##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 Form 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended December 31, 2007
 Or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 For the transition period from
 _____ 
to _____
 Commission file number: 000-51152
 PETROHUNTER ENERGY CORPORATION
 (Exact name of registrant as specified in its charter)
 Maryland
    
    98-0431245(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)
 1600 Stout Street
    
    80202Suite 2000, Denver, Colorado
    
    (Zip Code)(Address of principal executive offices)
 Registrants telephone number, including area code:
(303) 572-8900
 Registrants former address:
1875 Lawrence Street,
Suite 1400, Denver, Colorado 80202
 þ o
  o o þ
 o þ




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##### Table of Contents



FORWARD-LOOKING STATEMENTS
       API Gravity.
 Bbl.
 Bcf.
 Capital Expenditures.
 Carried Interest.
 Completion.
 Developed Acreage.
 Development Well.
 Exploitation.
  2




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##### Table of Contents



Exploration.
 Exploratory Well.
 Farm-In or Farm-Out.
 Field.
 Finding and Development Costs.
 Force Pooling.
 Gross Acres or Gross Wells.
 Lease.
 Mcf.
 MCFE.
 Net Acres or Net Wells.
 Operator.
 Overriding Royalty.
 Payout.
 Productive Well.
 Prospect.
 Proved Reserves.
 Reserves.
  3




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##### Table of Contents



Reservoir.
 Royalty.
 Spud.
 3-D Seismic.
 Undeveloped Acreage.
 Working Interest.
  4




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##### 



PETROHUNTER ENERGY CORPORATION
 FORM 10-Q
 FOR THE THREE-MONTH PERIOD ENDED
DECEMBER 31, 2007
 INDEX
 PagePART I   FINANCIAL INFORMATIONItem 1.
    
    Financial Statements
    
    
    6Item 2.
    
    Management's Discussion and Analysis of Financial Condition and Results of Operations
    
    
    30Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    38Item 4.
    
    Controls and Procedures
    
    
    38PART II   OTHER INFORMATIONItem 1.
    
    Legal Proceedings
    
    
    39Item 1A.
    
    Risk Factors
    
    
    39Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    40Item 3.
    
    Defaults Upon Senior Securities
    
    
    40Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    40Item 5.
    
    Other Information
    
    
    40Item 6.
    
    Exhibits
    
    
    40Signatures
    
    
    40Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   5




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##### Table of Contents



PART I. FINANCIAL INFORMATION
PETROHUNTER ENERGY CORPORATION
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
 December 31,
    
    
    September 30,2007
    
    
    2007(unaudited)( $ in thousands)ASSETSCurrent AssetsCash and cash equivalents
    
    $
    462
    
    
    $
    120ReceivablesOil and gas receivables, net
    
    
    86
    
    
    
    487Other receivables
    
    
    7
    
    
    
    59Due from related parties
    
    
    
    
    
    
    500Note receivable  related party
    
    
    
    
    
    
    2,494Prepaid expenses and other assets
    
    
    326
    
    
    
    187Marketable securities, trading
    
    
    6,619
    
    
    
    Total Current Assets
    
    
    7,500
    
    
    
    3,847Property and Equipment, at costOil and gas properties under full cost method, net
    
    
    166,764
    
    
    
    162,843Furniture and equipment, net
    
    
    538
    
    
    
    569167,302
    
    
    
    163,412Other AssetsJoint interest billings
    
    
    1,029
    
    
    
    13,637Restricted cash
    
    
    599
    
    
    
    599Deposits and other assets
    
    
    90
    
    
    
    Deferred financing costs
    
    
    847
    
    
    
    529Total Assets
    
    $
    177,367
    
    
    $
    182,024LIABILITIES AND STOCKHOLDERS EQUITYCurrent LiabilitiesNotes payable  short-term
    
    $
    1,440
    
    
    $
    4,667Convertible notes payable
    
    
    400
    
    
    
    400Accounts payable and accrued expenses
    
    
    22,995
    
    
    
    26,631Note payable  related party  current portion
    
    
    
    
    
    
    3,755Note payable  current portion of long term liabilities
    
    
    120
    
    
    
    120Accrued interest payable
    
    
    3,821
    
    
    
    2,399Accrued interest payable  related party
    
    
    606
    
    
    
    516Due to shareholder and related parties
    
    
    1,132
    
    
    
    1,474Contract payable  oil and gas properties
    
    
    
    
    
    
    1,750Total Current Liabilities
    
    
    30,514
    
    
    
    41,712Non-Current ObligationsNotes payable  net of discount and current portion
    
    
    30,088
    
    
    
    27,944Subordinated notes payable  related parties
    
    
    3,392
    
    
    
    9,050Convertible notes payable  net of discount
    
    
    2,954
    
    
    
    Asset retirement obligation
    
    
    104
    
    
    
    136Net Non-Current Obligations
    
    
    36,538
    
    
    
    37,130Total Liabilities
    
    
    67,052
    
    
    
    78,842Common Stock Subscribed
    
    
    
    
    
    
    2,858Commitments and Contingencies (Note 12)Stockholders EquityPreferred stock, $0.001 par value; authorized 100,000,000 shares; none issued
    
    
    
    
    
    
    Common stock, $0.001 par value;
authorized 1,000,000,000 shares issued and outstanding  318,748,841 and 278,948,841 shares
    
    
    319
    
    
    
    279Additional paid-in-capital
    
    
    192,050
    
    
    
    172,672Other comprehensive loss
    
    
    (16
    )
    
    
    (5
    )Deficit accumulated during the development stage
    
    
    (82,038
    )
    
    
    (72,622
    )Total Stockholders Equity
    
    
    110,315
    
    
    
    100,324Total Liabilities and Stockholders Equity
    
    $
    177,367
    
    
    $
    182,024
   6




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##### Table of Contents



PETROHUNTER ENERGY CORPORATION
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
 Three-Months
    
    
    Three-MonthsEnded
    
    
    CumulativeEnded
    
    
    December 31,
    
    
    From InceptionDecember 31,
    
    
    2006
    
    
    (June 20, 2005) to2007
    
    
    (restated)
    
    
    December 31, 2007(unaudited, $ in thousands, except per share amounts)RevenuesOil and gas revenues
    
    $
    287
    
    
    $
    449
    
    
    $
    3,143Costs and ExpensesLease operating expenses
    
    
    100
    
    
    
    162
    
    
    
    897General and administrative
    
    
    1,894
    
    
    
    3,671
    
    
    
    34,843Project development costs  related party
    
    
    
