UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
 
 FORM
10-Q
 
 (Mark
One)
 
 [ X
      ]
              Quarterly
      report under Section 13 or 15(d) of the Securities Exchange Act of
      1934
 
 For
      the quarterly period ended June 30,
2009
 
 [    ]
              Transition
      report under Section 13 or 15(d) of the Securities Exchange Act of
      1934
 
 For
      the transition period from ______________ to
    _______________
 
 Commission
file number 033-15528
 
 MONUMENT RESOURCES,
INC.
 (Exact
name of Registrant as Specified in its charter)
  Colorado
                    84-1028449(State
      or other jurisdiction of
                    (I.R.S.
      Employer Identification No.)incorporation
      or organization)




2050 South Oneida
      Street, Suite 106, Denver, Colorado
80224
 (Address
      of principal executive offices, including zip
  code)
 
 
 (303)
692-9468
 (Registrant’s
telephone number, including area code)
 
 Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
past 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days.
 Yes  X                      No
______
 
 Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding
12 months (or for such shorter period that the registrant was required to submit
and post such files).
 Yes  ___                      No
__X___
 
 Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.  See the definitions of “large accelerated filer”,
“accelerated filer and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.
 
 Large
      accelerated filer [    ]
              Accelerated
      filer [    ]Non-accelerated
      filer   [    ](Do not check if a smaller reporting company)
              Smaller
      reporting company [ X
      ]
 
 Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).
 Yes  ___                      No
__X___
 State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of the latest practicable date: 7,869,000 shares of common stock were
outstanding at August 12, 2009.







MONUMENT
RESOURCES, INC. AND SUBSIDIARY
 INDEX




Page
      NumberPART
      I.
                  FINANCIAL
      INFORMATIONItem
      1.
                  Condensed
      Consolidated Balance Sheets as of  June
      30, 2009 and September 30, 2008
                  2Condensed
      Consolidated Statements of Operations for the
      Three Months and Nine Months endedJune
      30, 2009 and 2008
                  4Condensed
      Consolidated Statements of Cash Flows for the Nine
      Months ended June 30, 2009 and 2008
                  5Notes
      to Condensed Consolidated Financial Statements
                  6Item
      2.
                  Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                  13Item
      3.
                  Quantitative
      and Qualitative Disclosures about Market Risk.
                  17Item
      4.
                  Controls
      and Procedures
                  17PART
      II.
                  OTHER
      INFORMATION
                  18Item
      1.
                  Legal
      Proceedings
                  18Item
      1A.
                  Risk
      Factors
                  18Item
      2.
                  Unregistered
      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
                  18Signatures
                  19Exhibit
      Index
                  20
 
 - 1 -
 
 Item 1.
Financial Statements.
 
 
 MONUMENT
RESOURCES, INC. AND SUBSIDIARY
 CONDENSED
CONSOLIDATED BALANCE SHEETS
 
 June
      30,
                                                                  
                                                                  
                                                                  September
      30,2009
                                                                  
                                                                  
                                                                  2008(Unaudited)ASSETSCurrent
      assetsCash
      and cash equivalents
                                                                  
                                                                  $
                                                                  10,629
                                                                  
                                                                  
                                                                  $
                                                                  204,613Marketable
      securities available-for-sale
                                                                  
                                                                  
                                                                  494,719
                                                                  
                                                                  
                                                                  
                                                                  666,949Accounts
      receivable
                                                                  
                                                                  
                                                                  21,127
                                                                  
                                                                  
                                                                  
                                                                  45,471Prepaid
      expenses and other assets
                                                                  
                                                                  
                                                                  1,787
                                                                  
                                                                  
                                                                  
                                                                  4,829Total
      current assets
                                                                  
                                                                  
                                                                  528,262
                                                                  
                                                                  
                                                                  
                                                                  921,862Proved
      and unproved oil and gas properties, successful
      efforts method net of accumulated depletion
                                                                  
                                                                  
                                                                  273,279
                                                                  
                                                                  
                                                                  
                                                                  667,150Property
      and equipment:Gas
      pipeline, net ofaccumulated
      depreciation
                                                                  
                                                                  
                                                                  -
                                                                  
                                                                  
                                                                  
                                                                  182,105Property
      and equipment, net ofaccumulated
      depreciation
                                                                  
                                                                  
                                                                  436,391
                                                                  
                                                                  
                                                                  
                                                                  478,731Net
      property, equipment and pipeline
                                                                  
                                                                  
                                                                  436,391
                                                                  
                                                                  
                                                                  
                                                                  660,836Total
      assets
                                                                  
                                                                  $
                                                                  1,237,932
                                                                  
                                                                  
                                                                  $
                                                                  2,249,848
  See Notes
to Condensed Consolidated Financial Statements.
 
 -
2 -
 
 
 MONUMENT
RESOURCES, INC. AND SUBSIDIARY
 CONDENSED
CONSOLIDATED BALANCE SHEETS (CONTINUED)
 
 
 June
      30,
                                                        
                                                        
                                                        September
      30,2009
                                                        
                                                        
                                                        2008LIABILITIES
      AND STOCKHOLDERS’ EQUITY
                                                        
                                                        (Unaudited)Current
      liabilitiesAccounts payable and accrued expenses
                                                        
                                                        $
                                                        25,137
                                                        
                                                        
                                                        $
                                                        64,145Asset
      retirement obligation
                                                        
                                                        
                                                        108,066
                                                        
                                                        
                                                        
                                                        103,343Total
      liabilities
                                                        
                                                        
                                                        133,203
                                                        
                                                        
                                                        
                                                        167,488Stockholders’
      equity:Preferred
      Stock, no par value, authorized1,000,000 shares;
      none issued
                                                        
                                                        
                                                        -
                                                        
                                                        
                                                        
                                                        -Common
      Stock, no par value, authorized500,000,000;
      7,869,000 and 7,719,000issued and
      outstanding at June 30, 2009and September 30,
      2008 respectively
                                                        
                                                        
                                                        3,975,589
                                                        
                                                        
                                                        
                                                        3,938,149Accumulated
      (deficit)
                                                        
                                                        
                                                        (2,865,579
                                                        )
                                                        
                                                        
                                                        (1,847,801
                                                        )Unrealized
      gain (loss) on investment in securities
                                                        
                                                        
                                                        (5,281
                                                        )
                                                        
                                                        
                                                        (7,988
                                                        )Total
      stockholders’ equity
                                                        
                                                        
                                                        1,104,729
                                                        
                                                        
                                                        
                                                        2,082,360Total
      liabilities and stockholders’ equity
                                                        
                                                        $
                                                        1,237,932
                                                        
                                                        
                                                        $
                                                        2,249,848
 
 See Notes
to Condensed Consolidated Financial Statements.
 
