**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**










**FORM
      10-Q**









**(Mark
      One)**


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




**For
      the quarterly period ended June 30, 2007**




**OR**




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




**For
      the transition period
             to**




**Commission
      file number: 814-00672**









**NGP
      Capital Resources Company**


**(Exact
      name of registrant as specified in its charter)**









**Maryland**
            **20-1371499****(State
                or other jurisdiction of**
              **incorporation
                or organization)**
            **(I.R.S.
                employer**
              **identification
                number)****1221
                McKinney Street, Suite 2975**
              **Houston,
                Texas**
            **77010****(Address
                of principal executive offices)**
            **(Zip
                Code)**




**(713)
      752-0062**


**(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
      preceding 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 is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer.  See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange
      Act. (Check one):





Large
                accelerated filer o
            Accelerated x
            Non-accelerated
                filer o





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





The
      number of shares of the registrant’s Common Stock, $.001 par value, outstanding
      as of August 1, 2007 was 17,469,654.










**PART
      I - FINANCIAL INFORMATION**


**Item
      1. Consolidated Financial
      Statements.**




**NGP
                  CAPITAL RESOURCES
                  COMPANY****CONSOLIDATED
                  BALANCE SHEETS****(unaudited)**June
                  30, 2007
              
              
              December
                  31, 2006AssetsInvestments
                  in portfolio securities at fair value(cost:  $218,537,435
                  and $170,863,203, respectively)
              
              $
              225,934,898
              
              
              $
              172,025,498Investments
                  in corporate notes at fair value(cost:  $17,660,444
                  and $17,681,646, respectively)
              
              
              14,880,860
              
              
              
              15,116,080Investments
                  in U.S. Treasury Bills, at amortized costwhich
                  approximates fair value
              
              
              101,501,831
              
              
              
              142,669,579Total
                  investments
              
              
              342,317,589
              
              
              
              329,811,157Cash
                  and cash equivalents
              
              
              19,747,765
              
              
              
              12,334,329Accounts
                  receivable
              
              
              732
              
              
              
              452,916Interest
                  receivable
              
              
              793,588
              
              
              
              1,400,757Prepaid
                  assets
              
              
              1,121,330
              
              
              
              1,598,501Total
                  assets
              
              $
              363,981,004
              
              
              $
              345,597,660Liabilities
                  and stockholders' equity (net assets)Current
                  liabilitiesAccounts
                  payable
              
              $
              723,832
              
              
              $
              965,105Management
                  and incentive fees payable
              
              
              2,639,852
              
              
              
              1,374,299Dividends
                  payable
              
              
              5,407,938
              
              
              
              -Total
                  current liabilities
              
              
              8,771,622
              
              
              
              2,339,404Long-term
                  debt
              
              
              100,000,000
              
              
              
              100,000,000Total
                  liabilities
              
              
              108,771,622
              
              
              
              102,339,404Commitments
                  and contingencies  (Note 8)Stockholders’
                  equity (net assets)Common
                  stock, $.001 par value, 250,000,000 shares authorized; 17,444,960
                  and17,422,268
                  issued and 17,444,960 and 17,422,268 outstanding,
                  respectively
              
              
              17,445
              
              
              
              17,422Paid-in
                  capital in excess of par
              
              
              245,019,403
              
              
              
              244,660,173Undistributed
                  net investment income (loss)
              
              
              (866,344
              )
              
              
              229,791Undistributed
                  net realized capital gain  (loss)
              
              
              6,420,999
              
              
              
              (245,859
              )Net
                  unrealized appreciation (depreciation) ofportfolio
                  securities and corporate notes
              
              
              4,617,879
              
              
              
              (1,403,271
              )Total
                  stockholders’ equity (net assets)
              
              
              255,209,382
              
              
              
              243,258,256Total
                  liabilities and stockholders' equity (net assets)
              
              $
              363,981,004
              
              
              $
              345,597,660Net
                  asset value per share
              
              $
              14.63
              
              
              $
              13.96*(See
                  accompanying notes to consolidated financial
                  statements)*




1


**NGP
                  CAPITAL RESOURCES COMPANY****CONSOLIDATED
                  STATEMENTS OF OPERATIONS****(unaudited)**For
                  the Three Months
              
              
              For
                  the Three Months
              
              
              For
                  the Six Months
              
              
              For
                  the Six Monthsended
                  June 30, 2007
              
              
              ended
                  June 30, 2006
              
              
              ended
                  June 30, 2007
              
              
              ended
                  June 30, 2006Investment
                  incomeInterest
                  income
              
              $
              9,507,862
              
              
              $
              5,802,683
              
              
              $
              17,929,117
              
              
              $
              10,661,187Dividend
                  income
              
              
              93,710
              
              
              
              60,998
              
              
              
              93,710
              
              
              
              60,998Other
                  income
              
              
              142,237
              
              
              
              136,078
              
              
              
              197,745
              
              
              
              273,627Total
                  investment income
              
              
              9,743,809
              
              
              
              5,999,759
              
              
              
              18,220,572
              
              
              
              10,995,812Operating
                  expensesManagement
                  fees
              
              
              1,585,494
              
              
              
              1,118,105
              
              
              
              3,150,003
              
              
              
              2,235,124Incentive
                  fees
              
              
              1,054,358
              
              
              
              -
              
              
              
              1,054,358
              
              
              
              -Professional
                  fees
              
              
              174,987
              
              
              
              236,126
              
              
              
              328,583
              
              
              
              357,828Insurance
                  expense
              
              
              132,423
              
              
              
              144,234
              
              
              
              264,846
              
              
              
              288,589Interest
                  expense and fees
              
              
              1,619,226
              
              
              
              81,071
              
              
              
              3,176,422
              
              
              
              160,074Other
                  general and administrative expenses
              
              
              666,103
              
              
              
              531,866
              
              
              
              1,317,656
              
              
              
              1,075,944Total
                  operating expenses
              
              
              5,232,591
              
              
              
              2,111,402
              
              
              
              9,291,868
              
              
              
              4,117,559Net
                  investment income
              
              
              4,511,218
              
              
              
              3,888,357
              
              
              
              8,928,704
              
              
              
              6,878,253Net
                  realized capital gain (loss) on portfolio securitiesand
                  corporate notes
              
              
              6,666,858
              
              
              
              -
              
              
              
              6,666,858
              
              
              
              -Net
                  increase (decrease) in unrealized appreciation(depreciation)
                  on portfolio securities and corporate notes
              
              
              2,291,165
              
              
              
              (1,360,159
              )
              
              
              6,021,150
              
              
              
              (2,506,521
              )Net
                  increase in stockholders' equity(net
                  assets) resulting from operations
              
              $
              13,469,241
              
              
              $
              2,528,198
              
              
              $
              21,616,712
              
              
              $
              4,371,732Net
                  increase in stockholders' equity (net assets)resulting
                  from operations per common share
              
              $
              0.78
              
              
              $
              0.15
              
              
              $
              1.25
              
              
              $
              0.25*(See
                  accompanying notes to consolidated financial
                  statements)*
 
 2




**NGP
                  CAPITAL RESOURCES
                  COMPANY****CONSOLIDATED
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (NET
                  ASSETS)****(unaudited)**Net
                  UnrealizedAppreciationUndistributed
              
              
              
              
              (Depreciation)Common
                  Stock
              
              
              Paid-in
                  Capital
              
              
              Net
                  Investment
              
              
              Undistributted
                Net
                  Realized
              
              of
                  Portfolio Securities
              
              Total
                Stockholders'Shares
              
              
              Amount
              
              
              in
                  Excess
                of
                  Par
              
              
              Income
                  (Loss)
              
              
              Capital
                  Gain (Loss)
              
              and
                  Corporate Notes
              
              Equity
                (Net
                  Assets)Balance
                  at December 31, 2006
              
              
              17,422,268
              
              
              $
              17,422
              
              
              $
              244,660,173
              
              
              $
              229,791
              
              
              $
              (245,859
              )
              
              $
              (1,403,271
              )
              
              $
              243,258,256Net
                  increase instockholders'
                  equity (net assets)resulting
                  from operations
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              8,928,704
              
              
              
              6,666,858
              
              
              
              6,021,150
              
              
              
              21,616,712Dividends
                  declared
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (10,024,839
              )
              
              
              -
              
              
              
              -
              
              
              
              (10,024,839
              )Issuance
                  of common stock underdividend
                  reinvestment plan
              
              
              22,692
              
              
              
              23
              
              
              
              359,230
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              359,253Balance
                  at June 30, 2007
              
              
              17,444,960
              
              
              $
              17,445
              
              
              $
              245,019,403
              
              
              $
              (866,344
              )
              
              $
              6,420,999
              
              
              $
              4,617,879
              
              
              $
              255,209,382*(See
                  accompanying notes to consolidated financial
                  statements)*




3


**NGP
                  CAPITAL RESOURCES
                  COMPANY****CONSOLIDATED
                  STATEMENTS OF CASH FLOWS****(unaudited)**For
                  the Six Months
              
              
              For
                  the Six Monthsended
                  June 30, 2007
              
              
              ended
                  June 30, 2006Cash
                  flows from operating activitiesNet
                  increase in stockholders' equity (net assets) resulting from
                  operations
              
              $
              21,616,712
              
              
              $
              4,371,732Adjustments
                  to reconcile net increase in stockholders' equity (net
                  assets)resulting
                  from operations to net cash used in operating activitiesPayment-in-kind
                  interest
              
              
              (1,935,532
              )
              
              
              (84,755
              )Payment-in-kind
                  dividend
              
              
              (93,710
              )
              
              
              (60,998
              )Net
                  amortization of premiums, discounts and fees
              
              
              (1,498,175
              )
              
              
              (272,220
              )Unrealized
                  appreciation (depreciation) on portfolio securities and corporate
                  notes
              
              
              (6,021,150
              )
              
              
              2,506,521Effects
                  of changes in operating assets and liabilitiesAccounts
                  receivable
              
              
              452,184
              
              
              
              50,965Interest
                  receivable
              
              
              607,169
              
              
              