    
    
    
    1,815
    
    
    
    7,205Impairment of oil and gas properties
    
    
    
    
    
    
    5,151
    
    
    
    24,053Depreciation, depletion, amortization and accretion
    
    
    259
    
    
    
    386
    
    
    
    1,577Total Operating Expenses
    
    
    2,253
    
    
    
    11,185
    
    
    
    68,575Loss from Operations
    
    
    (1,966
    )
    
    
    (10,736
    )
    
    
    (65,432
    )Other Income (Expense)Foreign currency exchange
    
    
    (23
    )
    
    
    
    
    
    
    Interest income
    
    
    1
    
    
    
    8
    
    
    
    40Interest expense
    
    
    (5,035
    )
    
    
    (227
    )
    
    
    (14,253
    )Unrealized loss on trading securities
    
    
    (2,393
    )
    
    
    
    
    
    
    (2,393
    )Total Other Expense
    
    
    (7,450
    )
    
    
    (219
    )
    
    
    (16,606
    )Net Loss
    
    $
    (9,416
    )
    
    $
    (10,955
    )
    
    $
    (82,038
    )Net loss per common share  basic and diluted
    
    $
    (0.03
    )
    
    $
    (0.05
    )Weighted average number of common shares outstanding
 basic and diluted
    
    
    306,471
    
    
    
    219,929
   7




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##### Table of Contents



PETROHUNTER ENERGY CORPORATION
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY AND COMPREHENSIVE LOSS
(unaudited)
 DeficitAccumulated
    
    
    AccumulatedAdditional
    
    
    During the
    
    
    Other
    
    
    Total
    
    
    TotalCommon Stock
    
    
    Paid-in
    
    
    Development
    
    
    Comprehensive
    
    
    Stockholders
    
    
    ComprehensiveShares
    
    
    Amount
    
    
    Capital
    
    
    Stage
    
    
    Loss
    
    
    Equity
    
    
    Loss($ in thousands)Balance, June 20, 2005 (inception)
    
    
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    
    
    
    $
    Shares issued to founder at $0.001 per share
    
    
    100,000,000
    
    
    
    100
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    100
    
    
    
    Stock based compensation costs for options
granted to non- employees
    
    
    
    
    
    
    
    
    
    
    823
    
    
    
    
    
    
    
    
    
    
    
    823
    
    
    
    Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,119
    )
    
    
    
    
    
    
    (2,119
    )
    
    
    (2,119
    )Balance, September 30, 2005
    
    
    100,000,000
    
    
    
    100
    
    
    
    823
    
    
    
    (2,119
    )
    
    
    
    
    
    
    (1,196
    )
    
    
    (2,119
    )Shares issued for property interests at
$0.50 per share
    
    
    3,000,000
    
    
    
    3
    
    
    
    1,497
    
    
    
    
    
    
    
    
    
    
    
    1,500
    
    
    
    Shares issued for finders fee on property
at $0.50 per share
    
    
    3,400,000
    
    
    
    3
    
    
    
    1,697
    
    
    
    
    
    
    
    
    
    
    
    1,700
    
    
    
    Shares issued upon conversion of debt, at
$0.50 per share
    
    
    44,063,334
    
    
    
    44
    
    
    
    21,988
    
    
    
    
    
    
    
    
    
    
    
    22,032
    
    
    
    Shares issued for commission on convertible
debt at $0.50 per share
    
    
    2,845,400
    
    
    
    3
    
    
    
    1,420
    
    
    
    
    
    
    
    
    
    
    
    1,423
    
    
    
    Sale of shares and warrants at $1.00 per unit
    
    
    35,442,500
    
    
    
    35
    
    
    
    35,407
    
    
    
    
    
    
    
    
    
    
    
    35,442
    
    
    
    Shares issued for commission on sale of units
    
    
    1,477,500
    
    
    
    1
    
    
    
    1,476
    
    
    
    
    
    
    
    
    
    
    
    1,477
    
    
    
    Costs of stock offering:Cash
    
    
    
    
    
    
    
    
    
    
    (1,638
    )
    
    
    
    
    
    
    
    
    
    
    (1,638
    )
    
    
    Shares issued for commission at $1.00 per
share
    
    
    
    
    
    
    
    
    
    
    (1,478
    )
    
    
    
    
    
    
    
    
    
    
    (1,478
    )
    
    
    Exercise of warrants
    
    
    1,000,000
    
    
    
    1
    
    
    
    999
    
    
    
    
    
    
    
    
    
    
    
    1,000
    
    
    
    Recapitalization of shares issued upon merger
    
    
    28,700,000
    
    
    
    30
    
    
    
    (436
    )
    
    
    
    
    
    
    
    
    
    
    (406
    )
    
    
    Stock based compensation
    
    
    
    
    
    
    
    
    
    
    9,189
    
    
    
    
    
    
    
    
    
    
    
    9,189
    
    
    
    Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (20,692
    )
    
    
    
    
    
    
    (20,692
    )
    
    
    (20,692
    )Balance, September 30, 2006
    
    
    219,928,734
    
    
    
    220
    
    
    
    70,944
    
    
    
    (22,811
    )
    
    
    
    
    
    
    48,353
    
    
    
    (20,692
    )Shares issued for property interests at
$1.62 per share
    
    
    50,000,000
    
    
    
    50
    
    
    
    80,950
    
    
    
    
    
    
    
    
    
    
    
    81,000
    
    
    
    Shares issued for property interests at
$1.49 per share
    
    
    256,000
    
    
    
    
    
    
    
    382
    
    
    
    
    
    
    
    
    
    
    
    382
    
    
    
    Shares issued for commission costs on
property at $1.65 per share
    
    
    121,250
    
    
    
    
    
    
    
    200
    
    
    
    
    
    
    
    
    
    
    
    200
    
    
    
    Shares issued for finance costs on
property at $0.70 per share
    
    
    642,857
    
    
    
    1
    
    
    
    449
    
    
    
    
    
    
    
    
    
    
    
    450
    
    
    
    Shares issued for property and finance
interests at various costs per share
    
    
    8,000,000
    
    
    
    8
    
    
    
    6,905
    
    
    
    
    
    
    
    
    
    
    
    6,913
    
    
    
    Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5
    )
    
    
    (5
    )
    
    
    (5
    )Discount on notes payable
    
    
    
    
    
    
    
    
    
    
    4,670
    
    
    
    
    
    
    
    
    
    
    
    4,670
    
    
    
    Stock based compensation
    
    
    
    
    
    
    
    
    