 -
3 -
 
 MONUMENT
RESOURCES, INC. AND SUBSIDIARY
 CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
 (UNAUDITED)
 
 
 Three
      Months
                                                  
                                                  
                                                  Nine
      MonthsEnded
      June30,
                                                  
                                                  
                                                  Ended
      June 30,2009
                                                  
                                                  
                                                  2008
                                                  
                                                  
                                                  2009
                                                  
                                                  
                                                  2008RevenueOil
      and gas sales
                                                  
                                                  $
                                                  19,936
                                                  
                                                  
                                                  $
                                                  110,346
                                                  
                                                  
                                                  $
                                                  84,119
                                                  
                                                  
                                                  $
                                                  221,511Pipeline
      income
                                                  
                                                  
                                                  21,846
                                                  
                                                  
                                                  
                                                  24,272
                                                  
                                                  
                                                  
                                                  72,074
                                                  
                                                  
                                                  
                                                  58,993Total
      revenue
                                                  
                                                  
                                                  41,782
                                                  
                                                  
                                                  
                                                  134,618
                                                  
                                                  
                                                  
                                                  156,193
                                                  
                                                  
                                                  
                                                  280,504ExpensesOil and gas operating expense
                                                  
                                                  
                                                  25,788
                                                  
                                                  
                                                  
                                                  16,673
                                                  
                                                  
                                                  
                                                  73,457
                                                  
                                                  
                                                  
                                                  42,676Pipeline operating expense
                                                  
                                                  
                                                  39,744
                                                  
                                                  
                                                  
                                                  42,676
                                                  
                                                  
                                                  
                                                  134,441
                                                  
                                                  
                                                  
                                                  116,958Impairment of oil and gas andpipeline assets
                                                  
                                                  
                                                  -
                                                  
                                                  
                                                  
                                                  -
                                                  
                                                  
                                                  
                                                  699,688
                                                  
                                                  
                                                  
                                                  -General and administrative
                                                  
                                                  
                                                  65,902
                                                  
                                                  
                                                  
                                                  78,055
                                                  
                                                  
                                                  
                                                  217,290
                                                  
                                                  
                                                  
                                                  191,618Depletion, depreciation and amortization
                                                  
                                                  
                                                  23,201
                                                  
                                                  
                                                  
                                                  34,177
                                                  
                                                  
                                                  
                                                  65,638
                                                  
                                                  
                                                  
                                                  82,463Total
      operating expenses
                                                  
                                                  
                                                  154,635
                                                  
                                                  
                                                  
                                                  171,581
                                                  
                                                  
                                                  
                                                  1,190,514
                                                  
                                                  
                                                  
                                                  433,715Net
      income (loss) from operations
                                                  
                                                  
                                                  (112,853
                                                  )
                                                  
                                                  
                                                  (36,963
                                                  )
                                                  
                                                  
                                                  (1,034,321
                                                  )
                                                  
                                                  
                                                  (153,211
                                                  )Other
      income and (expense)Gain on sale of securities-
                                                  
                                                  
                                                  -
                                                  
                                                  
                                                  
                                                  -
                                                  
                                                  
                                                  
                                                  63
                                                  
                                                  
                                                  
                                                  -Interest income and other
                                                  
                                                  
                                                  4,226
                                                  
                                                  
                                                  
                                                  7,530
                                                  
                                                  
                                                  
                                                  16,480
                                                  
                                                  
                                                  
                                                  21,549Net
      income (loss)
                                                  
                                                  $
                                                  (108,627
                                                  )
                                                  
                                                  $
                                                  (29,433
                                                  )
                                                  
                                                  $
                                                  $(1,017,778
                                                  )
                                                  
                                                  
                                                  (131,662
                                                  )Basic
      and diluted (loss) income per common share
                                                  
                                                  $
                                                  (.01
                                                  )
                                                  
                                                  $
                                                  (.00
                                                  )
                                                  
                                                  $
                                                  (.13
                                                  )
                                                  
                                                  $
                                                  (.02
                                                  )Basic
      and dilutive weighted average number ofshares
      outstanding
                                                  
                                                  
                                                  7,869,000
                                                  
                                                  
                                                  
                                                  7,719,000
                                                  
                                                  
                                                  
                                                  7,768,451
                                                  
                                                  
                                                  
                                                  6,352,577
 
 See Notes
to Condensed Consolidated Financial Statements.
 
 -
4 -
 
 MONUMENT
RESOURCES, INC. AND SUBSIDIARY
 CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
 (UNAUDITED)
  Nine Months Ended June 30,2009
                                                                                                  
                                                                                                  
                                                                                                  2008Cash
      flows from operating activities:Net
      loss
                                                                                                  
                                                                                                  $
                                                                                                  (1,017,778
                                                                                                  )
                                                                                                  
                                                                                                  $
                                                                                                  (131,662
                                                                                                  )Adjustment
      to reconcile net loss to net cashused
      in operating activities:Depreciation,
      depletion and amortization
                                                                                                  
                                                                                                  
                                                                                                  65,638
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  82,463Impairment of
      oil and gas and pipeline assets
                                                                                                  
                                                                                                  
                                                                                                  699,688
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  -Stock
      compensation
                                                                                                  
                                                                                                  
                                                                                                  7,440
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  -Changes
      in operating assets and liabilities:Decrease in
      prepaid expensesand
      other assets
                                                                                                  
                                                                                                  
                                                                                                  3,042
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  16,466Decrease
      (increase) in accounts andother
      receivables
                                                                                                  
                                                                                                  
                                                                                                  24,344
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  (21,368
                                                                                                  )(Decrease) in
      accounts payableand
      accrued expenses
                                                                                                  
                                                                                                  
                                                                                                  (39,008
                                                                                                  )
                                                                                                  
                                                                                                  
                                                                                                  (2,173
                                                                                                  )Net
      cash flows (used in) operations
                                                                                                  
                                                                                                  
                                                                                                  (256,634
                                                                                                  )
                                                                                                  
                                                                                                  
                                                                                                  (56,274
                                                                                                  )Cash
      flows from investing activities:Proceeds
      from sales of marketable securities
                                                                                                  
