
                  
                  0State
                  
                  
                  0
                  
                  
                  
                  0Total
                  
                  $
                  0
                  
                  
                  $
                  0Less
      deferred tax benefit:Timing
      differences
                  
                  
                  (2,834,316
                  )
                  
                  
                  (1,289,034
                  )Allowance
      for recoverability
                  
                  
                  2,834,316
                  
                  
                  
                  1,289,034Provision
      for income taxes
                  
                  $
                  0
                  
                  
                  $
                  0A
      reconciliation of provision for income taxes at the statutory rate to
      provision for income taxes at the Company's effective tax rate is as
      follows:Statutory
      U.S. federal rate
                  
                  
                  34
                  %
                  
                  
                  34
                  %Statutory
      state and local income tax
                  
                  
                  10
                  %
                  
                  
                  10
                  %Less
      allowance for tax recoverability
                  
                  
                  -44
                  %
                  
                  
                  -44
                  %Effective
      rate
                  
                  
                  0
                  %
                  
                  
                  0
                  %Deferred
      income taxes are comprised of the following:Timing
      differences
                  
                  $
                  2,834,316
                  
                  
                  $
                  1,289,034Allowance
      for recoverability
                  
                  
                  (2,834,316
                  )
                  
                  
                  (1,289,034
                  )Deferred
      tax benefit
                  
                  $
                  0
                  
                  
                  $
                  0





Note: The deferred tax benefits
arising from the timing differences begin to expire in fiscal years 2007 and
2028 and may not be
recoverable upon the purchase of the Company under current IRS
statutes.





8.
SUBSEQUENT EVENTS




In July
2009, the Company issued 3,000,000 shares to a consultant for services
rendered.





In July
2009, the Company entered into a Finders Fee Agreement and issued 477,361 shares
(see information in current Report on Form 8-K filed July 31,
2009.)





In July
2009, the Company entered into an Agreement with CST Federal Services, Inc.,
Washington, DC for procurement of Government contracts (see information in
current Report on Form 8-K filed July 31, 2009.)


- 12
-


ITEM
2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.




You
should read the following discussion and analysis in conjunction with the
Consolidated Financial Statements in Form 10-K, as amended, and the other
financial data appearing elsewhere in this Form 10-Q Report.




The
information set forth in Management’s Discussion and Analysis of Financial
Condition and Results of Operations (“MD&A”) contains certain
“forward-looking statements” within the meaning of Section 27A of the Securities
Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as
amended, and the Private Securities Litigation Reform Act of 1995, including,
among others (i) expected changes in the Company’s revenues and profitability,
(ii) prospective business opportunities and (iii) the Company’s strategy for
financing its business. Forward-looking statements are statements other than
historical information or statements of current condition. Some forward-looking
statements may be identified by use of terms such as “believes”, “anticipates”,
“intends” or “expects”. These forward-looking statements relate to the plans,
objectives and expectations of the Company for future operations. Although the
Company believes that its expectations with respect to the forward-looking
statements are based upon reasonable assumptions within the bounds of its
knowledge of its business and operations, in light of the risks and
uncertainties inherent in all future projections, the inclusion of
forward-looking statements in this report should not be regarded as a
representation by the Company or any other person that the objectives or plans
of the Company will be achieved. In light of these risks and uncertainties,
there can be no assurance that actual results, performance or achievements of
the Company will not differ materially from any future results, performance or
achievements expressed or implied by such forward-looking statements. The
foregoing review of important factors should not be construed as exhaustive. The
Company undertakes no obligation to release publicly the results of any future
revisions it may make to forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.