    
    8,172
    
    
    
    
    
    
    
    
    
    
    
    8,172
    
    
    
    Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (49,811
    )
    
    
    
    
    
    
    (49,811
    )
    
    
    (49,811
    )Balance, September 30, 2007
    
    
    278,948,841
    
    
    
    279
    
    
    
    172,672
    
    
    
    (72,622
    )
    
    
    (5
    )
    
    
    100,324
    
    
    
    (49,816
    )Shares issued for property interests at
$0.31 per share
    
    
    25,000,000
    
    
    
    25
    
    
    
    7,725
    
    
    
    
    
    
    
    
    
    
    
    7,750
    
    
    
    Shares issued for finance costs at $0.23
per share
    
    
    16,000,000
    
    
    
    16
    
    
    
    3,664
    
    
    
    
    
    
    
    
    
    
    
    3,680
    
    
    
    Shares issued in conjunction with asset
sale at $0.25 per share
    
    
    5,000,000
    
    
    
    5
    
    
    
    1,245
    
    
    
    
    
    
    
    
    
    
    
    1,250
    
    
    
    Shares returned for property and retired
at prices ranging from $0.23 per share to
$1.72 per share
    
    
    (6,400,000
    )
    
    
    (6
    )
    
    
    (5,524
    )
    
    
    
    
    
    
    
    
    
    
    (5,530
    )
    
    
    Shares issued for finance costs at $0.28
per share
    
    
    200,000
    
    
    
    
    
    
    
    56
    
    
    
    
    
    
    
    
    
    
    
    56
    
    
    
    Discounts associated with beneficial conversion feature
and detachable warrants on convertible debenture issuance
    
    
    
    
    
    
    
    
    
    
    6,956
    
    
    
    
    
    
    
    
    
    
    
    6,956
    
    
    
    Warrant value associated with convertible
debenture issuance
    
    
    
    
    
    
    
    
    
    
    21
    
    
    
    
    
    
    
    
    
    
    
    21
    
    
    
    Warrant value associated with related party
amendment
    
    
    
    
    
    
    
    
    
    
    705
    
    
    
    
    
    
    
    
    
    
    
    705
    
    
    
    Forgiveness of amounts due to shareholder and related party debt
    
    
    
    
    
    
    
    
    
    
    3,842
    
    
    
    
    
    
    
    
    
    
    
    3,842
    
    
    
    Discount on notes payable
    
    
    
    
    
    
    
    
    
    
    64
    
    
    
    
    
    
    
    
    
    
    
    64
    
    
    
    Foreign currency translation adjustment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (11
    )
    
    
    (11
    )
    
    
    (11
    )Stock based compensation
    
    
    
    
    
    
    
    
    
    
    624
    
    
    
    
    
    
    
    
    
    
    
    624
    
    
    
    Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,416
    )
    
    
    
    
    
    
    (9,416
    )
    
    
    (9,416
    )Balance, December 31, 2007
    
    
    318,748,841
    
    
    $
    319
    
    
    $
    192,050
    
    
    $
    (82,038
    )
    
    $
    (16
    )
    
    $
    110,315
    
    
    $
    (9,427
    )
   8




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##### Table of Contents



PETROHUNTER ENERGY CORPORATION
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
 Three-Months
    
    
    Cumulative FromThree-Months
    
    
    Ended
    
    
    InceptionEnded
    
    
    December 31,
    
    
    (June 20, 2005)December 31,
    
    
    2006
    
    
    to December 31,2007
    
    
    (restated)
    
    
    2007(unaudited, $ in thousands)Cash flows used in operating activitiesNet loss
    
    $
    (9,416
    )
    
    $
    (10,955
    )
    
    $
    (82,038
    )Adjustments used to reconcile net loss to net cash used in operating activities:Stock for expenditures advanced
    
    
    
    
    
    
    
    
    
    
    100Stock based compensation
    
    
    624
    
    
    
    1,561
    
    
    
    18,808Detachable warrants recorded as interest expense
    
    
    3,636
    
    
    
    
    
    
    
    3,636Depreciation, depletion, amortization and accretion
    
    
    259
    
    
    
    386
    
    
    
    1,577Impairment of oil and gas properties
    
    
    
    
    
    
    5,151
    
    
    
    24,053Stock for financing costs
    
    
    
    
    
    
    
    
    
    
    1,623Amortization of discount and deferred financing costs on notes payable
    
    
    575
    
    
    
    
    
    
    
    1,611Loss on trading securities
    
    
    2,393
    
    
    
    
    
    
    
    2,393Loss on foreign exchange
    
    
    23
    
    
    
    
    
    
    
    Changes in assets and liabilitiesReceivables
    
    
    200
    
    
    
    (476
    )
    
    
    (346
    )Due from related party
    
    
    
    
    
    
    786
    
    
    
    (500
    )Prepaids and other
    
    
    (218
    )
    
    
    (33
    )
    
    
    (263
    )Deferred financing costs
    
    
    (375
    )
    
    
    
    
    
    
    (375
    )Accounts payable, accrued expenses, and other liabilities
    
    
    (2,261
    )
    
    
    (51
    )
    
    
    2,593Due to shareholder and related parties
    
    
    203
    
    
    
    470
    
    
    
    1,677Net cash used in operating activities
    
    
    (4,357
    )
    
    
    (3,161
    )
    
    
    (25,451
    )Cash flows used in investing activitiesAdditions to oil and gas properties
    
    
    (5,720
    )
    
    
    (1,241
    )
    
    
    (71,385
    )Sales of oil and gas properties
    
    
    7,500
    
    
    
    
    
    
    
    7,500Notes receivable-related party
    
    
    
    
    
    
    (6,427
    )
    
    
    (2,494
    )Additions to property and equipment
    
    
    (16
    )
    
    
    (33
    )
    
    
    (703
    )Restricted cash
    
    
    
    
    
    
    (525
    )
    
    
    (1,077
    )Net cash provided by (used in) investing activities
    
    
    1,764
    
    
    
    (8,226
    )
    
    
    (68,159
    )Cash flows from financing activitiesProceeds from the sale of common stock
    
    
    
    
    
    
    
    
    
    
    35,742Proceeds from common stock subscribed
    
    
    
    
    
    
    1,588
    
    
    
    2,858Proceeds from the issuance of notes payable
    
    
    1,750
    
    
    
    
    
    
    
    33,300Payments on long-term debt
    
    
    (40
    )
    
    
    
    
    
    
    (40
    )Borrowing on short-term notes payable
    
    
    750
    
    
    