                                                                                                  
                                                                                                  674,937
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  199,999Purchase
      marketable securities
                                                                                                  
                                                                                                  
                                                                                                  (500,000
                                                                                                  )
                                                                                                  
                                                                                                  
                                                                                                  (500,000
                                                                                                  )Additions
      to oil and gas properties
                                                                                                  
                                                                                                  
                                                                                                  (78,677
                                                                                                  )
                                                                                                  
                                                                                                  
                                                                                                  (23,547
                                                                                                  )Additions
      to equipment
                                                                                                  
                                                                                                  
                                                                                                  (33,610
                                                                                                  )
                                                                                                  
                                                                                                  
                                                                                                  (180,842
                                                                                                  )Net
      cash flows provided by investing activities
                                                                                                  
                                                                                                  
                                                                                                  62,650
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  (504,390
                                                                                                  )Cash
      flows from financing activities:Proceeds
      from sale of common stock in privateplacement
      memorandum
                                                                                                  
                                                                                                  
                                                                                                  -
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  600,000Net
      cash flow provided by financing activities
                                                                                                  
                                                                                                  
                                                                                                  -
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  600,000Net
      (decrease) increase  in cash and cash
equivalents
                                                                                                  
                                                                                                  
                                                                                                  (193,984
                                                                                                  )
                                                                                                  
                                                                                                  
                                                                                                  39,336Cash
      and cash equivalents at beginning of period
                                                                                                  
                                                                                                  
                                                                                                  204,613
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  213,808Cash
      and cash equivalents at end of period
                                                                                                  
                                                                                                  $
                                                                                                  10,629
                                                                                                  
                                                                                                  
                                                                                                  $
                                                                                                  253,144Schedule of Non-cash Investing
      ActivitiesStock
      issued for purchase of royalty interest
                                                                                                  
                                                                                                  $
                                                                                                  30,000
                                                                                                  
                                                                                                  
                                                                                                  $
                                                                                                  -Decrease
      in unrealized losson
      securities available for sale
                                                                                                  
                                                                                                  
                                                                                                  2,707
                                                                                                  
                                                                                                  
                                                                                                  
                                                                                                  1,782Total
      non-cash investing activities
                                                                                                  
                                                                                                  $
                                                                                                  32,707
                                                                                                  
                                                                                                  
                                                                                                  $
                                                                                                  1,782
  See Notes
to Condensed Consolidated Financial Statements
 
 -
5 -
 
 MONUMENT
RESOURCES, INC. AND SUBSIDIARY
  NOTES
TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
  
 NOTE
1 -- ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 THE
COMPANY
 
 Monument Resources, Inc, (the
“Company”) was organized under the laws of the State of Colorado on October 1,
1984.  We are in the business of acquiring and brokering mineral and
oil and gas properties and exploring, developing, and selling production from
our oil and gas properties.  Our oil and gas properties are in
Leavenworth County, Kansas.  We also operate a gas pipeline in
conjunction with our Leavenworth gas wells.
 
 We have a substantial investment in oil
and gas properties.  We may not have sufficient capital to fully
develop some of our gas properties, which would require additional
investment.  We have in the past relied on joint venture partners and
the private placement of common stock to supply most of the funds needed to
explore or develop our properties, and may also rely on such partners for
similar funding in the future.  Our ability to obtain outside funding
may be critical to our development efforts of some of our
properties.
 
 On August 12, 2009, we obtained
approval from our shareholders to attempt to sell our Kansas properties and
pipeline.  See Part II, Item 4 hereof for further
information.
 
 BASIS
OF PRESENTATION
 
 The
accompanying condensed consolidated financial statements are
unaudited.  However, in the opinion of management, the accompanying
condensed consolidated financial statements reflect all adjustments are
necessary for fair presentation.  Interim results of operations are
not necessarily indicative of results for subsequent interim periods or the
remainder of the year.  These financial statements should be read in
conjunction with our Annual Report on Form 10-K for the year ended September 30,
2008.
 
 Except
for the historical information contained in this Form 10-Q, this Report contains
forward-looking statements that involve risks and uncertainties.  Our
actual results could differ materially from those discussed in this
Report.  Factors that could cause or contribute to such differences
include, but are not limited to, those discussed in this Report and in our
Annual Report on Form 10-K for the year ended September 30, 2008.
 
 CONSOLIDATION
 
 The accompanying condensed consolidated
financial statements include the accounts of our Company, and our wholly owned
Kansas subsidiary, COG Transmission Corporation.  All inter-company
transactions and balances have been eliminated in consolidation.
 
 REVENUE
RECOGNITION
 
 Sales of
oil and gas production and pipeline income are recognized at the time of
delivery of the product to the purchaser.
 
 -
6 -
 
 EARNINGS
PER SHARE
 
 We have
adopted Statement of Financial Accounting Standards (“SFAS”) No. 128, addressing
earnings per share.  SFAS No. 128 established the methodology of
calculating basic earnings per share and diluted earnings per
share.  The calculations differ by adding any instruments convertible
to common stock (such as stock options, warrants, and convertible preferred
stock) to weighted average shares outstanding when computing diluted earnings
per share.  As of June 30, 2009 all warrants outstanding were excluded
from earnings per share as their effects would be anti-dilutive.
 
 OIL
AND GAS PROPERTIES
 
 We follow the successful efforts method
of accounting for our oil and gas activities.  Under this method,
costs associated with the acquisition, drilling and equipping of successful
exploratory and development wells are capitalized.  Geological and
geophysical costs, delay rentals and drilling costs of unsuccessful exploratory
wells are charged to expense as incurred.  Depletion and depreciation
of the capitalized costs for producing oil and gas properties are provided by
the unit-of-production method based on proved oil and gas
reserves.  Cash received for partial conveyances of property interests
is treated as a recovery of cost and no gain or loss is recognized. Undeveloped
and unproved properties are periodically assessed for possible impairment due to
un-recoverability of costs invested. Developed and proved properties are
assessed quarterly under the accounting rules of SFAS No. 144, “Accounting for
the Impairment and Disposal of Long-Lived Assets”. This impairment is a non-cash
charge to earnings. If required, it reduces earnings and impacts shareholders’
equity in the period of occurrence and results in lower depreciation and
depletion in future periods. The impairment may not be reversed in future
periods, even though higher oil and gas prices may subsequently increase the
recoverability of costs invested. As of March 31, 2009 natural gas prices were
significantly lower than at previous measurement dates. As a result, we recorded
an impairment of oil and gas and pipeline segments of $699,688 which is
reflected in the nine month period ending June 30, 2009 as compared to no
impairment expense during the same period ended June 30, 2008.
 