Overview




The
Company has been focused on oil and gas activities for development of interests
held that were acquired in Texas and Wyoming for the production of oil and
natural gas through December 2, 2008. The Company throughout 2008 was seeking to
continue expansion and growth for oil and gas development in its core projects.
The 2008 downturn in economic circumstances lead to a default notice received
from our hedge fund lenders which in combination with lack of timely credit
availability resulted in forced disposition of our assets. In 2009 we are once
again pursuing a re-build of our basic projects infrastructure, negotiating for
new acquisitions and potential mergers and roll up transactions.  In
May 2009 the Company acquired M3 Lighting, Inc. which became a wholly owned
subsidiary of the Company via reverse merger with an inactive wholly owned
subsidiary of the Company. M3 is a manufacturer and distributor of commercial
and decorative lighting to the trade and direct to retailers.  As part of
the plan of merger the Company spun out Firecreek Petroleum, Inc., and
reorganized its oil and gas operational plans by effecting a name change for its
wholly owned inactive subsidiary Malibu Holding, Inc. to Energy Producers, Inc.
(“EPI”) as a conduit for its oil and gas activities.





Through
2008 we continued to limit and wind down the pursuit of oil and gas projects
overseas in Central Asian and European countries, but reserve the right to re
enter these activities at a future date.




The
Company has been making presentations to asset-based lenders and other financial
institutions for the purpose of expanding and supporting our growth potential by
development of its new line of operations for M3 Lighting, Inc., and in addition
to its oil and gas operations in 2009 with a goal to re build our revenue base
and cash flow; however, the Company makes no guarantees and can provide no
assurances that it will be successful in these endeavors.




One of
the ways our plans for growth could be altered if current opportunities now
available become unavailable:




The
Company would need to identify, locate, or address replacing current potential
acquisitions or strategic alliances with new prospects or initiate other
existing available projects that may have been planned for later stages of
growth and the Company may therefore not be ready to activate. This process can
place a strain on the Company. New acquisitions, business opportunities, and
alliances, take time for review, analysis, inspections and negotiations. The
time taken in the review activities is an unknown factor, including the business
structuring of the project and related specific due diligence
factors.





General




The Company historically derived its
revenues primarily from retail sales of oil and gas field inventory equipment,
service, and supply items primarily in the southern Arkansas area, and from
acquired interests owned in revenue producing oil wells, leases, and equipment
located in Olney, Young County, Texas. The Company disposed of these two
segments of operations in 2003. The Company acquired a marine vessel sales
brokerage and charter business, International Yacht Sales Group, Ltd. of Great
Britain in December 2003 later disposing of its operations in late 2005. In 2009
we disposed of our wholly owned subsidiary Firecreek Petroleum, Inc. (see
further information in this report and in our current Report on Form 8-K filed
May 20, 2009, incorporated herein by reference). We account for or have
accounted for these segments as discontinued operations in the consolidated
statements of operations for the related fiscal
year.


- 13
-


Background
Firecreek Petroleum, Inc.





Effective
July 1, 2004, we acquired Firecreek Petroleum, Inc., and its subsidiary
Firecreek Romania, SRL, together (“Firecreek” or “FPI”). Firecreek was focused
on exploration and development specializing in the niche market of
rehabilitation and enhancement of existing oilfields through modern management
and state of the art technological applications internationally. Throughout 2004
and 2005, the Firecreek unit developed relationships, pursued and prepared for
potential acquisitions in Romania and Libya, and through its strategic alliances
developed other potential projects for acquisition located in Russia, Romania,
Kazakhstan, Ukraine, and Turkey. Firecreek’s business was subsequently
restructured in the first quarter of 2006. This process undertook closing our
Firecreek subsidiary Ft. Worth Texas offices, eliminating or lowering many
expenses including employees, consultants, telephones, long distance, cellular
fees, travel, office supplies, data fees, and other. Books, accounting records
and data were transferred to the Parent offices located in Scottsdale Arizona.
The restructuring helped to decrease overall operating losses for the year 2006,
and also to a lesser extent conserved existing cash flows. In 2007 and 2008
Firecreek focused primarily on development of U.S. based domestic oil and gas
operations, the Fant Ranch Unit (acquired effective July 1, 2007), and Tubb
Leasehold estate (acquired effective January 1, 2008) which were located in Knox
and Ward Counties, Texas, respectively, and the Ten Mile Draw (TMD) project
located in Sweetwater County Wyoming,.