    
    
    
    
    1,250Payments on short-term notes
    
    
    (4,807
    )
    
    
    
    
    
    
    (4,807
    )Payments on contracts payable
    
    
    (250
    )
    
    
    
    
    
    
    (250
    )Payments on related party borrowing
    
    
    (469
    )
    
    
    
    
    
    
    (194
    )Proceeds from the exercise of warrants
    
    
    
    
    
    
    
    
    
    
    1,000Cash received upon recapitalization and merger
    
    
    
    
    
    
    
    
    
    
    21Proceeds from issuance of convertible notes
    
    
    6,334
    
    
    
    1,505
    
    
    
    27,166Offering and financing costs
    
    
    (339
    )
    
    
    (30
    )
    
    
    (1,977
    )Net cash provided by financing activities
    
    
    2,929
    
    
    
    3,063
    
    
    
    94,069Effect of exchange rate changes on cash
    
    
    6
    
    
    
    
    
    
    
    3Net increase (decrease) in cash and cash equivalents
    
    
    342
    
    
    
    (8,324
    )
    
    
    462Cash and cash equivalents, beginning of period
    
    
    120
    
    
    
    10,632
    
    
    
    Cash and cash equivalents, end of period
    
    $
    462
    
    
    $
    2,308
    
    
    $
    462Supplemental schedule of cash flow informationCash paid for interest
    
    $
    2
    
    
    $
    
    
    
    $
    1,503Cash paid for income taxes
    
    $
    
    
    
    $
    
    
    
    $
    
   9




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##### Table of Contents



PETROHUNTER ENERGY CORPORATION
(A Development Stage Company)
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
 Note 1  Organization and Basis of Presentation
  Accounting and Reporting by Development Stage Enterprises.
     Net cash acquired
    
    $
    21Other current assets
    
    
    22Liabilities assumed
    
    
    (449
    )Value of 28,700,000 Digital Shares
    
    $
    (406
    )
 Note 2  Summary of Significant Accounting Policies
 Basis of Accounting.
  10




---



##### Table of Contents



Use of Estimates.
   Reclassifications.
 Marketable Securities, Trading. Unrealized loss on trading securities
 Joint Interest Billings. Joint interest billings Joint
interest billings Oil and gas properties.
 Oil and Gas Properties.
  11




---



##### Table of Contents



Asset Retirement Obligation. Accounting for Asset Retirement Obligations
 Impairment. Accounting for the Impairment and Disposal of Long-Lived Assets, Financial Accounting and Reporting for Oil and Gas Producing
Activities Pursuant to the Federal Securities Laws and the Energy Policy and Conversion Act of 1975
 
 
 
 
  Fair Value.
  Revenue Recognition.
 Comprehensive Loss.
  12




---



##### Table of Contents



Income Taxes. Accounting for
Uncertainty in Income Taxes Accounting for Income
Taxes
 Accounting for Income Taxes
  Loss per Common Share.
 Share Based Compensation. Share-Based Payment Accounting for Stock-Based Compensation Accounting for Stock Issued to Employees
   Recently Issued Accounting Pronouncements Noncontrolling Interests in Consolidated Financial Statements
 Business Combinations
  13




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##### Table of Contents



The
Fair Value Option for Financial Assets and Financial Liabilities
 Fair Value Measurements
 Supplemental Cash Flow Information.
 CumulativeThree-Months
    
    
    Three-Months
    
    
    From InceptionEnded
    
    
    Ended
    
    
    (June 20, 2005) toDecember 31,
    
    
    December 31,
    
    
    December 31,2007
    
    
    2006
    
    
    2007Supplemental disclosures of non-cash investing and
financing activitiesShares issued for expenditures advanced
    
    $
    
    
    
    $
    
    
    
    $
    100Contracts for oil and gas properties
    
    $
    (7,030
    )
    
    $
    2,900
    
    
    $
    6,494Shares issued for debt conversion
    
    $
    
    
    
    $
    
    
    
    $
    22,032Shares issued for commissions on offerings
    
    $
    50
    
    
    $
    
    
    
    $
    50Shares issued for property
    
    $
    1,250
    
    
    $
    
    
    
    $
    82,250Shares issued for property and finders fee on property
    
    $
    
    
    
    $
    
    
    
    $
    9,644Warrants issued for debt
    
    $
    2,954
    
    
    $
    
    
    
    $
    7,624Non-cash uses of notes payable, accounts payable
and accrued liabilities
    
    $
    
    
    
    $
    
    
    
    $
    26,313Convertible debt issued for property
    
    $
    
    
    
    $
    
    
    
    $
    1,200Common stock issuable
    
    $
    
    
    
    $
    4,128
    
    
    $
    Shares issued for common stock offerings
    
    $
    
    
    
    $
    
    
    
    $
    2,900Debt issued for common stock previously subscribed
    
    $
    2,858
    
    
    $
    
    
    
    $
    2,858Receipt of trading securities related to sale of heavy oil assets
    
    $
    9,012
    
    
    $
    
    
    
    $
    9,012Assignment of rights in properties in exchange for stock and forgiveness of related party notes payable
    
    $
    15,959
    
    
    $
    
    
    
    $
    15,959Satisfaction of receivable by reduction of related party note payable
    
    $
    2,992
    
    
    $
    
    
    
    $
    2,992Debt discount related to beneficial conversion feature
    
    $
    4,002
    
    
    $
    
    
    
    $
    4,002Increase in oil and gas properties related to relief of joint interest billings
    
    $
    12,608
    
    
    $
    
    
    
    $
    12,608
 Note 3  Agreements with MAB Resources LLC
  The Development Agreement.
   14




---



##### Table of Contents



Project development costs  related party.
 The Consulting Agreement.
          15




---



##### Table of Contents



Business Combinations
    
    
    By $8.0 million in exchange for 16.0 million shares of our common stock with a value of $3.7
million based on the closing price of $0.23 per share at November 15, 2007 and warrants to acquire
32.0 million shares of our common stock at $0.50 per share. The warrants expire on November 14,
2009 and were valued at $0.7 million;
 
    
    By $2.5 million in exchange for our release of MABs obligation to pay the equivalent amount
as guarantor of the performance of Galaxy Energy Corporation under the subordinated unsecured
promissory note dated August 31, 2007 (see Note 11);
 
    
    A reduction to the note payable to MAB of $0.5 million for cash payments made during the
first quarter of 2008.
    Note 4  Oil and Gas Properties
  December 31,
    