 Given the current market for natural
gas, it is conceivable that if natural gas prices continue to stay at these low
levels, it will be necessary to recognize further impairment expenses during
future reporting periods as required by SFAS No. 144. We will continue to
evaluate our oil and gas properties for such impairment on a quarterly
basis.  No further impairment was deemed necessary for the three month
period ended June 30, 2009.
 
 INVESTMENT
IN SECURITIES
 
 We follow
SFAS No. 115, “Accounting for Certain Investments in Debt and Equity
Securities,” in accounting for our security investments.  In
accordance with SFAS No. 115, our investment in securities has been classified
as available-for-sale because they are being held for an indefinite period of
time.  Under the available-for-sale classification, the securities are
recorded as an asset at current market value on the balance sheet with an equal
amount representing unrealized gains and losses recorded as a component of
stockholders’ equity.  The current market value is derived from market
quotations as of the end of each quarter.  At the time of sale, a gain
or loss is recognized in the statement of operations using the cost basis of
securities sold as determined by specific identification.
 
 -
7 -
 
 FAIR
VALUE OF FINANCIAL INSTRUMENTS
 
 Our
financial instruments consist of cash and cash equivalents, accounts receivable
and accounts payable. The fair market value of these financial instruments
approximates or is equal to the book value.
 
 In
the first quarter of fiscal year 2009, we adopted Statement of Financial
Accounting Standard (SFAS) No. 157, “Fair Value Measurement” (SFAS No. 157) as
amended by FASB Statement of Position (FSP) FAS 157-1 and FSP FAS 157-3. SFAS
No. 157 defines fair value, establishes a framework for measuring fair value,
and enhances fair value measurement disclosure. FSP FAS 157-3 delays, until the
first quarter of fiscal year 2010, the effective date for SFAS 157 for all
non-financial assets and non-financial liabilities, except those that are
recognized or disclosed at fair value in the financial statements on a recurring
basis (at least annually).
 
 The
following table provides information regarding the source of data used by us to
develop fair value measurements:
 
 Description
                      
                      June
      30, 2009
                      
                      
                      Quoted
      Prices
                        in
      Active
                        Markets
                        for
      Identical
                        Assets
                        (Level
      1)
                      
                      Significant
                        other
                        Observable
                        Inputs
                        
                        (Level
      2)
                      Significant
                        Unobservable
                        Inputs
                        
                        (Level
      3)Trading
      Securities
                      
                      $
                      494,719
                      
                      
                      $
                      494,719Total
                      
                      $
                      494,719
                      
                      
                      $
                      494,719
 
 COMPREHENSIVE
INCOME
 
 We have
adopted SFAS No. 130, “Reporting Comprehensive Income”, which establishes
standards for reporting comprehensive income. This pronouncement requires that
all items recognized under accounting standards as components of comprehensive
income, as defined in the pronouncement, be reported in a financial statement
that is displayed with the same prominence as other financial statements.
Comprehensive income includes changes in equity during a period, except those
resulting from investments by owners and distributions to owners. Under
comprehensive income, we report unrealized gains and losses on investments in
debt and equity securities as changes in equity.(See Note
6.)
 
 ASSET
RETIREMENT OBLIGATIONS
 
 We have adopted SFAS No. 143,
“Accounting for Asset Retirement Obligations”.  SFAS No. 143 addresses
financial accounting and reporting for obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement
costs under SFAS 143 are reflected in the accompanying balance
sheets.
 
 -
8 -
 
 RECENT
ACCOUNTING PRONOUNCEMENTS
 
 On May
28, 2009 the Financial Accounting Standards Board (FASB) announced the issuance
of FASB Statement No. 165,
Subsequent Events (SFAS 165). The Statement should not result in
significant changes in the subsequent events that an entity reports, rather
specifies certain disclosure requirements related to the period of time in which
an entity evaluates subsequent events. As such, SFAS 165 introduces the concept
of financial statements being available to be issued. Financial statements are
considered available to be issued when they are complete in a form and format
that complies with generally accepted accounting principles (GAAP) and all
approvals necessary for issuance have been obtained. SFAS 165 is effective for
interim or annual financial periods ending after June 15, 2009, with prospective
application.  We anticipate SFAS No. 165 will not have a material
impact on our financial statements.
 
 In
June 2009, the FASB issued SFAS No. 166, Accounting for Transfers of
Financial Assets, an amendment to SFAS No. 140 (SFAS 166). SFAS 166
eliminates the concept of a “qualifying special-purpose entity,” changes the
requirements for derecognizing financial assets, and requires additional
disclosures in order to enhance information reported to users of financial
statements by providing greater transparency about transfers of financial
assets, including securitization transactions, and an entity’s continuing
involvement in and exposure to the risks related to transferred financial
assets. SFAS 166 is effective for fiscal years beginning after November 15,
2009.  The Company will adopt SFAS 166 in fiscal 2010 and is evaluating the
impact it will have on the consolidated results of the Company.  We
anticipate SFAS No. 166 will not have a material impact on our financial
statements.
 
  In June
2009, the FASB issued SFAS No. 167, Amendments to FASB Interpretation
No. 46(R) (SFAS 167).The amendments include: (1) the elimination of the exemption for
qualifying special purpose entities, (2) a new approach for determining who
should consolidate a variable-interest entity, and (3) changes to when it is
necessary to reassess who should consolidate a variable-interest entity. SFAS
167 is effective for the first annual reporting period beginning after November
15, 2009 and for interim periods within that first annual reporting period. The
Company will adopt SFAS 167 in fiscal 2010 and is evaluating the impact it will
have on the consolidated results of the Company.
  In June
2009, the FASB issued SFAS No. 168, The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting
Principles (SFAS 168). SFAS 168 replaces FASB Statement No. 162,
The Hierarchy of Generally
Accepted Accounting Principles, and establishes the FASB Accounting
Standards Codification TM (the
Codification) as the source of authoritative accounting principles recognized by
the FASB to be applied by nongovernmental entities in the preparation of
financial statements in conformity with generally accepted accounting principles
(GAAP). SFAS 168 is effective for interim and annual periods ending after
September 15, 2009. The Company will begin to use the new Codification when
referring to GAAP in its annual report on Form 10-K for the fiscal year ending
January 3, 2010. This will not have an impact on the consolidated results
of the Company.
 