Effective
November 15, 2005, Firecreek purchased a 50% undivided working interest in
leases, wells, equipment, gas and to a lesser extent oil reserves, and other
rights, located in Green River Basin, Sweetwater County, Wyoming. The project is
listed under the prospect name “Ten Mile Draw” (“TMD”). Through our operator
Newport Oil Corporation (“Newport” or “NOC”) having completed a successful
workover program we commenced with gas production from two wells, the 16-1 and
7-16, in the first and second quarters of 2006, subsequently began a workover
program for a third well, the 13-9, in July of 2006. The Company encountered and
reported several technical issues with the 13-9 well, and in bringing the well
online to satisfactory commercial production levels. During the second quarter
of operations the Company reported that it may ultimately elect to shut the well
if reasonable commercial production levels were not achieved in a reasonable
amount of time. Due not achieving commercial levels of production, during
September and October 2008 the Company and NOC elected to shut in the 13-9, and
the Company thereafter elected to sell all of its remaining interests and rights
held in the TMD to NOC (for further information please see our Current Report on
Form 8-K filed October 31, 2008, incorporated herein by reference).




Effective
July 1, 2007, Firecreek purchased a 100% working interest and related 75% net
revenue interest in leases, wells, equipment, and oil reserves located in Knox
County, Texas. The project is listed as the Fant Ranch Unit. Through our
operator Success Oil Co. Inc., we took over operations, commenced with oil
production in the third and fourth quarter of 2007, and implemented a phase one
program to rehabilitate and bring two additional wells on line in the Fant Unit.
For additional information related to acquisition of Fant Ranch Unit please see
our Report on Form 8-K filed on July 16, 2007 incorporated herein by reference.
In January, 2008, Firecreek commenced with an enhancement/rehabilitation phase 2
program for the Fant Ranch Unit located in Knox County, Texas. The program
included cleaning out casing perforations, maintenance, paraffin removal, repair
and acid stimulation for a majority of the oil wells in the unit. The purpose of
the program was to maintain the existing wells regularly, and to increase the
overall well efficiency and production for the field. Disposition as of December
2, 2008: In connection with the Default notice received October 24, 2008, and
actions of Dutchess Private Equities Fund, Ltd., the 100% Working Interests held
in the Fant Ranch Unit was disposed of as of December 2, 2008, and is no longer
owned by the Company.





On August
3, 2007, the Company through its Firecreek unit concluded a transaction for the
sale of rights and opportunities for development works and projects located in
the Ukraine. Through the agreement the purchaser acquired the rights to acquire
licenses, permits and permissions to explore for and extract oil, natural gas or
other natural resources on the territories referenced in the agreement. For
additional information please see information and exhibits to a Report on Form
8-K filed on August 13, 2007, incorporated herein by reference. For updated
status please also see Item 1, Legal Proceedings in a report on Form 10-Q, filed
on November 21, 2008, incorporated herein by reference.




In
January, 2008, Firecreek entered into an Assignment and Bill of Sale (the
“Assignment”) with Success Oil Co., Inc. (“SOC”) relating to the purchase and
sale of 75% working interests along with 56.25% corresponding net revenue in
certain 40 acre tract of land and leases (the “North 40”), with and including a
first right for an additional 40 acre lease (the “South 40”), located in Ward
County, Texas, more commonly known as the J.B. Tubb leasehold estate (the “Tubb
Lease”). The Company participated in a workover, drilling and development
program, and has recently brought three wells online as a result. The Company
paid $1,400,000 for the lease, equipment and a Participation Agreement which
provided for turnkey drilling, re-entry, and included multiple wells on the
North 40 Acres. Firecreek has subsequently acquired assignment of one Lower
Clearfork formation in the Highland 2 Wellbore which is located on the South 40
of the J.B. Tubb Leasehold Estate (also see information contained in Current
Report on Form 8-K/A filed on April 30, 2008). The Tubb Lease workover, drilling
and development programs brought three wells online resulting in two of the
three wells effectively producing and selling oil and gas. For further
information please see our Current Report on Form 8-K, as amended, originally
filed on January 9, 2008, and amended and filed on April 30, 2008, incorporated
herein by reference. Disposition as of December 2, 2008: In connection with the
Default notice received October 24, 2008, and actions of Dutchess Private
Equities Fund, Ltd., the 75% Working Interests held in the J.B. Tubb Leasehold
Estate was disposed of as of December 2, 2008, and is no longer owned by the
Company.