    
    September 30,2007
    
    
    2007Oil and gas properties, at cost, full cost methodUnprovedUnited States
    
    $
    98,236
    
    
    $
    107,239Australia
    
    
    24,213
    
    
    
    23,569Proved
    
    
    45,604
    
    
    
    57,168Total
    
    
    168,053
    
    
    
    187,976Less accumulated depreciation, depletion, amortization and impairment
    
    
    (1,289
    )
    
    
    (25,133
    )Total
    
    $
    166,764
    
    
    $
    162,843
   16




---



##### Table of Contents



2007
    
    
    2006
    
    

CumulativeTotalDepletion and amortization of oil and gas properties
    
    $
    210
    
    
    $
    300
    
    
    $
    1,250Depreciation of furniture and equipment
    
    
    47
    
    
    
    37
    
    
    
    239Accretion of asset retirement obligation
    
    
    2
    
    
    
    1
    
    
    
    15Total
    
    $
    259
    
    
    $
    338
    
    
    $
    1,504Depletion and amortization per thousand cubic feet of
natural gas equivalent
    
    $
    2.43
    
    
    $
    3.27
   PICEANCE BASIN
 Buckskin Mesa Project.
  Piceance II Project.
  Joint interest billings Oil and gas properties Oil and gas properties
  17




---



##### Table of Contents



Joint interest
billings Oil
and gas properties Oil and gas properties
   Joint interest billings
 Sugarloaf Project.
 AUSTRALIA
 Australia Project.
  Beetaloo Project.
  18




---



##### Table of Contents



Northwest Shelf Project.
 POWDER RIVER BASIN
   MONTANA COALBED METHANE
 Bear Creek Project.
 HEAVY OIL
 Sale of Heavy Oil Projects.
   19




---



##### Table of Contents



Note 5  Furniture and Equipment
  December 31,
    
    
    September 30,2007
    
    
    2007Furniture and equipment
    
    $
    764
    
    
    $
    748Less accumulated depreciation
    
    
    (226
    )
    
    
    (179
    )Total
    
    $
    538
    
    
    $
    569
  Note 6  Asset Retirement Obligation
    December 31,
    
    
    September 30,2007
    
    
    2007Beginning asset retirement obligation
    
    $
    136
    
    
    $
    522Liabilities incurred
    
    
    1
    
    
    
    30Liabilities settled
    
    
    (35
    )
    
    
    Revisions to estimates
    
    
    
    
    
    
    (429
    )Accretion expense
    
    
    2
    
    
    
    13Ending asset retirement obligation
    
    $
    104
    
    
    $
    136
 Note 7  Contract Payable
 Contract payable  oil and gas properties
  20




---



##### Table of Contents



Contract
payable  Oil and gas properties Oil and gas properties Oil and gas properties Oil and gas properties
 Note 8  Notes Payable
  December 31,
    
    
    September 30,2007
    
    
    2007Short-term notes payable:Wes-Tex
    
    $
    750
    
    
    $
    Global Project Finance AG
    
    
    
    
    
    
    500Vendor
    
    
    622
    
    
    
    4,050Flatiron Capital Corp.
    
    
    68
    
    
    
    117Short-term notes payable
    
    $
    1,440
    
    
    $
    4,667Convertible notes payable
    
    $
    400
    
    
    $
    400Subordinated notes payable  related party:Bruner Family Trust
    
    $
    2,347
    
    
    $
    275MAB
    
    
    1,045
    
    
    
    12,530Less current portion
    
    
    
    
    
    
    (3,755
    )Subordinated notes payable  related party
    
    $
    3,392
    
    
    $
    9,050Long-term notes payable  net of discount:Global Project Finance AG
    
    $
    33,300
    
    
    $
    31,550Vendor
    
    
    210
    
    
    
    250Less current portion
    
    
    (120
    )
    
    
    (120
    )Discount on notes payable
    
    
    (3,302
    )
    
    
    (3,736
    )Long-term notes payable  net of discount
    
    $
    30,088
    
    
    $
    27,944Convertible debt
    
    $
    6,956
    
    
    $
    Discount on convertible debt
    
    
    (4,002
    )
    
    
    Convertible debt  net of discount
    
    $
    2,954
    
    
    $
    
 Short Term Notes Payable
 Wes-Tex
 Global Project Finance AG.
  21




---



##### Table of Contents



Vendor.
 Flatiron Capital Corp.
 Convertible Notes Payable
  Subordinated
Notes Payable-Related Party
 MAB Note
 Bruner
Family Trust.
    22




---



##### Table of Contents



Long-Term Notes Payable
 Credit Facility  Global.
      23




---



##### Table of Contents



Vendor Long-term Notes Payable
  Convertible
Notes.
      24




---



##### Table of Contents



Note 9  Stockholders Equity
 Common Stock.
 
 
 
 
 
 
 
 
 
 Common Stock Subscribed. Notes Payable- Related Party
 Common Stock Subscribed Convertible notes payable  net of discount
 Note 10  Compensation Plan
 Stock Option Plan.
  25




---



##### Table of Contents



Weighted-Number of
    
    
    AverageShares
    
    
    Exercise PriceOptions outstanding  September 30, 2007
    
    
    24,965
    
    
    $
    1.31Granted
    
    
    2,950
    
    
    
    0.20Forfeited
    
    
    (1,920
    )
    
    
    1.68Options outstanding  December 31, 2007
    
    
    25,995
    
    
    
    1.15
   Weighted-Number of
    
    
    AverageShares
    
    
    Fair ValueNon-vested  September 30, 2007
    
    
    10,208
    
    
    $
    0.62Granted
    
    
    2,950
    
    
    
    0.11Vested
    
    
    (590
    )
    
    
    0.11Forfeited
    
    
    (1,920
    )
    
    
    0.10Expired
    
    
    
    
    
    
    Non-vested  December 31, 2007
    
    
    10,648
    
    
    
    0.41
   2007Expected option term  years
    
    5Weighted-average risk-free interest rate
    
    3.75%Expected dividend yield
    
    0Weighted-average volatility
    
    71%
   Stock Options OutstandingWeighted-AverageRemaining
    
    
    Weighted-AverageNumber of
    
    
    Contractual Life
    
    
    Exercise Price per
    
    
    AggregateRange of Exercise Price
    
    Options Outstanding
    
    
    (In Years)
    
    
    Share
    
    
    Intrinsic Value$0.19 - 0.49
    
    
    4,800
    
    
    
    4.4
    
    
    $
    0.26
    
    
    $
    0.50 - 0.99
    
    
    9,100
    
    
    