 -
9 -
 
 NOTE
2 -- ESTIMATES AND RISKS
 
 The oil and gas industry is subject, by
its nature, to environmental hazards and cleanup costs for which we carry
liability insurance.  At this time, we know of no substantial costs
from environmental accidents or events for which we may be currently
liable.  In addition, our oil and gas business makes us vulnerable to
changes in wellhead prices of crude oil and natural gas.  Such prices
have been volatile in the past and can be expected to be volatile in the
future.  By definition, proved reserves are based on current oil and
gas prices. Price declines reduce the estimated proved reserves and increase
annual amortization expense (which is based on proved reserves).
 
 In evaluating our business, readers of
this report should carefully consider the following factors in addition to the
other information presented in this report and in our other reports filed with
the SEC that advise interested parties of the risks and factors that may affect
our business.  As noted elsewhere herein, the future conduct of our
business and discussions of possible future activities is dependent upon a
number of factors, and there can be no assurance that we will be able to conduct
our operations as contemplated herein.  These risks include, but are
not limited to:
 
 §
              The
      development and production of oil and gas enterprises is fraught with high
      risk, including the risk of fluctuating prices for oil and natural
      gas.  Our revenues from low gas prices may not be sufficient to
      meet our overhead and operating expenses.§
              The
      fact that we are reliant on a single gas purchaser under an agreement that
      requires us to maintain certain quality standards.§
              The
      possibility that our gas transmission facilities and equipment may
      experience mechanical difficulties and breakdowns substantially curtailing
      our gas deliverability.§
              Severe
      weather conditions are typical in our area of operations and may cause
      interruptions of our ability to produce and/or deliver gas to our
      purchaser.§
              Our
      limited financial resources may impede our ability to maintain gas
      deliveries at current levels and our ability to increase such
      levels.§
              The
      possibility that the described operations, reserves, or development,
      re-completion or production activities will not be completed, continued or
      realized on economic terms, if at all.§
              Not
      developing adequate reserves despite expending large sums of
      money.§
              Test
      results and reserve estimates may not be accurate.§
              The
      possibility that the estimates on which we are relying are inaccurate and
      that unknown or unexpected future events may occur that will tend to
      reduce our ability to operate successfully, if at all.§
              Although
      we currently do not have active operations in the mining segment, mining
      exploration and mining have inherent risks including the environment, low
      prices for commodities, competition from better financed companies and the
      risk of failure in either exploration or mining.  There is no
      assurance we will be able to compete successfully in the exploration and
      mining business should that course of action be
  undertaken.
 
 See our Annual Report on Form 10-K for
the fiscal year ended September 30, 2008 for additional risk
factors.
 
 NOTE
3 -- SEGMENT INFORMATION
 
 We operate in two industry segments
within the United States: (1) oil and gas exploration and development, and (2) a
gas transmission pipeline.
 
 -
10 -
 
 Identified assets by industry are those
assets that are used in our operations in each industry.  Corporate
assets are principally cash, investment securities, furniture, and
fixtures.
 
 We have adopted SFAS No. 131, which
requires the presentation of descriptive information about reportable segments
which is consistent with that made available to us in order to assess
performance.
 
 Our oil and gas segment derives its
revenues from the sale of oil and gas.   Corporate income is
primarily derived from interest income on our funds held in money market
accounts and the sale of government backed bonds.  Our pipeline
segment derives revenue from the sale, transportation and compression of our gas
in Leavenworth County, Kansas.
 
 During the nine months ended June 30,
2009 and 2008, we had no inter-segment revenues.  The accounting
policies applied by each segment are the same as those we use in
general.
 
 Net sales to one customer of our oil
and gas segment totaled $156,193, or 100% of our revenues for the nine months
ended June 30, 2009 as compared to $203,231, or 92% for nine months ended June
30, 2008.
 
 There have been no differences from our
last Annual Report on Form 10-K in the bases of measuring segment profit or
loss.  Oil and gas and pipeline segments were impaired, under the
accounting rules of SFAS No. 144, $498,124 and $201,564 respectively for a total
impairment expense of $699,688.
 
 Segment
information for the nine months ended June 30, 2009 and 2008 is as
follows:
 Oil and Gas
                                                                
                                                                
                                                                Pipeline
                                                                
                                                                
                                                                Corporate
                                                                
                                                                
                                                                ConsolidatedRevenues2009
                                                                
                                                                $
                                                                84,119
                                                                
                                                                
                                                                $
                                                                72,074
                                                                
                                                                
                                                                $
                                                                16,543
                                                                
                                                                
                                                                $
                                                                172,7362008
                                                                
                                                                
                                                                221,511
                                                                
                                                                
                                                                
                                                                58,993
                                                                
                                                                
                                                                
                                                                21,549
                                                                
                                                                
                                                                
                                                                302,053Net
      Income (Loss)2009
                                                                
                                                                $
                                                                (526,204
                                                                )
                                                                
                                                                $
                                                                (288,096
                                                                )
                                                                
                                                                $
                                                                (203,478
                                                                )
                                                                
                                                                $
                                                                (1,017,778
                                                                )2008
                                                                
                                                                
                                                                141,892
                                                                
                                                                
                                                                
                                                                (102,461
                                                                )
                                                                
                                                                
                                                                (171,093
                                                                )
                                                                
                                                                
                                                                (131,662
                                                                )Depreciation,
      Depletionand
      Valuation Chargedto
      Identifiable Assets2009
                                                                
                                                                $
                                                                38,742
                                                                
                                                                
                                                                $
                                                                24,165
                                                                
                                                                
                                                                $
                                                                2,731
                                                                
                                                                
                                                                $
                                                                65,6382008
                                                                
                                                                
                                                                36,943
                                                                
                                                                
                                                                
                                                                44,496
                                                                
                                                                
                                                                
                                                                1,024
                                                                
                                                                
                                                                
                                                                82,463Capital
      Expenditures2009
                                                                
                                                                $
                                                                78,677
                                                                
                                                                
                                                                $
                                                                32,656
                                                                
                                                                
                                                                $
                                                                954
                                                                
                                                                
                                                                $
                                                                112,2872008
                                                                
                                                                
                                                                23,547
                                                                
                                                                
                                                                
                                                                180,843
                                                                
                                                                
                                                                
                                                                -
                                                                
                                                                
                                                                
                                                                204,390Segment
      information as of June 30, 2009 compared to September 30, 2008 is as
      follows.Identifiable
      AssetsJune
      30, 2009
                                                                
