SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10QSB/A


                  Quarterly Report under Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


For Quarter Ended                                      Commission File Number
  October 31, 2006                                               0-29670

                             SUN RIVER ENERGY, INC.
                         -------------------------------
                              (Name of Registrant)


                             DYNADAPT SYSTEM, INC.
                          ---------------------------
                                  (Former name)


                  Colorado                             84-1491159
         ------------------------                    --------------------
         (State of incorporation)                    (I.R.S. Employer
                                                     Identification No.)


            10200 W. 44th Avenue, Suite 210-E, Wheat Ridge, CO 80033
         -------------------------------------------------------------
               (Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (303) 432-7703


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2)  has  been  subject  to the  filing
requirements for at least the past 90 days.

                            Yes   X       No
                                -----        -----

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [_] No [X]


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

                  11,665,768 common shares as of October 31, 2006


Transitional Small Business Disclosure Format:  Yes [_]   No [X]

<PAGE>

ITEM 1.  FINANCIAL STATEMENTS



                             SUN RIVER ENERGY, INC.
                        (Formerly Dynadapt System, Inc.)
                          (A Development Stage Company)
                              Financial Statements
               For the Three and Six-Months Ended October 31, 2006
                                   (Unaudited)





<PAGE>

JASPERS + HALL, PC
CERTIFIED PUBLIC ACCOUNTANTS
--------------------------------------------------------------------------------
9175 E. Kenyon Avenue, Suite 100
Denver, CO 80237
303-796-0099



             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


Board of Directors
Sun River Energy, Inc.


We have reviewed the  accompanying  balance  sheet of Sun River Energy,  Inc. (A
Development Stage Company) as of October 31, 2006, and the related statements of
operations  for the three and six-month  periods ended October 31, 2006 and cash
flows for the  six-month  period  ended  October  31, 2006 to be included in the
accompanying Securities and Exchange Commission Form 10-QSB for the period ended
October 31, 2006.  These  financial  statements  are the  responsibility  of the
Company's management.

We conducted  our review in  accordance  with  standards  of the Public  Company
Accounting  Oversight  Board  (United  States).  A review of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with standards of the Public Company  Accounting  Oversight Board, the objective
of which is the expression of an opinion regarding the financial statements as a
whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements for them to be in conformity
with accounting principles generally accepted in the United States.

The accompanying  financial  statements have been prepared  assuming the Company
will continue as a going concern. As discussed in Note 2, conditions exist which
raised  substantial  doubt  about the  Company's  ability to continue as a going
concern.  Management's  plans in regard to these  matters are also  described in
Note 2. The  financial  statements  do not  include any  adjustments  that might
result from the outcome of this uncertainty.


Jaspers + Hall, PC
Denver, CO
December 19, 2006


<PAGE>
<TABLE>
<CAPTION>

                             SUN RIVER ENERGY, INC.
                     Formerly known as Dynadapt System, Inc.
                          (A Development Stage Company)
                                  Balance Sheet

<S>                                                                               <C>                       <C>


                                                                                    Unaudited                  Audited
                                                                                  --------------            ---------------
                                                                                   October 31,                April 30,
                                                                                      2006                       2006
                                                                                  --------------            ---------------

ASSETS:

   Current Assets:
      Cash                                                                             $ 33,453                      $ 999
      Rounding                                                                                1
      Marketable Securities                                                             360,000                          -
                                                                                  --------------            ---------------

Total Current Assets                                                                    393,454                        999
                                                                                  --------------            ---------------

   Other Assets:
      Leases                                                                            284,000                    284,000
      Mineral Rights                                                                    966,667                    966,667
                                                                                  --------------            ---------------

Total Other Assets                                                                    1,250,667                  1,250,667
                                                                                  --------------            ---------------

TOTAL ASSETS                                                                         $1,644,121                 $1,251,666
                                                                                  ==============            ===============

LIABILITIES AND STOCKHOLDERS' EQUITY:

    Current Liabilities:
        Accounts Payable                                                              $ 216,375                  $ 366,375
        Accrued Interest Payable                                                         19,600                          -
        Notes Payable                                                                   149,000                    218,550
        Notes Payable - Related Parties                                                 400,000                    600,000
                                                                                  --------------            ---------------