              (219,733
              )Prepaid
                  assets
              
              
              477,171
              
              
              
              369,878Accounts
                  payable
              
              
              1,024,280
              
              
              
              729,773Purchase
                  of investments in portfolio securities
              
              
              (152,705,108
              )
              
              
              (59,123,623
              )Redemption
                  of investments in portfolio securities
              
              
              108,579,495
              
              
              
              2,402Net
                  sale of investments in U.S. Treasury Bills
              
              
              41,167,748
              
              
              
              42,805,222Net
                  cash provided by (used in) operating activities
              
              
              11,671,084
              
              
              
              (8,924,836
              )Cash
                  flows from financing activitiesBorrowings
                  under revolving credit facility
              
              
              -
              
              
              
              7,000,000Dividends
                  paid
              
              
              (4,257,648
              )
              
              
              (7,569,044
              )Net
                  cash provided by (used in) financing activities
              
              
              (4,257,648
              )
              
              
              (569,044
              )Net
                  increase (decrease) in cash and cash equivalents
              
              
              7,413,436
              
              
              
              (9,493,880
              )Cash
                  and cash equivalents, beginning of the period
              
              
              12,334,329
              
              
              
              13,350,588Cash
                  and cash equivalents, end of period
              
              $
              19,747,765
              
              
              $
              3,856,708*(See
                  accompanying notes to consolidated financial
                  statements)*
 
 4




**NGP
                  CAPITAL RESOURCES COMPANY****CONSOLIDATED
                  SCHEDULE OF INVESTMENTS****June
                  30, 2007****(unaudited)****Portfolio
                  Company**
              
              **Investment
                  (2) (4)**
              
              **Principal**
              
              
              **Cost**
              
              
              **Fair
                  Value (3)****TARGETED
                  INVESTMENTS**Venoco,
                  Inc. (1)
              
              Senior
                  Notes (7)
              
              $
              8,000,000
              
              
              $
              7,964,007
              
              
              $
              8,260,000(8.75%,
                  due 12/15/2011)Venoco,
                  Inc. (1)
              
              Senior
                  Notes (7)
              
              
              4,000,000
              
              
              
              3,940,310
              
              
              
              4,130,000(8.75%,
                  due 12/15/2011)Chroma
                  Exploration &
              
              8,887
                  Shares Series A Participating
              
              
              -
              
              
              
              2,221,710
              
              
              
              2,221,710Production,
                  Inc. (1)
              
              Convertible
                  Preferred Stock8,116
                  Shares Series AA Participating
              
              
              -
              
              
              
              2,029,000
              
              
              
              2,029,000Convertible
                  Preferred Stock8.11
                  Shares Common Stock
              
              
              -
              
              
              
              -
              
              
              
              -Resaca
                  Exploitation, LP (1)
              
              Senior
                  Secured
              
              
              25,464,000
              
              
              
              25,028,351
              
              
              
              25,028,351Multiple-Advance
                  Tranche A Term Loan(LIBOR
                  + 6.00%, due 5/01/2012)Overriding
                  Royalty Interest (6)
              
              
              30,000
              
              
              
              30,000
              
              
              
              125,000Senior
                  Secured Tranche B Term Loan
              
              
              6,000,000
              
              
              
              5,988,866
              
              
              
              5,988,866(LIBOR
                  + 9.00%, due 8/01/2007)Overriding
                  Royalty Interest (6)
              
              
              30,000
              
              
              
              30,000
              
              
              
              125,000Senior
                  Subordinated
              
              
              4,000,000
              
              
              
              4,000,000
              
              
              
              4,000,000Secured
                  Convertible Term Loan(6.00%
                  cash, 8.00% PIK, due 5/01/2012)Crossroads
                  Energy, LP (1)
              
              Senior
                  Secured
              
              
              3,549,071
              
              
              
              3,478,838
              
              
              
              3,478,838Multiple-Advance
                  Term Loan(LIBOR
                  + 5.50% cash, +7.50% PIK - until 12/29/07,cash
                  only thereafter, due 6/29/2009)Overriding
                  Royalty Interest (6)
              
              
              10,000
              
              
              
              9,429
              
              
              
              150,000Rubicon
                  Energy Partners, LLC (8)
              
              LLC
                  Units (4,000 units)
              
              
              -
              
              
              
              4,000,000
              
              
              
              10,000,000BSR
                  Alto, LLC (1)
              
              Senior
                  Secured
              
              
              2,445,129
              
              
              
              2,337,478
              
              
              
              2,337,478Multiple-Advance
                  Term Loan(LIBOR
                  + 5.50% cash, +7.50% PIK - until 8/17/08,cash
                  only thereafter, due 8/17/2009)Overriding
                  Royalty Interest (6)
              
              
              30,000
              
              
              
              29,615
              
              
              
              75,000Warrants
                  (5)
              
              
              10,000
              
              
              
              10,000
              
              
              
              100,000BSR
                  Loco Bayou, LLC (1)
              
              Senior
                  Secured
              
              
              3,649,853
              
              
              
              3,501,702
              
              
              
              3,501,702Multiple-Advance
                  Term Loan(LIBOR
                  + 5.50% cash, +7.50% PIK - until 8/15/08,cash
                  only thereafter, due 8/15/2009)Overriding
                  Royalty Interest  (5) (6)
              
              
              20,000
              
              
              
              20,000
              
              
              
              20,000Warrants
                  (5)
              
              
              10,000
              
              
              
              10,000
              
              
              
              10,000
   5
  **NGP
                    CAPITAL RESOURCES COMPANY****CONSOLIDATED
                    SCHEDULE OF INVESTMENTS****June
                    30, 2007****(unaudited)**(Continued)**Portfolio
                    Company**
                
                **Investment
                    (2) (4)**
                
                **Principal**
                
                
                **Cost**
                
                
                **Fair
                    Value (3)****TARGETED
                    INVESTMENTS - Continued**Nighthawk
                    Transport I, LP (1)
                
                Second
                    Lien
                
                
                15,529,220
                
                
                
                14,432,293
                
                
                
                14,432,293Term
                    Loan B(LIBOR
                    + 8.00%, due 6/15/2011)LP
                    Units
                
                
                -
                
                
                
                224
                
                
                
                150,000Warrants
                    (5)
                
                
                -
                
                
                
                850,000
                
                
                
                850,000Sonoran
                    Energy, Inc. (1)
                
                Senior
                    Secured
                
                
                6,943,853
                
                
                
                6,806,241
                
                
                
                6,806,241Multiple-Advance
                    Term Loan(LIBOR
                    + 6.00%, due 2/28/2008)Overriding
                    Royalty Interest (6)
                
                
                100,000
                
                
                
                97,801
                
                
                
                100,000Warrants
                    (5)
                
                
                10,000
                
                
                
                10,000
                
                
                
                10,000Alden
                    Resources, LLC (1)
                
                Senior
                    Secured
                
                
                35,000,000
                
                
                
                31,882,657
                
                
                
                31,882,657Multiple-Advance
                    Term Loan(LIBOR
                    + 8.00% cash, +10.00% PIK - until 1/05/2008)cash
                    only thereafter, due 1/05/2013)Royalty
                    Interest (6)
                
                
                2,660,000
                
                
                
                2,647,792
                
                
                
                2,660,000Warrants
                    (5)
                
                
                100,000
                
                
                
                100,000
                
                
                
                100,000Tammany
                    Oil & Gas, LLC (1)
                
                Senior
                    Secured
                
                
                22,535,796
                
                
                
                22,076,833
                
                
                
                22,076,833Multiple-Advance
                    Term Loan(LIBOR
                    + 6.00%, due 3/21/2010)Overriding
                    Royalty Interest (6)
                
                
                200,000
                
                
                
                200,000
                
                
                
                300,000TierraMar
                    Energy, LLC (8)
                
                Overriding
                    Royalty Interest (6)
                
                
                20,000
                
                
                
                18,359
                
                
                
                200,000Class
                    A Preferred LP Units (5)
                
                
                14,121,062
                
                
                
                14,121,062
                
                
                
                14,121,062Anadarko
                    Petroleum Corporation
                
                Multiple-Advance
                    Net Profits Interest
                
                
                22,511,417
                
                
                
                22,524,488
                
                
                
                22,524,4882007-III
                    Drilling Fund (1)
                
                (Due
                    4/23/2032)Formidable,
                    LLC (1)
                
                Senior
                    Secured
                
                
                27,247,259
                
                
                
                26,506,483
                
                
                
                26,506,483Multiple-Advance
                    Term Loan(LIBOR
                    + 5.50% cash, +7.50% PIK due 12/31/2007)Warrants
                    (5)
                
                
                500,000
                
                
                
                500,000
                
                
                
                500,000DeanLake
                    Operator, LLC (1)
                
                Senior
                    Secured
                
                
                11,392,310
                
                
                
                11,103,896
                
                
                
                11,103,896Multiple-Advance
                    Term Loan(LIBOR
                    + 7.00%, due 6/25/2010)Overriding
                    Royalty Interest (6)
                
                
                20,000
                
                
                
                20,000
                
                
                
                20,000Warrants
                    (5)
                
                
                10,000
                
                
                
                10,000
                
                
                
                10,000**Subtotal
                    Targeted Investments (62.42% of total
                    investments)**
                
                
                **$**
                **218,537,435**
                
                
                **$**
                **225,934,898**
 6
  **NGP
                      CAPITAL RESOURCES COMPANY****CONSOLIDATED
                      SCHEDULE OF INVESTMENTS****June
                      30, 2007****(unaudited)**(Continued)**Issuing
                      Company**
                  
                  **Investment
                      (2) (4)**
                  
                  **Principal**
                  
                  
                  **Cost**
                  
                  
                  **Fair
                      Value (3)****CORPORATE
                      NOTES**Pioneer
                      Natural Resources Co.
                  
                  Senior
                      Notes, 7.2%, due 2028
                  
                  $
                  10,000,000
                  
                  
                  $
                  11,653,006
                  
                  
                  $
                  9,243,800XTO
                      Energy, Inc.
                  