                                                                $
                                                                516,498
                                                                
                                                                
                                                                $
                                                                199,672
                                                                
                                                                
                                                                $
                                                                521,762
                                                                
                                                                
                                                                $
                                                                1,237,932September
      30, 2008
                                                                
                                                                
                                                                929,147
                                                                
                                                                
                                                                
                                                                435,162
                                                                
                                                                
                                                                
                                                                885,539
                                                                
                                                                
                                                                
                                                                2,249,848
 -
11 -
 
 NOTE
4 -- OIL AND GAS ACTIVITIES
 
 KANSAS
GAS PROJECT -- LEAVENWORTH COUNTY, KANSAS
 
 During the quarter ended June 30, 2009,
we started the conversion of an existing gas well into a water disposal
well.  This required us to drill approximately 350 feet deeper into
the disposal zone.  This conversion should enable us to dispose of
additional water in the area and thus allow us to recomplete additional gas
wells in a new productive zone.  The disposal well was completed in
early July, 2009 and we plan to recomplete from 2 – 4 gas wells in the disposal
well area as soon as practical.
 
 NOTE
5 – SHAREHOLDERS’ EQUITY
 
 Under a
Unit Purchase Agreement dated March 5, 2008, we sold 2,400,000 Units, each Unit
consisting of one share of common stock and one common stock purchase warrant,
at $0.25 per Unit, for a total of $600,000 in proceeds, including 400,000 Units
to one of our officers (see Item 2. “Liquidity and Capital Resources page 12).
Each warrant entitles the holder to purchase one share of common stock at an
exercise price of $0.40 per share through March 4, 2010.  The shares
of common stock and the shares underlying the warrants contain certain
registration rights.
 
 As of January 1, 2009 we acquired a
2.5% overriding royalty interest in some of our Kansas gas properties from our
consulting engineer who earned the interests under our 2001 agreement with
him.  In consideration for the interests, we paid $5,000 cash and
issued 150,000 shares of our restricted common stock.  No underwriters
or sales agents were involved.  The shares bear a restrictive legend
against resale and the restriction is so noted in our transfer
records.  We relied on Section 4(2) under the Securities Act of 1933
as providing an exemption from the registration requirements of that Act since
the issuance was made in an isolated transaction not involving a public
offering.
 
 NOTE
6 -- COMPREHENSIVE INCOME (LOSS)
 
 Comprehensive income is the total of
net income and all other non-owner changes in equity.  Comprehensive
income includes our net income and the change in unrealized gain (loss) on
available for sale investments.  We report the unrealized gain on the
investment in securities in our Condensed Consolidated Balance
Sheets.  The table below details the changes during the six months
ended June 30, 2009 and 2008, in our Accumulated Other Comprehensive Income
balance and the components of our comprehensive income.
 
 Nine months ended June 30,
2009
  Accumulated
      other comprehensive loss at September 30, 2008
                  
                  $
                  (7,988
                  )Change
      in unrealized loss on securities held for sale
                  
                  
                  2,707Accumulated
      other comprehensive income at June 30, 2009
                  
                  $
                  (5,281
                  )
  Nine months ended June 30,
2008
  Accumulated
      other comprehensive loss at September 30, 2007
                      
                      $
                      (6,109
                      )Change
      in unrealized loss on securities held for sale
                      
                      
                      1,782Accumulated
      other comprehensive loss at June 30, 2008
                      
                      $
                      (4,327
                      )
 
 
 -
12 -
 
 NOTE
7 – SUBSEQUENT EVENTS
 
 On August 12, 2009 we held a Special
Meeting of Shareholders and obtained approval from our shareholders to attempt
to sell our Kansas properties and pipeline.  See Part II, Item 4
hereof for further information.
 
 We have evaluated subsequent events
through August 12, 2009, the date which the financial statements were
issued.
  
 Item 2.MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
 
 LIQUIDITY
AND CAPITAL RESOURCES
 
 At June 30, 2009, our current assets
were $528,262 and current liabilities were $133,203 and we had working capital
of $395,059 compared to current assets of $921,862 and current liabilities of
$167,488 and working capital of $754,374 at September 30, 2008. Our working
capital decreased $359,315, or about 48%.  This decrease in working
capital is due to the capital invested in property and equipment of
approximately $112,000 and our net operating loss of approximately
$248,000.  This amount does not take into consideration the non-cash
items of depletion and depreciation of $65,638 and impairment expense of
$699,688.
 
 Effective March 5, 2008, we sold
2,000,000 unregistered common shares of stock to an unaffiliated party and
400,000 shares of common stock to our president.  The price was $0.25
per share, which included warrants to buy an additional unregistered common
share of stock for each share purchased.  The warrant exercise price
is $0.40 per share and exercisable over two years.  The total funds we
received for the sale was $600,000.  We are using these funds to
re-complete some of our existing gas wells in Leavenworth County, Kansas and
acquire additional gas wells and oil and gas leases in the Leavenworth County
area if the opportunity arises.  Refer to our report on Form 8-K which
was filed with the Securities and Exchange Commission on March 6,
2008.
 
 At the present time, our primary source
of cash for operations and exploration is our current working capital, cash that
can be raised by selling our investment in U.S. government sovereign agency
securities and other corporate bonds and funds derived from our oil and gas
operations. We expect that we will be spending our current working capital to
support operations for the remainder of this fiscal year as natural gas prices
are forecasted to remain relatively low. We have in the past, and plan in the
future, to rely on joint venture partners or equity funding to supply some of
the funds needed to evaluate and develop our properties.  Any
inability we may have to raise additional capital through a stock offering, to
liquidate our securities holdings or obtain third party funding may limit
development of most of our properties.
 
 On August 12, 2009, we obtained
approval from our shareholders to attempt to sell our Kansas properties and
pipeline.  See Part II, Item 4 hereof for further
information.
 
 -
13 -
 
 RESULTS
OF OPERATIONS
 
 Three
Months Ended June 30, 2009 vs. 2008
 
 Gas production increased from 15,629
MCF for the three month period ending June 30, 2008 to 18,163 MCF for the three
month period ending June 30, 2009.  This increase of 2,534 MCF was a
result of our workover program.  The price received for our natural
gas decreased from an average of $8.85 per MCF for the three months June 30,
2008 to an average of $2.48 per MCF for the three months ended June 30, 2009, a
72% decrease.  Oil and gas sales decreased 82%, or $90,410, from
$110,346 to $19,936 for the three months ended June 30, 2008 and 2009,
respectively.  This decrease is due to the substantial decrease in the
price we received for our natural gas.  Pipeline sales were $21,846
for the three months ended June 30, 2009 and $24,272 for the three months ended
June 30, 2008, a decrease of $2,426, or 10%.
 