Total Current Liabilities                                                               784,975                  1,184,925
                                                                                  --------------            ---------------

Stockholders' Equity:
    Common stock, $0.0001 par value; 100,000,000 shares                                   1,167                        952
        authorized, 11,665,768 shares issued and outstanding
        as of October 31, 2006 and 9,518,833 shares as of April 30, 2006
    Additional paid-in capital                                                        1,517,674                    415,889
    Deficit accumulated during the development stage                                   (659,695)                  (350,100)
                                                                                  --------------            ---------------

Total Stockholders' Equity                                                              859,146                     66,741
                                                                                  --------------            ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                           $1,644,121                 $1,251,666
                                                                                  ==============            ===============


</TABLE>
See Accountants' Review Report



<PAGE>
<TABLE>
<CAPTION>

                             SUN RIVER ENERGY, INC.
                     Formerly known as Dynadapt System, Inc.
                          (A Development Stage Company)
                            Statements of Operations
                                   (Unaudited)

<S>                                   <C>                <C>               <C>                <C>                <C>






                                             Three Months ended                    Six Months ended                October 22, 2002
                                                October 31,                           October 31,                    Inception to
                                      ----------------------------------   ----------------------------------
                                           2006               2005              2006               2005            October 31, 2006
                                      ---------------    ---------------   ----------------   ---------------    -------------------
Revenue:
   Miscellaneous Income                          $ -                $ -                $ -               $ -                     $ -
                                      ---------------    ---------------   ----------------   ---------------    -------------------
Total Income                                       -                  -                  -                 -                       -

Costs and Expenses:
      Consulting                             157,000                  -            166,000                 -                316,000
      Accounting & Legal                      16,000                  -             22,000                 -                222,050
      Lease Expenses                          16,685                  -             39,786                 -                 39,786
      Office Expenses                         14,189                  -             21,966                 -                 22,016
      Bank Charges                                96                  -                148                 -                    148
                                      ---------------    ---------------   ----------------   ---------------    -------------------
Total Expenses                               203,970                  -            249,900                 -                600,000
                                      ---------------    ---------------   ----------------   ---------------    -------------------
Net Loss From Operations                    (203,970)                 -           (249,900)                -               (600,000)
                                      ---------------    ---------------   ----------------   ---------------    -------------------

Other Income and Expenses
      Interest expense                        19,751                  -             19,751                 -                 19,751
      Interest income                            (55)                                  (55)                                     (55)
      Unrealized (gain)/loss                  40,000                  -             40,000                 -                 40,000
                                      ---------------    ---------------   ----------------   ---------------    -------------------
Net Loss                                   $(263,666)               $ -          $(309,596)              $ -             $ (659,696)
                                      ===============    ===============   ================   ===============    ===================
Per Share Information
Loss per common share                        *                  *                 *                  *
                                      ===============    ===============   ================   ===============

Weighted average number
of shares outstanding                     11,380,954            485,500         10,635,926           485,500
                                      ===============    ===============   ================   ===============
*   Less than $0.01


</TABLE>
See Accountants' Review Report


<PAGE>
<TABLE>
<CAPTION>

                             SUN RIVER ENERGY, INC.
                          (A Development Stage Company)
                            Statements of Cash Flows
                                   (Unaudited)

<S>                                                                     <C>              <C>             <C>




                                                                               Six Months                         October 22, 2002
                                                                             Ended October 31,                     Inception to
                                                                        -----------------------------
                                                                           2006             2005                  October 31, 2006
                                                                        ------------     ------------    ---------------------------
Cash Flows from Operating Activities

     Net Loss                                                            $ (309,596)             $ -            $ (659,696)
      Adjustments to reconcile net loss to
      net cash used by operating activities:
         Unrealized loss on marketable securities                            40,000                                 40,000
         Stock issued for services                                          154,500                                154,500
         (Increase) in current assets                                      (400,000)               -              (400,000)
         Increase (decrease) in accounts payable and accrued expenses      (130,400)                               235,975
                                                                        ------------     ------------    ------------------
Net Cash Used by Operating Activities                                      (645,496)               -              (629,221)
                                                                        ------------     ------------    ------------------