    1.8
    
    
    
    0.50
    
    
    
    1.0 - 1.99
    
    
    1,500
    
    
    
    4.2
    
    
    
    1.29
    
    
    
    > 2.00
    
    
    10,595
    
    
    
    3.5
    
    
    
    2.10
    
    
    
    25,995
    
    
    
    3.1
    
    
    
    1.15
    
    
    
    
  26




---



##### Table of Contents



Stock Options ExercisableWeighted-AverageRemaining
    
    
    Weighted-AverageNumber of
    
    
    Contractual Life
    
    
    Exercise Price per
    
    
    AggregateRange of Exercise Price
    
    Options Exercisable
    
    
    (In Years)
    
    
    Share
    
    
    Intrinsic Value$0.19 - 0.49
    
    
    1,185
    
    
    
    4.4
    
    
    $
    0.24
    
    
    $
    0.50 - 0.99
    
    
    8,334
    
    
    
    1.6
    
    
    
    0.50
    
    
    
    1.0 - 1.99
    
    
    600
    
    
    
    4.2
    
    
    
    1.34
    
    
    
    > 2.00
    
    
    5,228
    
    
    
    3.0
    
    
    
    2.10
    
    
    
    15,347
    
    
    
    2.4
    
    
    
    1.05
    
    
    
    
 Deferred Stock-Based Compensation.
  Number of
    
    
    Weighted-AverageShares
    
    
    Exercise PriceOptions outstanding  September 30, 2007
    
    
    9,895
    
    
    $
    0.50Granted
    
    
    
    
    
    
    Forfeited
    
    
    (1,000
    )
    
    
    0.50Options outstanding  December 31, 2007
    
    
    8,895
    
    
    
    0.50Options exercisable  December 31, 2007
    
    
    5,337
    
    
    
    0.50
  Number of
    
    
    Weighted-AverageShares
    
    
    Fair ValueNon-vested  September 30, 2007
    
    
    3,958
    
    
    $
    0.21Granted
    
    
    
    
    
    
    Vested
    
    
    
    
    
    
    Forfeited
    
    
    (400
    )
    
    
    0.01Expired
    
    
    
    
    
    
    Non-vested  December 31, 2007
    
    
    3,558
    
    
    $
    0.28
  Compensation Expense
  Warrants
  December 31,
    
    September 30,2007
    
    2007Number of warrants
    
    130,372
    
    51,063Exercise price
    
    $0.22 - $2.10
    
    $0.31 - $2.10Expiration date
    
    2009 - 2012
    
    2011 - 2012
   27




---



##### Table of Contents



Note 11  Related Party Transactions
 MAB. Project development costs 
related party
   Galaxy. Note receivable- related part
 Due from related parties
 Falcon Oil and Gas.
 Officers. General and
administrative
 Note 12  Commitments and Contingencies
 Environmental.
  28




---



##### Table of Contents



Contingencies. Accounts payable Notes payable 
short term Accrued interest payable
  Commitments
 Operating Leases.
  Delay Rentals.
 Work Commitments.
 Note 13  Subsequent Events
 Director Note.
 Bruner
Family Trust.
  29




---



##### Table of Contents



ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
  Background
  Accounting and Reporting by Development Stage Enterprises.
      Results of Operations
 Three-Months Ended December 31, 2007 vs. Three-Months Ended December 31, 2006
 Oil and Gas Revenues.
  30




---



##### Table of Contents



Costs and Expenses
 Lease Operating Expenses.
 General and Administrative.
 Three-Months EndedDecember 31,2007
    
    
    2006
    
    
    ChangeAccounting and audit fees
    
    $
    0.2
    
    
    $
    0.1
    
    
    $
    0.1Stock based compensation expense
    
    
    0.6
    
    
    
    1.6
    
    
    
    (1.0
    )Travel
    
    
    0.1
    
    
    
    0.5
    
    
    
    (0.4
    )Investor relations
    
    
    
    
    
    
    0.3
    
    
    
    (0.3
    )Total
    
    $
    0.9
    
    
    $
    2.5
    
    
    $
    (1.6
    )
  Project Developmental Costs  Related Party.
 Impairment of Oil and Gas Properties.
 Depreciation, Depletion, Amortization and Accretion.
 Interest
Expense.
 Interest
expense related to detachable stock purchase warrants on convertible
notes
    
    $
    2,954Interest on notes and convertible debt
    
    
    1,388Interest on related party note
    
    
    89Amortization of deferred financing costs
    
    
    568Commission expense on the credit facility
    
    
    108Other
    
    
    98Capitalized interest
    
    
    (170
    )Total
    
    $
    5,035
  Net
Loss. ,
  31




---



##### Table of Contents



Going Concern
  Plan of Operation
 Colorado.
  
 
  Australia.
 Liquidity and Capital Resources
    32




---



##### Table of Contents



Working Capital.
   Cash Flow.
 Three-Months Ended December 31,2007
    
    
    2006Net cash used in operating activities
    
    $
    (4,357
    )
    
    $
    (3,161
    )Net cash provided by (used in) investing activities
    
    $
    1,764
    
    
    $
    (13,125
    )Net cash provided by financing activities
    
    $
    2,929
    
    
    $
    3,063
 Net
Cash Used in Operating Activities.
 Net Cash
Provided by (Used in) Investing Activities.
 Net Cash Provided by Financing Activities. .
 Capital Requirements.
 Aggregate
    
    
    Our WorkingActivity
    
    Prospect
    
    Total Cost
    
    
    Interest
    
    
    Our Share(a)Drill and complete 12 wells
    
    Buckskin Mesa
    
    $
    44,400
    
    
    
    100
    %
    
    $
    44,400Drill and complete two wells
    
    Piceance II
    
    
    4,200
    
    
    
    37.5
    %
    
    
    1,575Drill and complete eight wells
    
    Piceance II
    
    
    16,800
    
    
    
    62.5
    %
    
    
    10,500Complete 16 wells (b)
    
    Piceance II
    
    
    17,600
    
    
    
    100
    % (e)
    
    
    17,600Drill five wells
    
    Beetaloo
    
    
    20,000
    
    
    
    100
    %
    
    
    20,000
    (d)Total
    
    
    
    $
    103,000
    
    
    
    
    
    
    $
    94,075
 (a)
    
    We intend to sell portions of our working interest to third parties and farm-out additional portions for cash and the
agreement of the farmor to pay a portion of our development costs.(b)
    
    These wells have all been drilled.(c)
    