 Interest and other revenue decreased to
$4,226 for the three months ended June 30, 2009 from $7,530 for the three months
ended June 30, 2008. This decrease of $3,304 was due to the decrease in the
interest rates we are currently able to receive and the decrease in cash
invested in our bond investments.  Oil and gas operating costs
increased $9,115, or 55% from $16,673 to $25,788 when comparing the three months
ended June 30, 2008 to June 30, 2009.  This increase was primarily due
to additional repairs and maintenance and supplies related to well workovers in
progress.  Pipeline operating costs were $39,744 for the three months
ended June 30, 2009 and $42,676 for the three months ended June 30, 2008, a
decrease of $2,932, or 7% due to a decrease in supply expense incurred in the
three months ended June 30, 2009 from purchasing in large
quantities.
 
 General and administrative expenses
totaled $65,902 for the three months ended June 30, 2009, compared to $78,055
for the three-month period ended June 30, 2008.  This decrease of
$12,153, or 16%, in general and administrative costs was primarily due to a
decrease in legal and corporate report expenses associated with the private
placement offering incurred in the three months ended June 30,
2008.
 
 A net loss of $108,627 was recorded for
the three months ended June 30, 2009 as compared to a net loss of $29,433 for
the same period ended June 30, 2008.  This increased loss of $79,194
was largely the result of lower gas prices.
 
 Nine
Months Ended June 30, 2009 vs. 2008
 
 Gas
production increased from 38,882 MCF for the nine month period ending June 30,
2008 to 54,233 MCF for nine month period ending June 30, 2009.  This
increase of 15,351 MCF was a result of having full production in 2009 whereas
during first quarter 2008 we relocated our compressor causing a production
stoppage.  The price received for our natural gas decreased from an
average of $7.49 per MCF for the nine months ended June 30, 2008 to an average
of $3.14 per MCF for the nine months ended June 30, 2009, a 58%
decrease.  Oil and gas sales decreased 62%, or $137,392, from $221,511
to $84,119 for nine months ended June 30, 2008 and 2009,
respectively.  This decrease is due to the significantly lower average
price received for our natural gas sales.  Pipeline sales were $72,074
for the nine months ended June 30, 2009 and $58,993 for the nine months ended
June 30, 2008, an increase of $13,081, or 22%.  This increase was due
to the increased production for the nine months ended June 30, 2009 as described
above.
 
 -
14 -
 
 
 Interest and other revenue decreased to
$16,480 for the nine months ended June 30, 2009 from $21,549 for the nine months
ended June 30, 2008. This decrease of $5,069 was due to the decrease in the
interest rates we are currently receiving and the decrease in cash invested in
our bond investments.  Oil and gas operating costs increased $30,781,
or 72% from $42,676 to $73,457 when comparing the nine months ended June 30,
2008 to June 30, 2009.  This increase was primarily due to increased
production and increased maintenance and field personnel expenses. Pipeline
operating costs were $134,441 for the nine months ended June 30, 2009 and
$116,958 for the nine months ended June 30, 2008, an increase of $17,483, or 15%
as a result of increased operations, the addition of new field personnel and
increased repairs and supplies.
 
 General and administrative expenses
totaled $217,290 for the nine months ended June 30, 2009, compared to $191,618
for the nine month period ended June 30, 2008.  This increase of
$25,672, or 13%, in general and administrative costs was primarily due to
increased accounting fees of approximately $4,000, the addition of Vice
President of Operations’ salary and related employment taxes of approximately
$14,000 and increased consulting costs of $6,000 in the nine month period ended
June 30, 2009.
 
 A net loss of $1,017,778 was recorded
for the nine months ended June 30, 2009 as compared to a net loss of $131,662
for the same period ended June 30, 2008.  This increased loss of
$886,116 was primarily the result of recording approximately $700,000 in asset
impairment expense, decreased natural gas prices and greater expenses during the
nine months ended June 30, 2009 as described above.
  CONTRACTUAL
OBLIGATIONS
 
 We have no contractual obligations as
of June 30, 2009.
 
 We lease our corporate offices in Denver, Colorado on a month-to-month
basis.  Yearly payments under the lease are $12,456.
 
 CRITICAL
ACCOUNTING POLICIES AND ESTIMATES
 
 We believe the following critical
accounting policies affect our more significant judgments and estimates used in
the preparation of our Condensed Consolidated Financial Statements.
 
 Reserve
Estimates:
 
 Our estimates of oil and natural gas
reserves, by necessity, are projections based on geological and engineering
data, and there are uncertainties inherent in the interpretation of such data as
well as the projection of future rates of production and the timing of
development expenditures.  Reserve engineering is a subjective process
of estimating underground accumulations of oil and natural gas that are
difficult to measure.  The accuracy of any reserve estimate is a
function of the quality of available data, engineering and geological
interpretation and judgment.  Estimates of economically recoverable
oil and natural gas reserves and future net cash
flows necessarily depend upon a number of variable factors and assumptions, such
as historical production from the area compared with production from other
producing areas, the assumed effects of regulations by governmental agencies and
assumptions governing future oil and natural gas prices, future operating costs,
severance and excise taxes, development costs and workover and remedial costs,
all of which may in fact vary considerably from actual results.  For
these reasons, estimates of the economically recoverable quantities of oil and
natural gas attributable to any particular group of properties, classifications
of such reserves based on risk of recovery, and estimates of the future net cash
flows expected there from may vary substantially.  Any significant
variance in the assumptions could materially affect the estimated quantity and
value of the reserves, which could affect the carrying value of our oil and gas
properties and/or the rate of depletion of the oil and gas
properties.  Actual production, revenues and expenditures with respect
our reserves will likely vary from estimates, and such variances may be
material.
 
 -
15 -
 
 Many factors will affect actual
net cash flows, including:
 
 ·   the
amount and timing of actual production;
 ·   supply
and demand for natural gas;
 ·   curtailments
or increases in consumption by natural gas purchasers; and
 ·   changes
in governmental regulations or taxation.
 