                  Senior
                      Notes, 5.0%, due 2015
                  
                  
                  6,000,000
                  
                  
                  
                  6,007,438
                  
                  
                  
                  5,637,060**Subtotal
                      Corporate Notes ( 4.11% of total investments)**
                  
                  
                  **$**
                  **17,660,444**
                  
                  
                  **$**
                  **14,880,860****GOVERNMENT
                      SECURITIES**
                  
                  
                  
                  ****
                  
                  
                  
                  ****
                  
                  
                  
                  ****U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  $
                  6,203,000
                  
                  
                  $
                  6,160,444
                  
                  
                  $
                  6,160,444U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,674
                  
                  
                  
                  11,917,674U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,674
                  
                  
                  
                  11,917,674U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,674
                  
                  
                  
                  11,917,674U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,673
                  
                  
                  
                  11,917,673U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,673
                  
                  
                  
                  11,917,673U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,673
                  
                  
                  
                  11,917,673U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,673
                  
                  
                  
                  11,917,673U.S.
                      Treasury Bills
                  
                  U.S.
                      Treasury Bills, 4.781%, due 08/23/2007
                  
                  
                  12,000,000
                  
                  
                  
                  11,917,673
                  
                  
                  
                  11,917,673**Subtotal
                      Government Securities (28.02% of total
                      investments)**
                  
                  
                  **$**
                  **101,501,831**
                  
                  
                  **$**
                  **101,501,831******
                  
                  
                  
                  ****
                  
                  
                  
                  ******CASH**
                  
                  
                  
                  ****
                  
                  
                  
                  ****
                  
                  
                  
                  ******Subtotal
                      Cash (5.45% of total investments)**
                  
                  
                  **$**
                  **19,747,765**
                  
                  
                  **$**
                  **19,747,765******
                  
                  
                  
                  ****
                  
                  
                  
                  ******TOTAL
                      INVESTMENTS, CASH AND CASH EQUIVALENTS**
                  
                  
                  **$**
                  **357,447,475**
                  
                  
                  **$**
                  **362,065,354******
                  
                  
                  
                  ****
                  
                  
                  
                  ******LIABILITIES
                      IN EXCESS OF OTHER ASSETS**
                  
                  
                  ****
                  
                  
                  
                  **$**
                  **(106,855,972**
                  **)******
                  
                  
                  
                  
                  
                  
                  
                  ******NET
                      ASSETS**
                  
                  
                  
                  ****
                  
                  
                  
                  ****
                  
                  
                  
                  **$**
                  **255,209,382**(1) Portfolio
                      company is not controlled by or affiliated with us as defined
                      by the
                      Investment Company Act of 1940.(2) Percentages
                      represent interest rates in effect at June 30, 2007, and due
                      dates
                      represent the contractual maturity dates.(3) Fair
                      value of targeted investments is determined by or under the
                      direction of
                      the Board of Directors.(4) All
                      investments are in entities with primary operations in the
                      United States
                      of America.(5)  Non-income
                      producing securities.(6) Securities
                      are subject to restrictions as to their sale.(7) Upon
                      the March 30, 2006 closing of Venoco, Inc.'s TexCal acquisition,
                      Venoco
                      Inc.'s senior notes becamecollateralized
                      by second priority liens.(8) Portfolio
                      company is controlled by us as defined by the Investment Company
                      Act of
                      1940.
                  
                  
                  **
                  
                  
                  
                  ****
                  
                  
                  
                  **
                  
                  
                  
                  ***(See
                      accompanying notes to consolidated financial
                      statements)***
                  
                  
                  
                  **
                  
                  
                  
                  **
 
 7


**NGP
                    CAPITAL RESOURCES
                    COMPANY****CONSOLIDATED
                    FINANCIAL HIGHLIGHTS****(unaudited)**For
                    the Six Months
                
                
                For
                    the Six Monthsended
                    June 30, 2007
                
                
                ended
                    June 30, 2006**Per
                    Share Data**Net
                    asset value, beginning of period
                
                $
                13.96
                
                
                $
                14.02Net
                    investment income
                
                
                0.51
                
                
                
                0.39Net
                    realized and unrealized gain (loss) on portfolio
                    securitiesand
                    corporate notes
                
                
                0.74
                
                
                
                (0.14
                )Net
                    increase in stockholders' equity (net assets)resulting
                    from operations
                
                
                1.25
                
                
                
                0.25Dividends
                    declared
                
                
                (0.58
                )
                
                
                (0.34
                )Net
                    asset value, end of period
                
                $
                14.63
                
                
                $
                13.93Market
                    value, beginning of period
                
                $
                16.75
                
                
                $
                13.13Market
                    value, end of period
                
                $
                16.72
                
                
                $
                14.63Market
                    value return  (1)
                
                
                3.28
                %
                
                
                14.29
                %Net
                    asset value return (1)
                
                
                8.43
                %
                
                
                1.91
                %**Ratios
                    and Supplemental Data**($
                    and shares in thousands)Net
                    assets, end of period
                
                $
                255,209
                
                
                $
                242,354Average
                    net assets
                
                $
                249,234
                
                
                $
                243,126Common
                    shares outstanding at end of period
                
                
                17,445
                
                
                
                17,400Total
                    operating expenses less management andincentive
                    fees and interest expense/average net assets (2)
                
                
                1.55
                %
                
                
                1.43
                %Total
                    operating expenses less managementand
                    incentive fees/average net assets (2)
                
                
                4.12
                %
                
                
                1.56
                %Total
                    operating expenses/average net assets (2)
                
                
                7.52
                %
                
                
                3.42
                %Net
                    investment income/average net assets (2)
                
                
                7.22
                %
                
                
                5.71
                %Net
                    increase in net assets resulting fromoperations/average
                    net assets (2)
                
                
                17.49
                %
                
                
                3.63
                %Portfolio
                    turnover rate
                
                
                43.57
                %
                
                
                0.00
                %(1)
                    Return calculations assume reinvestment of dividends and are
                    not
                    annualized.(2)
                    Annualized.*(See
                    accompanying notes to consolidated financial
                    statements)*
 
 8




**NGP
      CAPITAL RESOURCES COMPANY**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**June
      30, 2007**


(Unaudited)




**Note
      1: Organization**





NGP
      Capital Resources Company (the “Company”) was organized as a Maryland
      corporation in July 2004. The Company has elected to be treated as a business
      development company under the Investment Company Act of 1940, as amended (the
      “1940 Act”). In addition, for tax purposes the Company has elected to be treated
      as a regulated investment company, (“RIC”), under the Internal Revenue Code of
      1986, as amended (the “Code”) for 2005 and later years. The Company has several
      subsidiaries that are single member limited liability companies and wholly
      owned
      limited partnerships established to hold certain portfolio investments or
      provide services to the Company in accordance with specific rules prescribed
      for
      a company operating as a RIC.  These subsidiaries are: NGPC Funding
      GP, LLC, a Texas limited liability company; NGPC Nevada, LLC, a Nevada limited
      liability company; NGPC Funding, LP, a Texas limited partnership; NGPC Asset
      Holdings GP, LLC, a Texas limited liability company; NGPC Asset Holdings, LP,
      a
      Texas limited partnership; NGPC Asset Holdings II, LP, a Texas limited
      partnership; NGPC Asset Holdings III, LP, a Texas limited partnership and NGPC
      Asset Holdings IV, LP, a Texas limited partnership.  The Company
      consolidates the results of its subsidiaries for financial reporting purposes.
      The Company does not consolidate the financial results of its portfolio
      companies.





The
      Company was created to invest primarily in small and mid-size private energy
      companies, which are generally defined as companies that have net asset values
      or annual revenues of less than $500 million and are not issuers of securities
      listed on a national exchange.  The Company’s investment objective is
      to generate both current income and capital appreciation through debt and equity
      investments or a combination thereof.




The
      Company is managed and advised, subject to the overall supervision of the
      Company’s Board of Directors, by NGP Investment Advisor, LP (the “Manager”), a
      Delaware limited partnership owned by NGP Energy Capital Management, LLC, and
      NGP Administration, LLC (the “Administrator”), the Company’s
      administrator.




**Note
      2: Significant Accounting Policies**




The
      interim unaudited consolidated financial statements include the accounts of
      the
      Company and its subsidiaries. All significant intercompany accounts and
      transactions have been eliminated. The interim consolidated financial statements
      have been prepared by management of the Company, without audit, pursuant to
      the
      rules and regulations of the Securities and Exchange
      Commission.  Certain information and footnote disclosures normally
      included in financial statements prepared in accordance with accounting
      principles generally accepted in the United States of America have been omitted
      pursuant to such rules and regulations, although the Company believes the
      disclosures included herein are adequate to make the information presented
      not
      misleading.  In the opinion of management, all adjustments which are
      of a normal recurring nature considered necessary for presentation of the
      information have been included.  These unaudited consolidated
      financial statements should be read in conjunction with the consolidated
      financial statements and related notes included in the Company’s Annual Report
      on Form 10-K for the year ended December 31, 2006. Interim results are not
      necessarily indicative of results for a full year.





The
      following is a summary of the significant accounting policies consistently
      applied by the Company in the preparation of its consolidated financial
      statements:




***Use
      of
      Estimates***




The
      interim consolidated financial statements have been prepared in accordance
      with
      U.S. Generally Accepted Accounting Principles that require management to make
      estimates and assumptions that affect the amounts reported in the consolidated
      financial statements and the accompanying notes to the consolidated financial
      statements.  Actual results could differ from these
      estimates.




***Cash
      and Cash Equivalents***




Cash
      and
      cash equivalents consist of demand deposits and highly liquid investments with
      original maturities of three months or less when purchased. Cash and cash
      equivalents are carried at cost which approximates fair value.




9


***Prepaid
      Assets***




Prepaid
      assets consist of premiums paid for directors’ and officers’ insurance and
      fidelity bonds with policy terms of one year and fees associated with the
      establishment of the credit facility. Such premiums and fees are amortized
      monthly on a straight line basis over the term of the policy or credit
      facility.




***Concentration
      of Credit Risk***




The
      Company places its cash and cash equivalents with financial institutions and,
      at
      times, cash held in checking accounts may exceed the Federal Deposit Insurance
      Corporation insured limit.