    During December 2007, our working interest in these wells increased to 100% with the payment by us of $1.0 million in cash.(d)
    
    Our commitment in Australia is to have five wells drilled on the various permits by December 31, 2008.
 Financing.
  33




---



##### Table of Contents



34




---



##### Table of Contents



Other Cash Sources.
  Development Stage Company.
  35




---



##### Table of Contents



Off-Balance Sheet Arrangements
  Critical Accounting Policies and Estimates
  Oil and Gas Properties.
  Asset Retirement Obligation. Accounting for Asset Retirement Obligations
 Share Based Compensation. Accounting for Stock-Based
Compensation Accounting for Stock
Issued to Employees
 Accounting for Stock Issued to Employees
 Accounting for Equity Instruments That Are Issued to Other Than Employees for
Acquiring, or in Conjunction with Selling, Goods or Services
   36




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##### Table of Contents



Impairment. Accounting for the Impairment and Disposal of Long-Lived Assets, Financial Accounting and Reporting for
Oil and Gas Producing Activities Pursuant to the Federal Securities Laws and the Energy Policy and
Conversion Act of 1975
 
 
 
 
  Recently Issued Accounting Pronouncements
 Recently Issued Accounting Pronouncements. Noncontrolling Interests in Consolidated Financial Statements  an amendment of ARB 51
 Business Combinations
 The
Fair Value Option for Financial Assets and Financial Liabilities
  37




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##### Table of Contents



Fair Value Measurements
 Accounting for Uncertainty in Income
Taxes Accounting for Income Taxes
 
 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Commodity Price Risk
  Foreign Currency Exchange Rate Risk
  Interest Rate Risk
  
 ITEM 4. CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
    38




---



##### Table of Contents



Changes in Internal Controls Over Financial Reporting
  
 PART II. OTHER INFORMATION
 
 ITEM 1. LEGAL PROCEEDINGS
        
 ITEM 1A. RISK FACTORS
   39




---



##### Table of Contents



ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
   
    
    Issuance of 25,000,000 shares of common stock to MAB Resources LLC in an 8-K filed October
23, 2007
    
    Issuance of 16,000,000 shares of common stock and warrants to purchase 32,000,000 shares
of common stock in an 8-K filed November 16, 2007
    
    Sales of convertible debentures and warrants in an 8-K filed November 15, 2007 and
amended on November 16, 2007 and the sales of convertible debentures and warrants in a
current report on Form 8-K filed on November 16, 2007.
 
 ITEM 3. DEFAULTS UPON SENIOR SECURITIES
 
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
 ITEM 5. OTHER INFORMATION
 
 ITEM 6. EXHIBITS
 
 SIGNATURES
  PETROHUNTER ENERGY CORPORATIONBy:
    
    /s/ Charles B. CrowellCharles B. Crowell
Chief Executive OfficerDate: February 19, 2008By:
    
    /s/ Lori RappucciLori Rappucci
Vice President and Chief Financial OfficerDate: February 19, 2008
  40




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##### Table of Contents



EXHIBIT INDEX
 RegulationS-K Number
    
    Exhibit2.1
    
    
    Stock Exchange Agreement dated February 10, 2006 by
and among Digital Ecosystems Corp., GSL Energy
Corporation, MABio Materials Corporation and MAB
Resources LLC (incorporated by reference to Exhibit
10.8 to the Companys quarterly report on Form
10-QSB for the quarter ended December 31, 2005,
filed February 16, 2006)2.2
    
    
    Amendment No. 1 to Stock Exchange Agreement dated
March 31, 2006 (incorporated by reference from
Exhibit 10.1 to the Companys current report on
Form 8-K dated March 31, 2006, filed April 7, 2006)2.3
    
    
    Amendment No. 5 to Stock Exchange Agreement dated
May 12, 2006 (incorporated by reference from
Exhibit 10.1 to the Companys current report on
Form 8-K dated May 12, 2006, filed May 15, 2006)2.4
    
    
    Purchase and Sale Agreement dated December 29, 2006
between Dolphin Energy Corporation and Galaxy
Energy Corporation and PetroHunter Operating
Company and PetroHunter Energy Corporation
(incorporated by reference to Exhibit 2.1 to the
Companys current report on Form 8-K dated December
29, 2006, filed January 4, 2007)2.5
    
    
    Second Amendment to Purchase and Sale Agreement
dated February 28, 2007 (incorporated by reference
to Exhibit 2.2 to the Companys amended current
report on Form 8-K dated December 29, 2006, filed
March 2, 2007)2.6
    
    
    Partial Assignment of Contract and Guarantee
between PetroHunter Energy Corporation, PetroHunter
Operating Company and MAB Resources LLC, dated
March 21, 2007 (incorporated by reference to
Exhibit 2.1 to the Companys current report on Form
8-K dated March 21, 2007, filed March 22, 2007)2.7
    
    
    Third Amendment to Purchase and Sale Agreement
dated March 30, 2007 (incorporated by reference to
Exhibit 2.3 to the Companys amended current report
on Form 8-K dated December 29, 2006, filed April 2,
2007)2.8
    
    
    Fourth Amendment to Purchase and Sale Agreement
dated April 30, 2007 (incorporated by reference to
Exhibit 2.4 to the Companys amended current report
on Form 8-K dated December 29, 2006, filed May 1,
2007)2.9
    
    
    Fifth Amendment to Purchase and Sale Agreement
dated May 31, 2007 (incorporated by reference to
Exhibit 2.5 to the Companys amended current report
on Form 8-K dated December 29, 2006, filed June 1,
2007)2.10
    
    
    Sixth Amendment to Purchase and Sale Agreement
dated June 30, 2007 (incorporated by reference to
Exhibit 2.6 to the Companys amended current report
on Form 8-K dated December 29, 2006, filed July 2,
2007)2.11
    
    
    Seventh Amendment to Purchase and Sale Agreement
dated July 31, 2007 (incorporated by reference to
Exhibit 2.7 to the Companys amended current report
on Form 8-K dated December 29, 2006, filed August
2, 2007)3.1
    
    
    Articles of Incorporation (incorporated by
reference to Exhibit A to the Information Statement
filed July 17, 2006)3.2
    
    
    Bylaws (incorporated by reference to Exhibit B to
the Information Statement filed July 17, 2006)10.1
    
    
    Business Consultant Agreement dated October 1, 2005
(incorporated by reference to Exhibit 10.1 to the
Companys current report on Form 8-K dated October
1, 2005, filed October 28, 2005)10.2
    