 Oil and Gas
Properties:
 
 We follow the successful efforts method
of accounting for acquisition, exploration, development and production of its
oil and gas properties.  Under this method, all direct costs of
acquisition, exploration and development are capitalized with respect to
producing wells and non-producing development wells.  Direct costs
with respect to non-producing exploratory wells are charged to
operations.  Geological and geophysical costs and lease rentals are
expensed as incurred.  Costs to acquire interests in leases are
capitalized and are either transferred to producing properties when the
properties become productive or expensed when the interests are
surrendered.  Developed and proved properties are periodically
assessed under the accounting rules of Statement of Financial Accounting
Standards (“SFAS”) No. 144, “Accounting for the Impairment or Disposal of
Long-Lived Asset”.  Under SFAS No. 144, the Company evaluates
quarterly the carrying value of long-lived assets and long-lived assets to be
disposed of and certain identifiable intangibles related to those assets for
potential impairment. This impairment is a non-cash charge to earnings. If
required, it reduces earnings and impacts shareholders’ equity in the period of
occurrence and results in lower depreciation and depletion in future periods.
The impairment may not be reversed in future periods, even though higher oil and
gas prices may subsequently increase the recoverability of costs invested. As of
June 30, 2009 natural gas prices were significantly lower than at previous
measurement dates indicating that the carrying value of our assets might not be
recoverable from expected future cash flows and therefore under SFAS No. 144
should be adjusted to fair market value as determined by discounting the
expected cash flows by an interest rate commensurate with the risks involved
with those cash flows which we determined to be 10%. Accordingly, we recorded an
impairment of oil and gas and pipeline properties of $699,688 which is reflected
in the nine month period ending June 30, 2009 as compared to no impairment
expense during the same period ended June 30, 2008.
 
 Unproved oil and gas properties
represent undeveloped lease acreage held for development and are recorded at
cost.  An impairment allowance for unproved properties is determined
on a property-by-property basis under the accounting rules of SFAS No. 19,
“Financial Accounting and Reporting by Oil and Gas Producing
Companies”.
 
 -
16 -
 
 Item 3.QUANTITATIVE AND
QUALITATIVE DISCLOSURE ABOUT MARKET RISK
 
 As a crude oil and natural gas
producer, our revenue, cash flow from operations, other income and
profitability, reserve values, access to capital and future rate of growth are
substantially dependent upon the prevailing prices of crude oil and natural
gas.  Declines in commodity prices will materially adversely effect
our financial condition, liquidity, ability to obtain financing and operation
results.  Lower commodity prices may reduce the amount of crude oil
and natural gas that we can produce economically.  Prevailing prices
for such commodities are subject to wide fluctuation in response to relatively
minor changes in supply and demand and a variety of additional factors beyond
our control, such as global, political and economic
conditions.  Historically, prices received for crude oil and natural
gas production have been volatile and unpredictable, and such volatility is
expected to continue.  Most of our production is sold at market
prices.  Generally, if the commodity indexes fall, the price that we
receive for our production will also decline.  Therefore, the amount
of revenue that we realize is partially determined by factors beyond our
control.
 
 Item
4.   CONTROLS AND PROCEDURES
 
 As of the
end of the period covered by this report, we conducted an evaluation, under the
supervision and with the participation of our principal executive and financial
officer, of our disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e)) under the Securities Exchange Act of 1934 (the
“Exchange Act”).  Based on this evaluation, the principal executive
and financial officer concluded that our disclosure controls and procedures are
effective to ensure that information required to be disclosed by us in reports
that we file or submit under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in Securities and Exchange
Commission rules and forms.  There was no change in our internal
control over financial reporting during our most recently completed fiscal
quarter that has materially affected or is reasonably likely to materially
affect our internal control over financial reporting.
 
 In
connection with the audit of the year ended September 30, 2008, there were no
“Reportable Events” within the meaning of Item 304(a)(1)(v) of Regulation
S-K.
 
 -
17 -
 
 MONUMENT
RESOURCES, INC. AND SUBSIDIARY
 
 PART
II -- OTHER INFORMATION
 
  ITEM
      1.
                                                LEGAL
      PROCEEDINGS.NoneITEM
      1A.
                                                RISK
      FACTORS.See
      our Annual Report on Form 10-K for the fiscal year ended September 30,
      2008 and the various risks described in Part I hereof.ITEM
      2.
                                                UNREGISTERED
      SALES OF EQUITY SECURITIESAND
      USE OF PROCEEDS.NoneITEM
      3.
                                                DEFAULTS
      UPON SENIOR SECURITIES.NoneITEM
      4.
                                                SUBMISSION
      OF MATTERS TO A VOTE OF SECURITY HOLDERS.On
      August 12, 2009, we held a special shareholders meeting to (i) obtain
      approval to sell substantially all of our assets, and (ii) obtain approval
      to conditionally dissolve the company.  If we are able to sell
      our assets, make a cash distribution to shareholders, we will attempt to
      enter into a transaction using our company as a public shell corporation
      for another business venture.  Our reasons for this meeting and
      its implications are set forth in our proxy statement dated July 14, 2009
      incorporated herein by reference.The
      results of voting at the special meeting were as
  follows: Proposal
                                                    For
                                                    Against
                                                    AbstainSale
      of Assets
                                                    6,125,945
                                                    24,500
                                                    - 0 -Conditional
      Dissolution
                                                    6,125,945
                                                    24,500
                                                    - 0 -
 ITEM
      5.
                                                  OTHER
      INFORMATION.NoneITEM
      6.
                                                  EXHIBITSExhibit
      31.1--Certification of the Chief Executive and Financial Officer under
      Section 302 of the Sarbanes-Oxley Act of 2002.Exhibit
      32.1--Certification of the Chief Executive and Financial Officer under
      Section 906 of the Sarbanes-Oxley Act of
2002.
  -
18 -
 
 
 
 SIGNATURES
 
 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.
  MONUMENT
      RESOURCES, INC.
                  (Registrant)Date:  August 12, 2009
                By:
                /s/ A.G. FoustA.G.
      Foust, President
                  (Chief
      Executive Officer, Principal
                  Financial
      and Accounting Officer)
  
 
 -
19 -
 
 EXHIBIT
INDEX
 
 EXHIBITNUMBER
                DESCRIPTION31.1
                Certification
      of Chief Executive and Financial Officer under Section 302 of the
      Sarbanes-Oxley Act of 2002.32.1
                Certification
      of Chief Executive and Financial Officer under Section 906 of the
      Sarbanes-Oxley Act of 2002
 .
 
 
 
 -
20 -