***Valuation
      of Investments***




Investments
      are carried at fair value, as determined in good faith by the Company’s Board of
      Directors.  On a quarterly basis, the Manager prepares valuations for
      all of the securities of its portfolio companies and presents the valuations
      to
      the Company’s Valuation Committee and Board of Directors.  The
      valuations are determined and recommended by the Valuation Committee to the
      Board of Directors, which reviews and ratifies the final portfolio
      valuations.





Investments
      in securities for which market quotations are readily available are recorded
      in
      the financial statements at such market quotations as of the valuation date
      adjusted for appropriate liquidity discounts, if applicable. For investments
      in
      securities for which market quotations are unavailable, or which have various
      degrees of trading restrictions, the Manager prepares valuation analyses, as
      generally described below.





Using
      the
      most recently available financial statements, forecasts and, when applicable,
      comparable transaction data, the Manager prepares valuation analyses for the
      various securities in the Company’s investment portfolio. These valuation
      analyses are prepared using traditional valuation methodologies which rely
      on
      estimates of the asset values and enterprise values of portfolio companies
      issuing securities.




The
      methodologies for determining asset valuations include estimates based on the
      liquidation or sale value of a portfolio company’s assets, the discounted value
      of expected future net cash flows from the assets, third party valuations of
      the
      portfolio company’s assets (such as engineering reserve reports of oil and gas
      properties) or multiples from transactions involving the sale of comparable
      assets.  The Manager considers some or all of the above valuation
      methods to determine the estimated asset value of a portfolio
      company.





The
      methodologies for determining enterprise valuations include estimates based
      on
      valuations of comparable public companies, recent sales of comparable companies,
      the value of recent investments in the equity securities of the portfolio
      company and the asset valuation methodologies described above. The Manager
      considers some or all of the above valuation methods to determine the estimated
      enterprise value of a portfolio company.





*Debt
      Securities:* The Company values its investments in non-convertible debt
      securities at its original net book value plus amortized original issue
      discount, or OID, to the extent that the estimated asset or enterprise value
      of
      the portfolio company exceeds the outstanding debt of the portfolio company.
      The
      Company values convertible debt securities at the higher of: 1) cost plus
      amortized OID, to the extent that the estimated asset or enterprise value of
      the
      portfolio company equals or exceeds the outstanding debt of the portfolio
      company; and 2) the Company’s pro rata share, upon conversion, of the residual
      equity value of the portfolio company available after deducting all outstanding
      debt from its estimated enterprise value. If the estimated asset or enterprise
      value is less than the sum of the value of the Company’s debt investment and all
      other debt securities of the portfolio company *pari passu* or senior to
      the Company’s debt investment, the Company reduces the value of its debt
      investment beginning with its junior-most debt investment such that the asset
      or
      enterprise value less the value of the outstanding *pari passu* or senior
      debt is zero.





*Equity
      Securities:* The Company values its investments in preferred and common
      equity securities (including warrants or options to acquire equity securities)
      based on its pro rata share of the residual equity value available after
      deducting all outstanding debt from the estimated enterprise value.





*Property-Based
      Equity Participation Rights:*The Company values
      investments in overriding royalty and net profits interests based on a multiple
      of cash flows generated by such investments, multiples from transactions
      involving the sale of comparable assets and/or the discounted value of expected
      future net cash flows from such investments. Appropriate cash flow multiples
      are
      derived from the review of comparable transactions involving similar assets.
      The
      discounted value of future net cash flows is derived, when appropriate, from
      third party valuations of a portfolio company’s assets, such as engineering
      reserve reports of oil and gas properties.




10




Due
      to
      the uncertainty inherent in the valuation process, such estimates of fair value
      may differ significantly from the values that would have been used had a ready
      market for the securities existed, and the differences could be material.
      Additionally, changes in the market environment and other events that may occur
      over the life of the investments may cause the gains or losses ultimately
      realized on these investments to be different from the valuations currently
      assigned.




***Securities
      Transactions, Interest and Dividend Income
      Recognition***





All
      securities transactions are accounted for on a trade-date basis. Interest income
      is recorded on the accrual basis to the extent that such amounts are expected
      to
      be collected. Premiums and discounts are accreted into interest income using
      the
      effective interest method. Detachable warrants, other equity securities or
      property interests such as overriding royalty interests obtained in conjunction
      with the acquisition of debt securities are recorded separately from the debt
      securities at their initial fair value, with a corresponding amount recorded
      as
      a discount to the associated debt security. Income from overriding royalty
      interests is recognized as received and the recorded assets are charged
      depletion using the unit of production depletion method. The portion of the
      loan
      origination fees paid that represent additional yield or discount on a loan
      are
      deferred and accreted into interest income over the life of the loan using
      the
      effective interest method. Upon the prepayment of a loan or debt security,
      any
      unamortized loan origination fees are recorded as interest income and any
      unamortized premium or discount is recorded as a realized gain or loss. Market
      premiums or discounts on acquired loans or fixed income investments are accreted
      into interest income using the effective interest method. Dividend income is
      recognized on the ex-dividend date. Accruing interest or dividends on
      investments is deferred when it is determined that the interest or dividend
      is
      not collectible. Collectibility of the interest and dividends is assessed,
      based
      on many factors including the portfolio company’s ability to service its loan
      based on current and projected cash flows, as well as the current valuation
      of
      the company’s assets. For investments with payment-in-kind (PIK) interest, the
      Company bases income accruals on the valuation of the PIK notes or securities
      received from the borrower. If the portfolio company’s asset valuation indicates
      a value that is not sufficient to cover the contractual interest due on the
      PIK
      notes, management will not accrue interest income on the notes.




***Net
      Realized Gains or Losses and Net Change in Unrealized Appreciation or
      Depreciation***




Realized
      gains or losses are measured by the difference between the net proceeds from
      the
      repayment or sale and the amortized cost basis of the investment, considering
      unamortized fees and prepayment premiums, and without regard to unrealized
      appreciation or depreciation previously recognized, and include investments
      charged off during the year, net of recoveries. Net unrealized appreciation
      or
      depreciation reflects the change in portfolio investment values during the
      reporting period including the reversal of previously recorded unrealized
      appreciation or depreciation, when capital gains or losses are
      realized.





***Fee
      Income Recognition***




Fees
      primarily include financial advisory, transaction structuring, loan
      administration, commitment and prepayment fees. Financial advisory fees
      represent amounts received for providing advice and analysis to companies and
      are recognized as earned when such services are performed provided collection
      is
      probable. Transaction structuring fees represent amounts received for
      structuring, financing and executing transactions and are generally payable
      only
      if the transaction closes. Such fees are deferred and accreted into interest
      income over the life of the loan using the effective interest method. Commitment
      fees represent amounts received for committed funding and are generally payable
      whether or not the transaction closes. On transactions that close within the
      commitment period, commitment fees are deferred and accreted into interest
      income over the life of the loan using the effective interest method. Commitment
      fees on transactions that do not close are generally recognized over the time
      period the commitment is outstanding. Prepayment and loan administration fees
      are recognized as they are received.  In the second quarter of 2007,
      the Company accreted approximately $1.1 million of fee income into interest
      income, compared to accreted income of approximately $181,000 during the second
      quarter of 2006.




***Dividends***




Dividends
      to stockholders are recorded on the ex-dividend date. For tax purposes the
      Company intends to continue to qualify as a RIC under the Code for 2005 and
      later years. In order to maintain the Company’s status as a RIC, the Company is
      required to distribute at least 90% of its investment company taxable income.
      In
      addition, the Company must distribute at least 98% of its taxable income (both
      ordinary income and net capital gains) to avoid excise tax. The Company intends
      to make distributions to stockholders on a quarterly basis of substantially
      all
      net taxable income.  The Company also intends to make distributions of
      net realized capital gains, if any, at least annually.  However, the
      Company may in the future decide to retain capital gains for investment and
      designate such retained dividends as a deemed distribution.  The
      amount to be paid out as a dividend is determined by the Company’s Board of
      Directors each quarter and is based on the annual taxable earnings estimated
      by
      the Manager. Based on that estimate, a dividend is declared each quarter and
      paid shortly thereafter.




11


For
      the
      period ended December 31, 2004, the Company was treated as a “C” corporation and
      had no taxable income and therefore did not declare a dividend for that
      period.  The following table summarizes the Company’s dividend
      history:






Dividend
                  HistoryDeclaration
                  Date
              
              Amount
              
              Record
                  Date
              
              Payment
                  DateMarch
                  18, 2005
              
              $
              0.120
              
              March
                  31, 2005
              
              April
                  15, 2005June
                  17, 2005
              
              $
              0.125
              
              June
                  30, 2005
              
              July
                  15, 2005September
                  19, 2005
              
              $
              0.140
              
              September
                  30, 2005
              
              October
                  14, 2005December
                  15, 2005
              
              $
              0.275
              
              December
                  27, 2005
              
              January
                  4, 2006March
                  10, 2006
              
              $
              0.160
              
              March
                  31, 2006
              
              April
                  17, 2006June
                  14, 2006
              
              $
              0.180
              
              June
                  30, 2006
              
              July
                  14, 2006September
                  14, 2006
              
              $
              0.250
              
              September
                  29, 2006
              
              October
                  13, 2006December
                  7, 2006
              
              $
              0.330
              
              December
                  19, 2006
              
              December
                  29, 2006March
                  19, 2007
              
              $
              0.265
              
              March
                  30, 2007
              
              April
                  13, 2007June
                  13, 2007
              
              $
              0.310
              
              June
                  29, 2007
              
              July
                  13, 2007


The
      Company has established an “opt out” dividend reinvestment plan, operated by its
      transfer agent, for its common stockholders. As a result, if the Company
      declares a cash dividend, a stockholder’s cash dividend will be automatically
      reinvested in additional shares of the Company’s common stock unless the
      stockholder, or his or her broker, specifically “opts out” of the dividend
      reinvestment plan and elects to receive cash dividends.  It is
      customary practice for many brokers to “opt out” of dividend reinvestment plans
      on behalf of their clients unless specifically instructed
      otherwise.   Stockholders whose shares are registered in his or
      her name are eligible for the dividend reinvestment plan through our stock
      transfer agent.  Stockholders whose shares are held in a brokerage
      account or registered in street name can contact their broker regarding drip
      plan eligibility.  As of June 30, 2007, holders of 1,362,981 shares,
      or approximately 7.8% of outstanding shares, were participants in the Company’s
      dividend reinvestment plan.