Cash Flows from Investing Activities

     Acquisition - net of cash acquired                                           -                -              (813,001)
                                                                        ------------     ------------    ------------------
Net Cash Used for Investing Activities                                            -                -              (813,001)
                                                                        ------------     ------------    ------------------
Cash Flows from Financing Activities
     Stock issued for cash                                                  397,500                -               397,550
     Stock issued for debt/assets                                           550,000                                550,000
     Proceeds from/(Payments to) notes payable                              (69,550)               -               149,000
     Proceeds from/(Payments to) notes payable - related party             (200,000)                               400,000
     Merger accounting                                                                                             (20,875)
                                                                        ------------     ------------    ------------------
Net Cash Provided by Financing Activities                                   677,950                -             1,475,675
                                                                                                          `
Net Increase in Cash & Cash Equivalents                                      32,454                -                33,453

Beginning Cash & Cash Equivalents                                               999                -                     -

Ending Cash & Cash Equivalents                                             $ 33,453              $ -              $ 33,453
                                                                        ============     ============    ==================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

     Cash paid for interest expense                                           $ 151              $ -                 $ 151
                                                                        ============     ============    ==================
     Cash paid for income taxes                                                 $ -              $ -                   $ -
                                                                        ============     ============    ==================
NON-CASH TRANSACTIONS
     Stock issued for debt                                                 $150,000                              $ 150,000
     Stock issued for marketable securities                                 400,000                                400,000
     Stock issued for services                                              154,500                -               154,500
                                                                        ------------     ------------    ------------------
          Total non-cash transactions                                      $704,500              $ -             $ 704,500
                                                                        ============     ============    ==================

</TABLE>
See Accountants' Review Report

<PAGE>
<TABLE>
<CAPTION>



                             SUN RIVER ENERGY, INC.
                     Formerly Known as Dynadapt System, Inc.
                          (A Development Stage Company)
                       Statements of Stockholder's Equity
                                October 31, 2006

<S>                                        <C>             <C>            <C>             <C>             <C>

                                                                                            Deficit
                                                  COMMON STOCK             Additonal       Accum. During     Total
                                                                            Paid-in         Development    Stockholders'
                                           # of Shares       Amount         Capital          Stage           Equity
                                           -------------   ------------   -------------   -------------   -------------

Balance - October 22, 2002                            -            $ -             $ -             $ -             $ -
Stock issued for cash                             1,000              1              49               -              50
Net Loss for Period                                   -              -               -             (50)            (50)
                                           ----------------------------------------------------------------------------
Balance - December 31, 2002                       1,000              1              49             (50)              -
                                           ----------------------------------------------------------------------------
Net Loss for Year                                     -              -               -               -               -
                                           -------------   ------------   -------------   -------------   -------------

Balance - December 31, 2003                       1,000              1              49             (50)              -
                                           -------------   ------------   -------------   -------------   -------------

Net Loss for Year                                     -              -               -               -               -
                                           -------------   ------------   -------------   -------------   -------------

Balance - December 31, 2004                       1,000              1              49             (50)              -
                                           -------------   ------------   -------------   -------------   -------------
Issuance of shares for Merger                 9,033,333            903         436,763               -         437,666
Merger accounting                               484,500             48         (20,923)                        (20,875)
Net Loss for Year                                     -              -               -        (350,050)       (350,050)
                                           -------------   ------------   -------------   -------------   -------------
Balance - April 30, 2006                      9,518,833            952         415,889        (350,100)         66,741
                                           -------------   ------------   -------------   -------------   -------------
Issuance of Stock for Cash                      740,000             74         369,926               -         370,000
Net Loss for Period                                   -              -               -         (45,929)        (45,929)
                                           -------------   ------------   -------------   -------------   -------------
Balance - July 31, 2006                      10,259,833          1,026         785,815        (396,029)        390,812
                                           -------------   ------------   -------------   -------------   -------------
Issuance of Stock for Cash                       55,000              6          27,494                          27,500
     at $0.50 per share plus warrant at $0.75
Issuance of Stock for Debt                      241,935             24         149,976                         150,000
     at $0.62 per share
Issuance of Stock for Marketable Securities     800,000             80         399,920                         400,000
     at $0.50 per share
Issuance of Stock for Services                  309,000             31         154,469                         154,500
     at $0.50 per share
Net Loss for Period                                                                           (263,666)       (263,666)
                                           -------------   ------------   -------------   -------------   -------------
Balance - October 31, 2006                   11,665,768        $ 1,167      $1,517,674      $ (659,695)      $ 859,146
                                           =============   ============   =============   =============   =============