- 14
-


Sale/Assignment
of 100% Stock of FPI Subsidiary





Having
disposed of all of the assets of FPI, on May 18, 2009, the Company and Firecreek
Global, Inc., entered into a Stock Acquisition Agreement effective the 18th day of
May, 2009, relating to the Assignees acquisition of all of the issued and
outstanding shares of the capital stock of Firecreek Petroleum, Inc., a Delaware
corporation. Moreover, included and inherent in the Assignment was all of the
Company’s debt held in the FPI subsidiary. In addition, the Company, and
Assignee executed a right of first refusal agreement attached as Exhibit to the
Agreement, granting to the Company the right of first refusal, for a period of
two (2) years after Closing, to participate in certain overseas projects in
which Assignee may have or obtain rights related to Assignors’ previous
activities in certain areas of the world. For further information please see our
current Report on Form 8-K filed on May 20, 2009, incorporated herein by
reference.





Completion
of Recent Merger Acquisition with M3 Lighting, Inc.





On May
21, 2009, EGPI Firecreek, Inc., a Nevada corporation (the “Company” or
“Registrant”), Asian Ventures Corp., a Nevada corporation (the “Subsidiary”), M3
Lighting, Inc., a Nevada corporation (“M3”), and Strategic Partners Consulting,
L.L.C., a Georgia limited liability company (“Strategic Partners”) executed and
closed a Plan and Agreement of Triangular Merger (the “Plan of Merger”), whereby
M3 merged into the Subsidiary, a wholly-owned subsidiary of the registrant (the
“Merger”).  Further information can be found along with copy of the
Plan of Merger attached as an exhibit to our Current Report on Form 8-K, filed
with the Commission on May 27, 2009, as amended. Amendment No. 1 and No. 2 to
the May 27, 2009 current Report on Form 8-K were filed on June 24 and August 4,
2009, respectively, and incorporated herein by reference.





In
accordance with the Company’s plan of Merger, our plans are currently to develop
two lines of business, one line of business for its historical oil and gas
operations now reorganized into the Company’s wholly owned subsidiary unit,
Energy Producers, Inc. F/K/A Malibu Holding, Inc., this replacing Firecreek
Petroleum, Inc., and one for M3 Lighting, Inc., F/K/A Asian Ventures, Corp.
which is involved in manufacturer and distribution of commercial and decorative
lighting to the trade, and to direct retailers.  M3 specializes in the
areas of lighting industry sales, design, product development, and sourcing,
manufacturing, contracting and capital markets.  M3 is pursuing
acquisitions in the DOT construction industry on Federal and State levels in
order to expand its sales for lighting, guardrail, cameras, traffic
management/signalization, utility moves, variable message boards and other
non-road construction opportunities, as well as, its pursuit of light and
traffic fixture manufacturing plants both domestically and
overseas.  Future acquisitions in the DOT construction industry are
expected to provide a labor force for the maintenance and remediation services
the Company plans on providing.





The
Company expects to incur an increase in operating expenses during the next year
from commencing activities related to its plans for the Company’s oil and gas
and M3 operations. The amount of net losses and the time required for the
Company to reach and maintain profitability are uncertain at this time. There is
a likelihood that the Company will encounter difficulties and delays encountered
with business subsidiary operations, including, but not limited to uncertainty
as to development and the time and timing required for the Company’s plans to be
fully implemented, governmental regulatory responses to the Company’s plans,
fluctuating markets and corresponding spikes, or dips in our products demand,
currency exchange rates between countries, acquisition and development pricing,
related costs, expenses, offsets, increases, and adjustments. There can be no
assurance that the Company will ever generate significant revenues or achieve
profitability at all or on any substantial basis.