The
      Company’s plan provides for the plan agent to purchase shares in the open market
      for credit to the accounts of plan participants unless the average of the
      closing sales prices for the shares for the five days immediately preceding
      the
      payment date exceeds 110% of the most recently reported net asset value per
      share. Through the third quarter of 2006, all shares credited to participants’
accounts were purchased in the open market.  The table below
      summarizes participation in the Company’s dividend reinvestment
      plan:





**Dividend
                  Reinvestment Plan
                  Participation****Percentage
                  of**
              
              
              
              
              
              
              
              
              **Common
                  Stock Dividends****Participating**
              
              
              **Outstanding**
              
              
              **Total**
              
              
              C**ash**
              
              
              **Purchased
                  in**
              
              
              **Newly
                  Issued Shares****Dividend**
              
              **Shares**
              
              
              **Shares**
              
              
              **Distribution**
              
              
              **Dividends**
              
              
              **Open
                  Market**
              
              
              **Amount**
              
              
              **Shares**March
                  2005
              
              ****
              **-**
              
              
              
              0.0
              %
              
              $
              2,088,012
              
              
              $
              2,088,012
              
              
              $
              -
              
              
              $
              -
              
              
              
              -June
                  2005
              
              
              1,215,870
              
              
              
              7.0
              %
              
              $
              2,175,013
              
              
              $
              2,023,029
              
              
              $
              151,984
              
              
              $
              -
              
              
              
              -September
                  2005
              
              
              1,488,904
              
              
              
              8.6
              %
              
              $
              2,436,014
              
              
              $
              2,227,567
              
              
              $
              208,447
              
              
              $
              -
              
              
              
              -December
                  2005
              
              
              1,660,140
              
              
              
              9.5
              %
              
              $
              4,785,028
              
              
              $
              4,328,488
              
              
              $
              456,540
              
              
              $
              -
              
              
              
              -March
                  2006
              
              
              1,618,940
              
              
              
              9.3
              %
              
              $
              2,784,016
              
              
              $
              2,524,986
              
              
              $
              259,030
              
              
              $
              -
              
              
              
              -June
                  2006
              
              
              1,410,227
              
              
              
              8.1
              %
              
              $
              3,132,018
              
              
              $
              2,878,177
              
              
              $
              253,841
              
              
              $
              -
              
              
              
              -September
                  2006
              
              
              1,270,634
              
              
              
              7.3
              %
              
              $
              4,350,025
              
              
              $
              4,032,366
              
              
              $
              317,659
              
              
              $
              -
              
              
              
              -December
                  2006
              
              
              1,111,045
              
              
              
              6.4
              %
              
              $
              5,742,033
              
              
              $
              5,375,388
              
              
              $
              -
              
              
              $
              366,645
              
              
              
              22,168March
                  2007
              
              
              1,355,671
              
              
              
              7.8
              %
              
              $
              4,616,901
              
              
              $
              4,257,648
              
              
              $
              -
              
              
              $
              359,253
              
              
              
              22,692June
                  2007
              
              
              1,362,981
              
              
              
              7.8
              %
              
              $
              5,407,938
              
              
              $
              4,985,387
              
              
              $
              -
              
              
              $
              422,550
              
              
              
              24,694
              
              
              
              (1
              )(1) Shares
                  were issued on July 13, 2007 for the June 2007 dividend. See above
                  and Note 4 for futher detail.
  12


***Income
      Taxes***





The
      Company adopted the Financial Accounting Standards Board’s Interpretation No.
      48, *Accounting for Uncertainty in Income Taxes—an interpretation of FASB
      Statement No. 109 (“FIN 48”),*effective January 1, 2007.**FIN
      48 establishes a single model to address accounting for uncertain tax
      positions.  FIN 48 clarifies the accounting for income taxes by
      prescribing a minimum recognition threshold a tax position is required to meet
      before being recognized in the financial statements.  FIN 48 also
      provides guidance on derecognition, measurement classification, interest and
      penalties, accounting in interim periods, disclosure and
      transition.  The adoption of FIN 48 did not have a material effect on
      the Company’s consolidated financial position or results of
      operations.  (See Note 6 for additional information.)





In
      conjunction with the adoption of FIN 48, the Company implemented its policy
      to
      record estimated interest and penalties related to the underpayment of income
      tax as a component of tax expense in the Consolidated Statement of
      Operations.   However, there were no amounts for tax-related
      interest or penalties incurred for the quarter ended June 30, 2007.





**Note
      3: Credit Facility**




On
      August
      31, 2006, the Company simultaneously repaid its original credit facility and
      entered into an Amended and Restated Revolving Credit Agreement (the “Investment
      Credit Agreement”) among the Company, the syndicated lenders party thereto and
      SunTrust Bank, as administrative agent for the lenders.  Also on
      August 31, 2006, the Company entered into a Treasury Secured Revolving Credit
      Agreement (the “Treasury Credit Agreement”) among the Company, the syndicated
      lenders party thereto and SunTrust Bank, as administrative agent for the
      lenders.





Under
      the
      Investment Credit Agreement, the lenders have agreed to extend revolving credit
      to the Company in an amount not to exceed $80 million, which includes a $10
      million letter of credit subfacility; however, the Company has the ability
      to
      increase the credit available under the Investment Credit Agreement to an amount
      not to exceed $175 million by obtaining additional commitments from existing
      lenders or new lenders.  The Investment Credit Agreement has a three
      year term and bears interest, at the Company’s option, at either (i) LIBOR plus
      125 to 225 basis points, based on the degree of leverage of the Company or
      (ii)
      the base rate plus 25 to 75 basis points, based on the degree of leverage of
      the
      Company.  Proceeds from the Investment Credit Agreement will be used
      to supplement the Company’s equity capital to make portfolio
      investments.





The
      obligations under the Investment Credit Agreement are collateralized by
      substantially all of the Company’s assets, except certain assets that
      collateralize the Treasury Credit Agreement and are guaranteed by the Company’s
      existing and future subsidiaries, other than special purpose subsidiaries and
      certain other subsidiaries.  The Investment Credit Agreement contains
      affirmative and reporting covenants and certain financial ratio and restrictive
      covenants, including: (a) maintaining a ratio of net asset value to consolidated
      total indebtedness (excluding net hedging liabilities) of the Company and its
      subsidiaries, of not less than 2.25:1.0, (b) maintaining a ratio of net asset
      value to consolidated total indebtedness (including net hedging liabilities)
      of
      the Company and its subsidiaries, of not less than 2.0:1.0, (c) maintaining
      a
      ratio of net income (excluding revenue from collateral under the Treasury Credit
      Agreement) plus interest, taxes, depreciation and amortization expenses
      (“EBITDA”) to interest expense (excluding interest on loans under the Treasury
      Credit Agreement) of the Company and its subsidiaries of not less than 3.0:1.0,
      (d) limitations on additional indebtedness, (e) limitations on liens, (f)
      limitations on mergers and other fundamental changes, (g) limitations on
      dividends, (h) limitations on disposition of assets other than in the normal
      course of business, (i) limitations on transactions with affiliates, (j)
      limitations on agreements that prohibit liens on properties of the Company
      and
      its subsidiary guarantors, (k) limitations on sale and leaseback transactions,
      (l) limitations on speculative hedging transactions and (m) limitations on
      the
      aggregate amount of unfunded commitments.





As
      of
      June 30, 2007, there was no outstanding balance under the Investment Credit
      Agreement.  From time to time, certain of the lenders may provide
      customary commercial and investment banking services to the
      Company.





Under
      the
      Treasury Credit Agreement, the lenders have agreed to extend revolving credit
      loans to the Company in an amount not to exceed $100
      million.  Proceeds from the Treasury Credit Agreement will be used to
      facilitate the growth of the Company’s investment portfolio and provide
      flexibility in the sizing of its portfolio investments.  The Treasury
      Credit Agreement has a three year term and bears interest, at the Company’s
      option, at either (i) LIBOR plus 25 basis points or (ii) the base
      rate.  As of June 30, 2007, the interest rate was 5.57% (LIBOR rate of
      5.32% plus 25 basis points) on the Company’s $100 million outstanding balance
      under the Treasury Credit Agreement.  Prepayments of loans under the
      Treasury Credit Agreement made during the first year are subject to a premium
      equal to 1% of the amount so prepaid.




13


The
      obligations under the Treasury Credit Agreement are collateralized by certain
      securities account assets and are guaranteed by the Company’s existing and
      future subsidiaries, other than special purpose subsidiaries and certain other
      subsidiaries.  The Treasury Credit Agreement contains affirmative and
      reporting covenants and certain financial ratio and restrictive covenants,
      including: (a) maintaining a ratio of net asset value to consolidated total
      indebtedness (excluding net hedging liabilities) of the Company and its
      subsidiaries, of not less than 2.25:1.0, (b) maintaining a ratio of net asset
      value to consolidated total indebtedness (including net hedging liabilities)
      of
      the Company and its subsidiaries, of not less than 2.0:1.0, (c) maintaining
      a
      ratio of EBITDA (excluding revenue from cash collateral) to interest expense
      (excluding interest on loans under the Treasury Credit Agreement) of the Company
      and its subsidiaries of not less than 3.0:1.0, (d) maintaining a ratio of
      collateral to the aggregate principal amount of loans under the Treasury Credit
      Agreement of not less than 1.01:1.0, (e) limitations on additional indebtedness,
      (f) limitations on liens, (g) limitations on mergers and other fundamental
      changes, (h) limitations on dividends, (i) limitations on disposition of assets
      other than in the normal course of business, (j) limitations on transactions
      with affiliates, (k) limitations on agreements that prohibit liens on properties
      of the Company and its subsidiary guarantors, (l) limitations on sale and
      leaseback transactions, (m) limitations on speculative hedging transactions
      and
      (n) limitations on the aggregate amount of unfunded commitments.