</TABLE>
See Accountants' Review Report

<PAGE>

                          Formerly Known as Dynadapt System, Inc.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                October 31, 2006
                                   (Unaudited)


Note 1 - Presentation of Interim Information:

In the opinion of the management of Sun River Energy,  Inc. (A Development Stage
Company),  the accompanying  unaudited  financial  statements include all normal
adjustments  considered necessary to present fairly the financial position as of
October 31, 2006 and 2005 and the results of operations for the three-months and
six-months  ended October 31, 2006 and 2005 and October 22, 2002  (inception) to
October 31, 2006, and cash flows for the  six-months  ended October 31, 2006 and
2005 and October 31, 2002 (inception) to October31, 2006 Interim results are not
necessarily indicative of results for a full year.

The  financial  statements  and notes are presented as permitted by Form 10-QSB,
and do not  contain  certain  information  included  in  the  Company's  audited
financial statements and notes for the fiscal year ended April 30, 2005.

Note 2 - Going Concern:

The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business.

The  Company is in the  development  stage and has not earned any  revenue  from
operations.  The  Company's  ability to continue as a going concern is dependent
upon its  ability  to develop  additional  sources of capital or locate a merger
candidate  and  ultimately,  achieve  profitable  operations.  The  accompanying
financial  statements do not include any adjustments  that might result from the
outcome of these uncertainties.  Management is seeking new capital to revitalize
the Company.


Note 3 - Subsequent Events

The Company  acquired from Nova Leasing,  LLC an 85% working  interest in an 80%
Net Revenue  Interest on certain  leases  totaling  approximately  13,500  acres
(gross) in Johnson County Wyoming, in the Powder River Basin. The purchase price
included $6,600,000 in the form of a secured promissory note bearing interest at
7.5% with payments of $1,100,000 on March 15, 2007,  $2,800,000 October 15, 2007
and  $2,700,000  October 15, 2008 plus interest and 880,000 shares of restricted
common stock of Sun River Energy, Inc. The transaction closed November 20, 2006.
The Company  intends to immediately  commence  planning and development of a 3-d
seismic  program on the  acreage  with the intent to explore  the  acreage  with
industry partners.


<PAGE>

ITEM 1. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
-------------------------------------------------------------
        CONDITION AND RESULTS OF OPERATIONS
-------------------------------------------------------------

Cautionary and Forward Looking Statements

In  addition  to  statements  of  historical  fact,  this Form  10-QSB  contains
forward-looking  statements.  The  presentation  of future  aspects of Sun River
Energy,  Inc., (the "Company" or "issuer") found in these  statements is subject
to a number of risks and uncertainties that could cause actual results to differ
materially from those reflected in such statements. Readers are cautioned not to
place  undue  reliance  on  these  forward-looking  statements,   which  reflect
management's  analysis  only  as  of  the  date  hereof.  Without  limiting  the
generality of the foregoing,  words such as "may," "will," "expect,"  "believe,"
"anticipate,"  "intend,"  or  "could"  or the  negative  variations  thereof  or
comparable terminology are intended to identify forward-looking statements.

These forward-looking statements are subject to numerous assumptions,  risks and
uncertainties  that may  cause Sun  River  Energy,  Inc.  actual  results  to be
materially  different from any future results  expressed or implied by Sun River
Energy, Inc., in those statements.  Important facts that could prevent Sun River
Energy,  Inc. from achieving any stated goals  include,  but are not limited to,
the following:

(a)      volatility or decline of the Company's stock price;
(b)      potential fluctuation in quarterly results;
(c)      failure of the Company to earn revenues or profits;
(d)      inadequate capital to continue or expand its business, inability to
         raise additional capital or financing to conduct exploration of its
         prospects.
(e)      failure to achieve a business;
(f)      rapid and significant changes in markets;
(g)      litigation with or legal claims and allegations by outside parties;
(h)      insufficient revenues to cover operating costs.