General
Statement:  Factors that may affect future results:




With the
exception of historical information, the matters discussed in Management’s
Discussion and Analysis or Plan of Operation contain forward looking statements
under the 1995 Private Securities Litigation Reform Act that involve various
risks and uncertainties.  Typically, these statements are indicated by
words such as “anticipates”, “expects”, “believes”, “plans”, “could”, and
similar words and phrases.  Factors that could cause the company’s actual
results to differ materially from management’s projections, forecasts, estimates
and expectations include but are not limited to the following:




–
Inability of the company to secure additional financing.


–
Unexpected economic changes in the United States.


– The
imposition of new restrictions or regulations by government agencies that affect
the Company’s business activities.




To the
extent possible, the following discussion will highlight the Company’s business
activities for the quarters ended June 30, 2009 and June 30,
2008.


- 15
-


Results
of Operations
  Six
months ended June 30, 2009 vs. six months ended June 30, 2008.
  General
and administrative expense for the first six months of operations in 2009
increased to $497,103 from $317,581 in the first six months of 2008. The
increase was attributed to the discontinued oil and gas component
disposal.


Following
is a breakdown of general and administrative costs for this period versus a year
ago:





Detail
of general & administrative expenses:




30-Jun-09
                  
                  
                  30-Jun-08Advertising
      & promotion
                  
                  $
                  45,302
                  
                  
                  $
                  3,784Administration
                  
                  
                  20,471
                  
                  
                  
                  15,703Consulting
                  
                  
                  66,038
                  
                  
                  
                  47,695Impairment
      expense
                  
                  
                  278,532
                  
                  
                  
                  0Investor
      incentives/commissions
                  
                  
                  9,000
                  
                  
                  
                  36,376Professional
      fees
                  
                  
                  62,760
                  
                  
                  
                  214,023Salaries
                  
                  
                  15,000
                  
                  
                  
                  0Total
                  
                  $
                  497,103
                  
                  
                  $
                  317,581




Advertising
& Promotion fees of $ 45,302 were incurred in stock promotional
activities.





Consulting
fees of $66,038 were incurred for business advisory services.





Impairment
expense of $278,532 was related to disposal of Firecreek Petroleum,
Inc.




Professional
fees of $62,760 were incurred in regards to management advisory, legal costs,
accounting, financial modeling.




After
deducting general and administrative expenses, the Company experienced a loss
from continuing operations of $497,103 for the six months ended June 30, 2009
compared to a loss from continuing operations of $317,581 for the same period
last year.





Interest
expense for the six months ended June 30, 2009 was $2,097 compared with $0.00
for the same period last year. The increase of interest was due to the
increase in debt activity.





After
accounting for to the disposal of Firecreek Petroleum, Inc., and loss from
operations of discontinued component (net of tax), and gain on disposal of
discontinued component (net of tax), the Company incurred a net loss of $176,893
for the first six months ended June 30, 2009 compared to a loss of $1,729,851
for the first six months of 2008.





Fully
diluted income (loss) per share was ($0.01) per share for Q2 2009 compared to a
loss of ($0.29) per share for Q2 2008.




Three
months ended June 30, 2009 vs. three months ended June 30, 2008




General
and administrative expense for the three months ended June 30, 2009 increased to
$309,485 compared with $153,412 for the three months ended June 30, 2008. The
increase was attributed to the Firecreek Petroleum, Inc. disposal in May
2009.





Interest
expense increased in the three months ended June 30, 2009 to $5,118 compared to
$0.00 for the same period in 2008. The increase of interest was due to the
notes payable.


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Consulting
and professional fees decreased approximately to $128,798 for the three month
period ended June 30, 2009 from $261,718 for the comparative three month period
in 2008.  The decrease was due to reduction of expenses for the
periiod.
  Net
profit for the three month period ended June 30, 2009 was $17,940 or $0.00 per
share compared to a loss of $657,656, or ($0.18) per share for the same three
month period in 2008. The gain was attributed primarily to the disposal of
Firecreek Petroleum, Inc.