The
      Company has borrowed $100 million as of June 30, 2007 under the Treasury Credit
      Agreement.  From time to time, certain of the lenders may provide
      customary commercial and investment banking services to the
      Company.




**Note
      4: Issuance of Common Stock**




On
      August
      6, 2004, the Company, in its initial capitalization transaction, sold 100 shares
      of common stock to Natural Gas Partners, LLC for $15.00 per share. On November
      9, 2004, the Company’s Registration Statement (Registration No. 333-118279) was
      declared effective by the SEC in connection with the public offering of
      16,000,000 shares of common stock (plus up to 2,400,000 additional shares of
      common stock upon the exercise of the underwriters’ over-allotment option),
      which commenced on November 10, 2004. The number of securities registered,
      including the shares of common stock subject to the underwriters’ over-allotment
      option, was 18,400,000, of which 17,400,000 were sold to the public at a price
      of $15.00 per share.





The
      net
      proceeds from the initial public offering of the shares of common stock, after
      deducting expenses of approximately $2,308,000 and underwriting discounts and
      commissions of $0.825 per share, were approximately $244,337,000.





The
      Company’s dividend reinvestment plan provides for the plan agent to purchase
      shares in the open market for credit to the accounts of plan participants unless
      the average of the closing sales prices for the shares for the five days
      immediately preceding the payment date exceeds 110% of the most recently
      reported net asset value per share. Through the third quarter of 2006, all
      shares credited to participants’ accounts were purchased in the open
      market.  See Note 2, Dividends,  for a table summary
      of  Dividend Reinvestment Plan Participation.




**Note
      5: Investment Management**




The
      Company has entered into an investment advisory agreement with the Manager
      under
      which the Manager, subject to the overall supervision of the Company’s Board of
      Directors, manages the day-to-day operations of, and provides investment
      advisory services to, the Company.  The investment advisory agreement
      was originally approved by the Company’s Board of Directors on November 9, 2004,
      and on October 25, 2006, the Company’s Board of Directors, including all of the
      independent directors, approved an extension of the investment advisory
      agreement through November 9, 2007.   The investment advisory
      agreement provides that unless terminated earlier as described below, the
      agreement shall remain in from year-to-year provided such continuance is
      approved at least annually by the Board of Directors or by the affirmative
      vote
      of the holders of a majority of the Company’s outstanding voting securities,
      including, in either case, approval by a majority of the Company’s directors who
      are not interested persons.





For
      providing these services, the Manager receives a fee from the Company,
      consisting of two components, a base management fee and an incentive
      fee.




Under
      the
      investment advisory agreement, the base management fee is calculated quarterly
      as 0.45% of the average of total assets of the Company as of the end of the
      two
      previous quarters.  The base management fee is payable quarterly in
      arrears.  Of the $2,639,852 management and incentive fees payable as
      of June 30, 2007, $1,585,494 was payable to the Manager for the base management
      fee for the second quarter of 2007.





14


The
      incentive fee under the investment advisory agreement consists of two parts.
      The
      first part, which is calculated and payable quarterly in arrears, equals 20%
      of
      the excess, if any, of the Company’s net investment income for the quarter that
      exceeds a quarterly hurdle rate equal to 2% (8% annualized) of the Company’s net
      assets.




For
      this
      purpose, net investment income means interest income, dividend income and any
      other income (including any other fees, such as commitment, origination,
      syndication, structuring, diligence, managerial assistance, monitoring and
      consulting fees or other fees that the Company receives from portfolio
      companies) accrued during the fiscal quarter, minus the Company’s operating
      expenses for the quarter (including the base management fee, expenses payable
      under the administration agreement, any interest expense and dividends paid
      on
      issued and outstanding preferred stock, if any, but excluding the incentive
      fee). Net investment income includes, in the case of investments with a deferred
      interest feature (such as premium and discount, debt instruments with
      payment-in-kind interest and zero coupon securities), accrued income that the
      Company has not yet received in cash. Net investment income does not include
      any
      realized capital gains, realized capital losses or unrealized capital
      appreciation or depreciation.





The
      incentive fees due in any fiscal quarter are calculated as follows:




•
            no
                incentive fee in any fiscal quarter in which the Company’s net investment
                income does not exceed the hurdle
                rate.




•
            20%
                of the amount of the Company’s net investment income, if any, that exceeds
                the hurdle rate in any fiscal
                quarter.





There
      were no investment income incentive fees earned for the second quarter of
      2006.  The investment income incentive fees earned for the second
      quarter of 2007 were $88,060.





The
      second part of the incentive fee (the “Capital Gains Fee”) is determined and
      payable in arrears as of the end of each fiscal year (or upon termination of
      the
      investment advisory agreement, as of the termination date), and equals (1)
      20%
      of (a) the Company’s net realized capital gain (realized capital gains less
      realized capital losses, but not less than zero) on a cumulative basis from
      the
      closing date of the Company’s initial public offering to the end of such fiscal
      year, less (b) any unrealized capital depreciation at the end of such fiscal
      year, less (2) the aggregate amount of all Capital Gains Fees paid to the
      Manager in prior fiscal years. Capital Gains Fees are estimated as of the end
      of
      the each fiscal quarter based on the gains realized during such quarter and
      the
      unrealized losses as of the end of such quarter.  To the extent that
      Capital Gains Fees are earned by the Manager, an accrual is made in the amount
      of the estimated Capital Gains Fee.  Because unrealized losses may
      fluctuate from quarter to quarter, the accrual, if any, may fluctuate as
      well.  There were no capital gains incentive fees earned for the
      second quarter of 2006.  An accrual of $966,298 was made for estimated
      Capital Gains Fees for the second quarter of 2007.




Realized
      capital gains on a security are calculated as the excess of the net amount
      realized from the sale or other disposition of such security over the amortized
      cost for the security. Realized capital losses on a security are calculated
      as
      the amount by which the net amount realized from the sale or other disposition
      of such security is less than the amortized cost of such security. Unrealized
      capital depreciation on a security is calculated as the amount by which the
      original cost of such security exceeds the fair value of such security at the
      end of a fiscal year. All period-end valuations are determined by the Company
      in
      accordance with GAAP and the 1940 Act.




The
      Manager has agreed that, beginning on November 9, 2006, and to the extent
      permissible under federal securities laws and regulations, including Regulation
      M, it will utilize 30% of the fees it receives from the capital gains portion
      of
      the incentive fee (up to a maximum of $5 million of fees received in the
      aggregate) to purchase shares of the Company’s common stock in open market
      purchases through an independent trustee or agent. Any sales of such stock
      will
      comply with any applicable six-month holding period under Section 16(b) of
      the
      Securities Act of 1933, as amended, and all other restrictions contained in
      any
      law or regulation, to the fullest extent applicable to any such sale. Any change
      in this voluntary agreement will not be implemented without at least 90 days’
prior notice to stockholders and compliance with all applicable laws and
      regulations.  No shares have been repurchased under this
      agreement.





The
      investment advisory agreement may be terminated at any time, without the payment
      of any penalty, by a vote of the Company’s Board of Directors or the holders of
      a majority of the Company’s shares on 60 days’ written notice to the Manager,
      and would automatically terminate in the event of its “assignment” (as defined
      in the 1940 Act).





15


The
      investment advisory agreement provides that, absent willful misfeasance, bad
      faith or gross negligence in the performance of its duties or by reason of
      the
      reckless disregard of its duties and obligations, the Manager, its partners
      and
      the Managers’ and its partners’ respective officers, managers, partners, agents,
      employees, controlling persons, members and any other person or entity
      affiliated with it are entitled to indemnification from the Company for any
      damages, liabilities, costs and expenses (including reasonable attorneys’ fees
      and amounts reasonably paid in settlement) arising out of or otherwise based
      upon any of the Manager’s duties or obligations under the investment advisory
      agreement or otherwise as the Company’s investment adviser.





Pursuant
      to the investment advisory agreement, the compensation and routine overhead
      expenses of the investment professionals of the Company’s management team and
      their respective staffs, when and to the extent engaged in providing management
      and investment advisory services to the Company, will be paid for by the
      Manager. The Company will bear all other costs and expenses of the Company’s
      operations and transactions.





The
      Manager, NGP Investment Advisor, LP, was formed in 2004 and maintains an office
      at 1221 McKinney Street, Suite 2975, Houston, Texas 77010. The Manager’s sole
      activity is to perform management and investment advisory services for the
      Company. The Manager is a registered investment adviser under the Investment
      Advisers Act of 1940, as amended.





The
      foregoing description of the investment advisory agreement is qualified in
      its
      entirety by reference to the full text of the document, a copy of which was
      filed as Exhibit 10.1 to the Company’s Form 10-K for the year ended
      December 31, 2004, and is incorporated herein by reference.




The
      Company has entered into an administration agreement with the Administrator,
      under which the Administrator furnishes the Company with office facilities,
      equipment and clerical, bookkeeping and record keeping services at such
      facilities and performs, or oversees the performance of, administrative
      services, which include being responsible for the financial records that the
      Company is required to maintain and preparing reports to the Company’s
      stockholders and reports filed with the SEC.




In
      addition, the Manager assists in determining and publishing the Company’s net
      asset value, oversees the preparation and filing of the Company’s tax returns
      and the printing and dissemination of reports to the Company’s stockholders and
      generally oversees the payment of the Company’s expenses and the performance of
      administrative and professional services rendered to the Company by others.
      Payments under the administration agreement are equal to amounts based upon
      the
      allocable portion of the Administrator’s costs and expenses in performing its
      obligations under the administration agreement. The Administrator bills the
      Company for charges under the administration agreement monthly in
      arrears.




Of
      the
      $723,832 in accounts payable as of June 30, 2007, $208,789 is due to the
      Administrator for expenses incurred on the Company’s behalf for the month
      of  June 2007.