    
    Marketing Management Contract dated October 15,
2005 (incorporated by reference to Exhibit 10.1 to
the Companys current report on Form 8-K dated
October 1, 2005, filed October 28, 2005)10.3
    
    
    Loan Agreement with Carnavon Trust Reg. Dated for
reference October 11, 2005 (incorporated by
reference to Exhibit 10.3 to the Companys
quarterly report on Form 10-QSB for the quarter
ended September 30, 2005, filed November 21, 2005)10.4
    
    
    Loan Agreement with Carnavon Trust Reg. Dated for
reference December 5, 2005 (incorporated by
reference to Exhibit 10.6 to the Companys
quarterly report on Form 10-QSB for the quarter
ended December 31, 2005, filed February 16, 2006)10.5
    
    
    Loan Agreement with Carnavon Trust Reg. Dated for
reference February 2, 2006 (incorporated by
reference to Exhibit 10.7 to the Companys
quarterly report on Form 10-QSB for the quarter
ended December 31, 2005, filed February 16, 2006)




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##### Table of Contents



RegulationS-K Number
    
    Exhibit10.6
    
    
    2005 Stock Option Plan (incorporated by reference
from Exhibit 4.1 to the Companys annual report
Form 10-KSB for the fiscal year ending March 31,
2006, filed on July 14, 2006)10.7
    
    
    Management and Development Agreement Between MAB
Resources LLC and GSL Energy Corporation (Amended
and Restated) Effective July 1, 2005 (incorporated
by reference from Exhibit 10.4 to the Companys
annual report Form 10-KSB for the fiscal year
ending March 31, 2006, filed on July 14, 2006)10.8
    
    
    Acquisition and Consulting Agreement between MAB
Resources LLC and PetroHunter Energy Corporation
Effective January 1, 2007 (incorporated by
reference to Exhibit 10.1 to the Companys amended
current report on Form 8-K dated January 9, 2007,
filed May 4, 2007)10.9
    
    
    Credit and Security Agreement dated as of January
9, 2007 between PetroHunter Energy Corporation and
PetroHunter Operating Company and Global Project
Finance AG (incorporated by reference to Exhibit
10.2 to the Companys current report on Form 8-K
dated January 9, 2007, filed January 11, 2007)10.10
    
    
    Credit and Security Agreement dated as of May 21,
2007 between PetroHunter Energy Corporation and
PetroHunter Operating Company and Global Project
Finance AG (incorporated by reference to Exhibit
10.1 to the Companys current report on Form 8-K
dated May 21, 2007, filed May 22, 2007)10.11
    
    
    Subordinated Unsecured Promissory Note dated July
31, 2007 to Bruner Family Trust UTD March 28, 2005
(incorporated by reference to Exhibit 10.1 to the
Companys current report on Form 8-K dated July 31,
2007, filed August 1, 2007)10.12
    
    
    Subordinated Unsecured Promissory Note dated
September 21, 2007 to Bruner Family Trust UTD March
28, 2005 (incorporated by reference to Exhibit 10.1
to the Companys current report on Form 8-K dated
September 21, 2007, filed September 27, 2007)10.13
    
    
    First Amendment to Acquisition and Consulting
Agreement between MAB Resources LLC and PetroHunter
Energy Corporation dated October 18, 2007
(incorporated by reference to Exhibit 10.1 to the
Companys current report on Form 8-K dated October
17, 2007, filed October 23, 2007)10.14
    
    
    Lori Rappucci Employment Agreement (incorporated by
reference to Exhibit 10.2 to the Companys current
report on Form 8-K dated October 17, 2007, filed
October 23, 2007)10.15
    
    
    Purchase and Sale Agreement between PetroHunter
Heavy Oil Ltd. and Pearl Exploration and Production
Ltd. Effective October 1, 2007 (incorporated by
reference to Exhibit 10.1 to the Companys current
report on Form 8-K dated November 6, 2007, filed
November 7, 2007)10.16
    
    
    Securities Purchase Agreement (incorporated by
reference to Exhibit 10.1 to the Companys current
report on Form 8-K dated November 13, 2007, filed
November 15, 2007)10.17
    
    
    Form of Debenture (incorporated by reference to
Exhibit 10.2 to the Companys current report on
Form 8-K dated November 13, 2007, filed November
15, 2007)10.18
    
    
    Registration Rights Agreement (incorporated by
reference to Exhibit 10.3 to the Companys current
report on Form 8-K dated November 13, 2007, filed
November 15, 2007)10.19
    
    
    Form of Warrant (incorporated by reference to
Exhibit 10.4 to the Companys current report on
Form 8-K dated November 13, 2007, filed November
15, 2007)10.20
    
    
    Collateral Pledge and Security Agreement
(incorporated by reference to Exhibit 10.5 to the
Companys current report on Form 8-K dated November
13, 2007, filed November 15, 2007)10.21
    
    
    Second Amendment to Acquisition and Consulting
Agreement between MAB Resources LLC and PetroHunter
Energy Corporation dated November 15, 2007
(incorporated by reference to Exhibit 10.1 to the
Companys current report on Form 8-K dated November
15, 2007, filed November 16, 2007)10.22
    
    
    Charles B. Crowell Employment Agreement
(incorporated by reference to Exhibit 10.1 to the
Companys current report on Form 8-K dated January
4, 2008, filed January 10, 2008)10.23
    
    
    Third Amendment to Acquisition and Consulting
Agreement between MAB Resources LLC and PetroHunter
Energy Corporation dated (incorporated by reference
to Exhibit 10.23 to the Companys annual report on
Form 10-K for the fiscal year ended September 30,
2007, filed January 15, 2008)




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##### Table of Contents



RegulationS-K Number
    
    Exhibit10.24
    
    
    Promissory Note dated February 12, 2008 to Bruner
Family Trust UTD March 28, 2005 (incorporated by
reference to Exhibit 10.1 to the Companys current
report on Form 8-K dated February 12, 2008, filed
February 19, 2008)31.1
    
    
    Rule 13a-14(a) Certification of Charles B. Crowell31.2
    
    
    Rule 13a-14(a) Certification of Lori Rappucci32.1
    
    
    Certification of Charles B. Crowell Pursuant to 18
U.S.C. Section 1350, as Adopted Pursuant to Section
906 of the Sarbanes-Oxley Act Of 200232.2
    
    
    Certification of Lori Rappucci Pursuant to 18
U.S.C. Section 1350, as Adopted Pursuant to Section
906 of the Sarbanes-Oxley Act Of 2002