Discussion of Financial Condition:
 Liquidity and Capital Resources




At June
30, 2009 cash on hand was $46,371 as compared with $2,230 at December 31, 2008.




At June
30, 2009, the Company had working capital deficit of $256,252 compared to a
working capital deficit of $594,702 at December 31, 2008.  Working capital
deficit decreased mainly as a result of debt reduction at the Parent level and
disposal of the Firecreek Petroleum, Inc. subsidiary.




Total
assets at June 30, 2009 were $46,371 as compared to $2,230 at December 31,
2008.




The
Company’s total stockholders’ deficit decreased from $901,798 at December 31,
2008 to $303,674 at June 30, 2009.  Stockholders’ deficit increased
$176,893 from net losses.





ITEM
3 – QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK




Not
Applicable.





ITEM
4(T) – CONTROLS AND PROCEDURES





(a)
            Evaluation
      of Disclosure and Procedures





We
carried out an evaluation of the effectiveness of the design and operation of
our disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) as of June 30, 2009. This evaluation was carried out
under the supervision and with the participation of our Principal Executive
Officer and Principal Accounting Officer. Based upon that evaluation, our
Principal Executive Officer and Principal Accounting Officer concluded that, as
of June 30, 2009, our disclosure controls and procedures were
effective.





Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed in our reports filed or
submitted under the Exchange Act are recorded, processed, summarized and
reported, within the time periods specified in the SEC's rules and forms.
Disclosure controls and procedures include, without limitation, controls and
procedures designed to ensure that information required to be disclosed in our
reports filed under the Exchange Act is accumulated and communicated to
management, including our Principal Executive Officer and Principal Accounting
Officer, to allow timely decisions regarding required disclosure.





All
internal control systems, no matter how well designed, have inherent limitations
and may not prevent or detect misstatements. Therefore, even those systems
determined to be effective can only provide reasonable assurance with respect to
financial reporting reliability and financial statement preparation and
presentation. In addition, projections of any evaluation of effectiveness to
future periods are subject to risk that controls become inadequate because of
changes in conditions and that the degree of compliance with the policies or
procedures may deteriorate.




(b)
            Changes
      in Internal Controls over financial
reporting





There
have been no changes in our internal controls over financial reporting during
our last fiscal quarter, which 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


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ITEM
1A. RISK FACTORS.





Not
Applicable





ITEM
2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS




Required
information has been furnished in current Report(s) on Form 8-K filings and
other reports, as amended, during the period covered by this Report and
additionally as listed and following:





Please
see information listed in the Part II, Item 5, under the sub heading Recent
Sales of Unregistered Securities, contained in our Annual Report on Form 10-K,
Amendment No. 2, filed on April 23, 2009, incorporated herein by
reference.





Please
see information listed in our current Report, as amended, filed on May 27, June
24, July 31, and August 4, 2009, respectively.




ITEM
3 – DEFAULTS UPON SENIOR SECURITIES




None





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




None





ITEM
5 – OTHER INFORMATION





Please
see information listed under ITEM 9B, OTHER INFORMATION, contained in our Annual
Report on Form 10-K, Amendment No. 2, filed on April 23, 2009, incorporated
herein by reference.




The
Company and its Firecreek unit are presently in different stages of review and
discussion, gathering data and information, and any available reports on other
potential acquisitions in Texas, and other productive regions and areas in the
U.S.




From time
to time Management will examine oil and gas operations in other geographical
areas for potential acquisition and joint venture development.





ITEM
6 – EXHIBITS




Exhibit No.
                  
                  Description31.1
                  
                  Certification
      Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
    (3)32.1
                  
                  Certification
      Pursuant to 18 U.S.C. SECTION 1350
(3)


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SIGNATURE




Pursuant to
the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.




Date:
 August 11, 2009





EGPI
      FIRECREEK, INC.By:
                /s/
      Dennis AlexanderName
                Dennis
      AlexanderTitle:
                Chairman,
      CEO, and CFO


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