The
      administration agreement was originally approved by the Company’s Board of
      Directors on November 9, 2004. The administration agreement provides that unless
      terminated earlier as described below, the agreement will continue in effect
      from year-to-year provided such continuance is approved at least annually by
      (i) the Company’s Board of Directors and (ii) a majority of the
      Company’s directors who are not parties to the administration agreement or
“interested persons” of any such party. On October 25, 2006, the Board of
      Directors, including all of the independent directors, approved an extension
      of
      the administration agreement through November 9, 2007.





The
      foregoing description of the administration agreement is qualified in its
      entirety by reference to the full text of the document, a copy of which was
      filed as Exhibit 10.2 to the Company’s Form 10-K for the year ended
      December 31, 2004, and is incorporated herein by reference.




**Note
      6: Federal Income Taxes**




The
      Company adopted FIN 48,**effective January 1,
      2007.**FIN 48 establishes a single model to address accounting for
      uncertain tax positions.  FIN 48 clarifies the accounting for income
      taxes by prescribing a minimum recognition threshold a tax
      position is required to meet before being recognized in the financial
      statements.  FIN 48 also provides guidance on derecognition,
      measurement classification, interest and penalties, accounting in interim
      periods, disclosure and transition.  The adoption of FIN 48 did not
      have a material effect on the Company’s consolidated financial position or
      results of operations.   As a result, there was no cumulative
      effect related to adopting FIN 48.  For federal income tax purposes,
      as of June
      30,
      2007, the tax years ended December 31, 2004, 2005 and 2006 remain subject to
      examination.





The
      Company intends to qualify for tax purposes as a RIC under the Code for 2005
      and
      later years. As a RIC, the Company generally will not be subject to federal
      income tax on the portion of its investment company taxable income and gains
      distributed to stockholders. To qualify as a RIC, the Company is required,
      among
      other things, to distribute to its stockholders at least 90% of investment
      company taxable income, as defined by the Code, and to meet certain asset
      diversification requirements.  At December 31, 2004, the Company’s
      temporary investments included commercial paper of certain issuers that exceeded
      5% of the value of its total assets. These investments were classified as cash
      equivalents for financial statement purposes. The Company was advised, however,
      that for purposes of the federal income tax rules governing RIC status, these
      commercial paper investments could not be classified as cash items, in which
      case the Company did not meet the RIC asset diversification requirements at
      December 31, 2004 and was instead treated as a “C” corporation for tax purposes
      for 2004.




16


For
      the
      years ended December 31, 2005 and 2006, the Company met all RIC requirements.
      The Company distributed substantially all of its investment company taxable
      income for 2005 and for 2006. Thus, the Company did not incur any federal income
      tax liability for either period.





Differences
      between the effective income tax rate and the statutory federal tax rate for
      the
      periods ended June 30, 2007 and June 30, 2006 were as follows:






For
                  the Six Months
              
              
              For
                  the Six Monthsended
                  June 30, 2007
              
              
              ended
                  June 30, 2006(unaudited)
              
              
              (unaudited)Statutory
                  federal rate on loss from continuing operations
              
              
              34
              %
              
              
              34
              %Effect
                  of net deferred tax assets
              
              
              (34
              %)
              
              
              (34
              %)Effective
                  tax rate on earnings from  continuing operations
              
              
              0
              %
              
              
              0
              %


The
      tax
      effects of temporary differences that give rise to the deferred tax assets
      and
      liabilities are as follows:







For
                  the period
              
              
              Year
                  endedended
                  June 30, 2007
              
              
              December
                  31, 2006(unaudited)
              
              
              (audited)Deferred
                  tax assetsNet
                  operating loss carryforwards
              
              $
              156,674
              
              
              $
              156,674Net
                  organization costs
              
              
              99,848
              
              
              
              123,811Total
                  gross deferred tax assets
              
              
              256,522
              
              
              
              280,485Less
                  valuation allowance
              
              
              (256,522
              )
              
              
              (280,485
              )Net
                  deferred tax assets
              
              
              -
              
              
              
              -Deferred
                  tax liabilitiesUnrealized
                  gains, net
              
              
              -
              
              
              
              -Prepaid
                  expenses
              
              
              -
              
              
              
              -Total
                  gross deferred tax liabilities
              
              
              -
              
              
              
              -Net
                  deferred tax assets
              
              $
              -
              
              
              $
              -


When
      a
“C” corporation qualifies to be taxed as a RIC, it is subject to corporate-level
      tax on appreciation inherent in its assets on the date it becomes a RIC (i.e.,
      built-in gain) that it recognizes within the first 10 years of its RIC status.
      A
      RIC generally may use loss carryforwards arising in taxable years while it
      was a
“C” corporation to reduce its net recognized built-in gain, although a RIC is
      not otherwise allowed to utilize such loss carryforwards. Because the Company
      intends to qualify as a RIC under Subchapter M of the Code for 2005 and later
      years, it is uncertain whether the Company will fully utilize the tax benefit
      of
      its loss carryforward of approximately $142,000 at December 31, 2004. The
      valuation allowance for deferred tax assets for the period August 6, 2004
      (commencement of operations) through December 31, 2004 was primarily included
      to
      reflect this uncertainty.  The loss carryforward will expire in the
      year 2024.





The
      Company’s consolidated subsidiaries, NGPC Asset Holdings, LP, NGPC Asset
      Holdings II, LP, NGPC Asset Holdings III, LP, and NGPC Asset Holdings IV, LP,
      collectively (“NGPCAH”), are subject to federal income taxes.  For the
      period ended June 30, 2007, NGPCAH operated at a profit.  However, as
      management believes that NGPCAH will not generate taxable income for the tax
      year ending December 31, 2007, no provision for income taxes has been recorded
      for the period ended June 30, 2007.  For the period ended December 31,
      2006, NGPCAH operated at a small profit. However, management believes that
      the
      realization of the net deferred tax liability is not likely based on
      expectations as to future taxable income and, accordingly, NGPCAH recorded
      no
      provision for income taxes for the period ended December 31, 2006.





17


**Note
      7: Commitments and Contingencies**




As
      of
      June 30, 2007, the Company had investments in or commitments to fund loan
      facilities to 15 portfolio companies totaling $338 million, on which $220
      million was drawn. In addition, the Company has continuing obligations under
      the
      investment advisory agreement with the Manager and the administration agreement
      with the Administrator. The agreements provide that, absent willful misfeasance,
      bad faith or gross negligence in the performance of its duties or by reason
      of
      the reckless disregard of its duties and obligations, the Manager, the
      Administrator and its officers, managers, agents, employees, controlling
      persons, members and any other person or entity affiliated with them will be
      entitled to indemnification from the Company for any damages, liabilities,
      costs
      and expenses (including reasonable attorneys’ fees and amounts reasonably paid
      in settlement) arising from the rendering of the Manager’s or Administrator’s
      services under the agreements or otherwise as the Company’s investment adviser
      or administrator. The agreements also provide that the Manager, the
      Administrator and their affiliates will not be liable to the Company or any
      stockholder for any error of judgment, mistake of law, any loss or damage with
      respect to any of the Company’s investments or any action taken or omitted to be
      taken by the Manager or the Administrator in connection with the performance
      of
      any of their duties or obligations under the agreements or otherwise as
      investment adviser or administrator to the Company, except to the extent
      specified in Section 36(b) of the 1940 Act concerning loss resulting from a
      breach of fiduciary duty with respect to the receipt of compensation for
      services. In the normal course of business, the Company enters into a variety
      of
      undertakings containing a variety of representations that may expose the Company
      to some risk of loss. The amount of future loss, if any, arising from such
      undertakings, while not quantifiable, is not expected to be
      significant.





**Note
      8: Reclassifications**




GAAP
      requires that certain components of net assets be adjusted to reflect permanent
      differences between financial and tax reporting. These reclassifications have
      no
      effect on total net assets or net asset value per share. During the year ended
      December 31, 2006, $15,710 has been reclassified to Undistributed net
      investment income (loss) from Paid-in capital in excess of
      par.




**Note
      9: Subsequent Events**





On
      August 1, 2007, the Company
      purchased $5 million of the $85 million Second Lien Term Loan (the “Second Lien
      TL”) for Excel Mining Systems LLC (“Excel”), a private company headquartered in
      Bowerston, Ohio.  The Second Lien TL earns interest at LIBOR plus 725
      basis points and is secured by second liens on substantially all of Excel’s
      assets.    Proceeds from the Second Lien TL will be used
      primarily to refinance existing indebtedness and pay a
      dividend.





**Note
      10: New Accounting Interpretations and Standards**





In
      September 2006, the Financial Accounting Standards Board issued Statement of
      Financial Accounting Standards No. 157*, Fair Value Measurements*(“SFAS
      157”), which defines fair value, establishes a framework for measuring fair
      value in generally accepted accounting principles (GAAP), and expands
      disclosures about fair value measurements.  SFAS 157 is effective for
      financial statements issued for fiscal years beginning after November 15, 2007,
      although earlier application is encouraged.  The Company is currently
      reviewing the requirements of SFAS 157 to determine the effect, if any, on
      its
      financial position or results of operations.





In
      February 2007, the Financial Accounting Standards Board issued Statement of
      Financial Accounting Standards No. 159, *The Fair Value Options for Financial
      Assets and Financial Liabilities*(“SFAS 159”),**which gives
      entities the option to measure eligible financial assets and financial
      liabilities at fair value on an instrument by instrument basis that are
      otherwise not permitted to be accounted for at fair value under other accounting
      standards.  The election to use the fair value option is available
      when an entity first recognizes a financial asset or financial
      liability.  Subsequent changes in fair value must be recorded in
      earnings.  SFAS 159 is effective as of the beginning of a company’s
      first fiscal year after November 15, 2007.  The Company is currently
      reviewing the requirements of SFAS 159 to determine the effect, if any, on
      its
      consolidated financial position or results of operations.