There is no assurance that the Company will be  profitable.  The Company may not
be able to successfully  explore develop,  manage produce its mineral prospects.
The  Company  may not be able to  attract  or retain  qualified  executives  and
technology  personnel.  The Company's  exploration  efforts may be unproductive,
capital may be  unavailable,  government  regulations  may hinder the  Company's
business, additional dilution in outstanding stock ownership may be incurred due
to the issuance of more shares,  warrants and stock options,  or the exercise of
warrants  and  stock  options,   and  other  risks  inherent  in  the  Company's
businesses, may cause it to be unsuccessful.

The Company  undertakes no obligation to publicly  revise these  forward-looking
statements to reflect events or circumstances  that arise after the date hereof.
Readers should  carefully  review the factors  described in other  documents the
Company  files from time to time with the  Securities  and  Exchange  Commission
including the Quarterly Reports on Form 10-QSB and Annual Reports on Form 10-KSB
filed by the  Company in 2006 and any  Current  Reports on Form 8-K filed by the
Company.

<PAGE>

ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
        OPERATIONS
--------------------------------------------------------------------------------

RESULTS OF  OPERATIONS  FOR THE QUARTER  ENDED OCTOBER 31, 2006 COMPARED TO SAME
QUARTER IN 2005.

The Company had no revenues in the period in 2006 or 2005. The Company  incurred
$203,970  in expenses in 2006  compared  to $0 in 2005.  These  expenses in 2006
included consulting fees paid in stock,  primarily,  of $157,000 to consultants,
and to directors for agreeing to serve on the Board.  The Company had a net loss
of  ($263,666)  for the period in 2006  compared to $0 in 2005.  This includes a
charge fo $40,000 for  unrealized  loss on marketable  securities and $19,751 in
accured  interest.  The loss per share was less than  ($0.01)  for the period in
2006 compared to $0.00 in 2005.

RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED OCTOBER 31, 2006 COMPARED TO SAME
PERIOD IN 2005.

The Company had no revenues in the period in 2006 or 2005. The Company  incurred
$249,900  in expenses in 2006  compared  to $0 in 2005.  These  expenses in 2006
included  consulting  fees paid in stock,  primarily of ,166,000 to consultants,
and to directors for agreeing to serve on the Board.  The Company had a net loss
of  ($309,596)  for the period in 2006  compared to $0 in 2005.  This includes a
charge fo $40,000 for  unrealized  loss on marketable  securities and $19,751 in
accrued interest. The loss per share was less than($0.01) for the period in 2006
compared to $0.00 in 2005.

The trend of losses can be expected to continue  for the  foreseeable  future as
the Company attempts to commerce some business.

LIQUIDITY AND CAPITAL

The Company had $33,453 in cash as of October 31,  2006,  which is  insufficient
for the Company to pursue its exploration.  The current liabilities exceeded its
assets by $391,522.  The Company  will need to raise  capital  through  loans or
private  placements  in order to carry out any  operational  plan.  The  Company
successfully  raised $397,000  through private  placements  during the six month
period, however there is no assurance that additional funds will be forthcoming.

NEED FOR ADDITIONAL FINANCING

The Company does not have capital  sufficient to meet the Company's  cash needs.
The  Company  will have to seek  loans or equity  placements  to cover such cash
needs.  There is no assurance,  however,  that without funds it will  ultimately
allow registrant to carry out its business.

No commitments to provide additional funds have been made by management or other
stockholders.  Accordingly,  there can be no assurance that any additional funds
will be  available  to the Company to allow it to cover its expenses as they may
be incurred.

Irrespective of whether the Company's cash assets prove to be inadequate to meet
the Company's  operational needs, the Company might seek to compensate providers
of services by issuances of stock in lieu of cash.

<PAGE>

"GOING CONCERN" QUALIFICATION

The Company's auditor has issued a "going concern"  qualification as part of his
opinion in the Audit Report. There is substantial doubt about the ability of the
Company to  continue  as a "going  concern."  The Company is engaging in limited
business  activities,  has limited  capital,  debt in excess of $765,375  all of
which is current,  limited cash, other assets which are not readily  marketable,
and no capital commitments.  The effects of such conditions could easily lead to
the bankruptcy of the Company.

Management  hopes to explore  its coal bed  prospects  and will need to seek and
obtain funding,  via loans or private  placements of stock for operations,  debt
service and to provide working capital.

Trends;  The Company expects that the trend of no income and ongoing losses will
continue until sufficient  lease  development has occurred that will provide for
an adequate flow of revenues to sustain the Company.  No assurances  can be made
that these efforts will be successful.

ITEM 3. CONTROLS AND PROCEDURES
--------------------------------------------------------------------------------

a)   The  management  of the  Company has  evaluated  the  effectiveness  of the
     issuer's  disclosure controls and procedures as of the end of the period of
     the report October 31, 2006 and have concluded that the disclosure controls
     internal  controls and  procedures  are adequate and  effective  based upon
     their evaluation as of the evaluation date.

b)   There were no changes in the small business issuer's internal controls over
     financial  reporting  identified in connection with the Company  evaluation
     required by paragraph  (3) of Rule 13a-15 or Rule 15d-15 under the Exchange
     Act that occurred  during the small business  issuer's first fiscal quarter
     that has materially  affected or is reasonably  likely to materially affect
     the small business issuer's internal control over financial reporting.

<PAGE>


                  PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS:

                  None

ITEM 2.  CHANGES IN SECURITIES:

Through a private  placement the Company sold 370,000 units which consisted of 2
shares of common stock and 1 warrant to purchase an  additional  share of stock.
The units were sold at $1.00 each and the  warrants  have an  exercise  price of
$0.75. This offering raised $370,000.

ITEM 3.  DEFAULT UPON SENIOR SECURITIES:

                  None

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

On August 28,  2006 the  shareholders  approved  a change of name from  Dynadapt
System,  Inc. to Sun River Energy,  Inc. (which was the name of its wholly owned
subsidiary).  This was approved by a majority of the stockholders, at the annual
meeting of shareholders.

At the Annual Meeting of Shareholders of the  Registrant,  Redgie Green,  Wesley
Whiting,  Thomas  Anderson,  David  Surgnier and Steve  Weathers were elected as
directors on August 28, 2006.

At the Annual Meeting of Shareholders,  Jaspers + Hall, PC,  Independent  Public
Accountants, of Denver, Colorado were ratified as the Certifying accountants for
the period through fiscal year 2006.



ITEM 5.  OTHER INFORMATION:

The Company has changed the name of its wholly owned  subsidiary  from Sun River
Energy, Inc. to New River Exploration, Inc.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K:

A Form 8-K was filed  regarding  the name  change to Sun River  Energy,  Inc. on
August 30, 2006.

On October 12, 2006 the Company filed form 8-K disclosing an agreement with Nova
Leasing,  LLC to acquire an 85% working  interest in an 80% Net Revenue Interest
on certain leases totaling  approximately 14,000 acres (gross) in Johnson County
Wyoming,  in the Powder River Basin.  The purchase price includes  $6,600,000 in
the form of a secured  promissory note bearing interest at 7.5% with payments of
$1,100,000  on March 15, 200,  $2,800,000  on October  15,  2007 and  $2,700,000
October 15, 2008 plus interest and 880,000 shares of restricted  common stock of
Sun River Energy, Inc. The transaction was expected to close by October 25, 2006
but did not.  (See  Subsequent  Events).  The  Company  intends  to  immediately
commence  planning and  development of a 3-d seismic program on the acreage with
the intent to explore the acreage with industry partners.





<PAGE>


                                   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.

Date: Januaray 5, 2006



                                     SUN RIVER ENERGY, INC.


                                     /s/ Wesley F. Whiting
                                     -------------------------------------------
                                     Wesley F. Whiting, President