18


**Item
      2.  Management’s Discussion and Analysis of Financial Condition and
      Results of Operations.**





*The
      following analysis of our financial condition and results of operations should
      be read in conjunction with our financial statements and the notes thereto
      contained elsewhere in this report.*




**Forward-Looking
      Statements**




Certain
      statements in this report that relate to estimates or expectations of our future
      performance or financial condition may constitute “forward-looking statements”
as defined under the Private Securities Litigation Reform Act of 1995. These
      forward-looking statements are subject to various risks and uncertainties,
      which
      could cause actual results and conditions to differ materially from those
      projected, including, but not limited to,





·
            uncertainties
                associated with the timing of transaction
                closings;


·
            changes
                in the prospects of our portfolio
                companies;


·
            changes
                in interest rates;


·
            changes
                in regional, national or international economic conditions and their
                impact on the industries in which we
                invest;


·
            the
                future operating results of our portfolio companies and their ability
                to
                achieve their objectives;


·
            changes
                in the conditions of the industries in which we
                invest;


·
            the
                adequacy of our cash resources and working
                capital;


·
            the
                timing of cash flows, if any, from the operations of our portfolio
                companies;


·
            the
                ability of our Manager to locate suitable investments for us and
                to
                monitor and administer the investments;
                and


·
            other
                factors enumerated in our filings with the
                SEC.





We
      may
      use words such as “anticipates,” “believes,” “expects,” “intends,” “will,”
“should,” “may” and similar expressions to identify forward-looking statements.
      Such statements are based on currently available operating, financial and
      competitive information and are subject to various risks and uncertainties
      that
      could cause actual results to differ materially from our historical experience
      and present expectations. Undue reliance should not be placed on such
      forward-looking statements, as such statements speak only as of the date on
      which they are made. Additional information regarding these and other risks
      and
      uncertainties is contained in our periodic filings with the SEC.




**Overview**




We
      are a
      financial services company created to invest primarily in debt securities of
      small and mid-size private energy companies. We have elected to be treated
      as a
      business development company under the 1940 Act and, as such, we are required
      to
      comply with certain regulatory requirements. For instance, we generally have
      to
      invest at least 70% of our total assets in “qualifying assets,” which are
      securities of companies which do not have a class of securities listed on a
      national exchange, cash, cash equivalents, U.S. government securities and
      high-quality debt investments that mature in one year or less. In addition,
      for
      tax purposes we operate so as to be treated as a RIC under the Code. Pursuant
      to
      these elections, we generally will not have to pay corporate-level taxes on
      any
      income and capital gains we distribute to our stockholders.





Our
      investment objective is to generate both current income and capital appreciation
      primarily through debt and equity investments or a combination
      thereof.  A key focus area for our targeted investments in the energy
      industry is domestic exploration and production businesses and midstream
      businesses that gather, process and transport oil and gas. We also evaluate
      investment opportunities in such businesses as coal, power, electricity, energy
      services and alternative energy. Our investments will generally range in size
      from $10 million to $50 million, although a few investments may be substantially
      in excess of this range. Our targeted investments primarily consist of debt
      instruments, including senior and subordinated loans combined in one facility
      with an equity component, subordinated loans and subordinated loans with equity
      components and preferred stock and other similar securities.





Our
      level of investment activity can
      and does vary substantially from period to period depending on many factors,
      including the amount of debt and equity capital available to energy companies,
      the level of acquisition and divestiture activity for such companies, the level
      and volatility of energy commodity prices, the general economic environment
      and
      the competitive environment for the types of investments we make. We believe
      that, for energy companies, capital from banks, mezzanine providers and
      alternative investment vehicles such as hedge funds continues to be readily
      available.  Competition for deals remains strong with continued downward
      pressure on spreads. However, we do not expect this intensely competitive market
      to impair our ability to make good long-term investment decisions with our
      capital.   We remain committed to our underwriting and investment
      disciplines in selectively investing in appropriate risk-reward opportunities
      within the energy sector.




19


We
      generate revenue in the form of interest income on the debt securities that
      we
      own, dividend income on any common or preferred stock that we own, and capital
      gains or losses on any debt or equity securities that we acquire in portfolio
      companies and subsequently sell. Our investments, if in the form of
      debt  or similar securities, typically have a term of three to seven
      years and bear interest at a fixed or floating rate. To the extent achievable,
      we seek to collateralize our investments by obtaining security interests in
      our
      portfolio companies' assets. We also may acquire minority or majority equity
      interests in our portfolio companies, which may pay cash or in-kind dividends
      on
      a recurring or otherwise negotiated basis. In addition, we may generate revenue
      in other forms including commitment, origination, structuring, administration
      or
      due diligence fees; fees for providing managerial assistance; and possibly
      consultation fees.  Any such fees generated in connection with our
      investments are recognized as earned.





**Portfolio
      and Investment Activity**




During
      the three months ended June 30, 2007, we added three companies to our
      portfolio.  In April 2007, we closed an investment in the Anadarko
      Petroleum Corporation 2007-III Drilling Fund of Houston,
      Texas.   The investment is in the form of a term net profits
      interest.  NGPC’s commitment is for a total of approximately $95.0
      million and as of June 30, 2007, approximately $22.5 million had been
      funded.  In June 2007, we closed a $32 million senior secured credit
      facility with DeanLake Operator, LLC, to acquire and develop oil and gas
      properties located in Montgomery County, Texas.  Initial availability
      under the facility was $17.3 million, and as of June 30, 2007, approximately
      $11.4 million was drawn.  Additionally, as partial consideration for
      providing the facility, NGPC received an overriding royalty interest and
      warrants in DeanLake.  Also in June 2007, we provided a $40.0 million
      senior secured credit facility to Formidable, LLC.  The facility has
      an initial availability of $34.0 million and as of June 30, 2007, approximately
      $27.2 million was funded.  The proceeds of the Formidable facility was
      used to repay the existing C-Gas, LLC and Atchee CBM, LLC credit facilities
      and
      to acquire additional oil and gas properties.  It will also fund
      development and working capital.  As part of the transaction, NGPC
      exchanged its overriding royalty interest in C-Gas, LLC and Atchee CBM, LLC
      for  warrants in Formidable, LLC.





In
      April
      2007, the Company made a follow-on investment with an existing portfolio
      company, TierraMar Energy, LP to acquire additional oil and gas properties
      and
      accelerate its development drilling program.  In connection with the
      transaction, the Company exchanged its $10 million Senior Secured Note and
      Warrants for preferred limited partnership interests in TierraMar and
      contributed an additional $3.1 million of preferred equity capital that was
      used
      to acquire additional oil and gas properties. The Company maintained its
      overriding royalty interest in the properties and has committed to make
      additional capital contributions up to $7.9 million to be used for capital
      expenditures.





In
      May
      2007, the Company expanded its commitment in an amended and restated $190.0
      million Senior Secured Credit Facility with Nighthawk Transport I, LP, an
      existing portfolio company.  The Company’s portion of the availability
      under the amended and restatedfacility is $18.3 million, with approximately $15.5 million funded as of June
      30, 2007.





During
      the three months ended June 30, 2007, four companies repaid their
      facilities.  In May 2007, Piceance Basin Properties, LLC (“PBP”) fully
      repaid the outstanding balance on its senior secured term loan of approximately
      $5.2 million.  Concurrent with the debt repayment, NGPC realized a
      capital gain of approximately $5.1 million through the sale of its warrant
      and
      equity positions in PBP.  In June 2007, Energy XXI Gulf Coast, Inc.
      repaid in full the $14.0 million balance on its second lien term
      loan.  Also in June 2007, C-Gas, LLC and Atchee CBM, LLC repaid in
      full their senior secured credit facilities, of approximately $22.8 million
      and
      $2.2 million, respectively, with partial proceeds from the Formidable, LLC
      facility.  In April 2007, Rubicon Energy Partners, LLC repaid in full
      the $33.6 million balance outstanding on its senior secured term loan. NGPC
      continues to hold its membership units, which represent a 50% ownership interest
      in Rubicon.  Also during the second quarter of 2007, Chroma
      Exploration & Production, Inc. repaid its $17.5 million senior secured term
      loan and repurchased its overriding royalty interest resulting in a realized
      capital gain of approximately $1.6 million.  NGPC continues to hold
      its $2.0 million of Series A participating convertible preferred stock and
      has
      also purchased $2.0 million of Chroma’s Series AA participating convertible
      preferred stock.





Following
      these transactions, as of June 30, 2007, NGPC had investments in 15 portfolio
      companies invested as follows: 39.5% in senior secured term loans, 8.7% in
      senior subordinated secured notes, 1.2% in participating convertible preferred
      stock,  4.1% in corporate notes, 6.8% in member and partnership units,
      6.2% in net profits interests, 28.0%  in U.S. Treasury Bills, and 5.5%
      in cash and cash equivalents. At June 30, 2007, the weighted average yield
      on
      targeted portfolio investments, exclusive of capital gains, was
      12.2%.  The weighted average yield of our corporate notes was 5.5%.
      The weighted average yield of our U.S. Treasury Bills and cash equivalents
      was
      4.8%.  The weighted average yield on our total capital invested at
      June 30, 2007 was 9.4%.  Yields are computed using interest rates as
      of the balance sheet date and include amortization of loan discount points,
      original issue discount and market premium or discount, weighted by their
      respective costs when averaged.




20


**Results
      of Operations**




***Investment
      Income***




Investment
      income for the quarter ended June 30, 2007 was $9.7 million with $7.7 million
      attributable to targeted investments in nineteen portfolio companies, $0.3
      million from corporate notes, $1.6 million attributable to investments in cash
      equivalents, and $0.1 million in fee income from third parties and affiliates.
      This compares to investment income for the quarter ended June 30, 2006 of $6.0
      million with $4.6 million attributable to targeted investments in ten portfolio
      companies, $0.3 million from corporate notes, $0.1 million in fee income from
      third parties and affiliates, and $1.0 million attributable to investments
      in
      cash equivalents, agency notes and auction rate securities.





For
      the
      six months ended June 30, 2007, investment income increased by $7.2 million,
      or
      approximately 65%, to $18.2 million from $11.0 million for the same period
      in
      2006.  For the six months ended June 30, 2007, we recorded $14.4
      million attributable to targeted investments in portfolio companies, $0.5
      million from corporate notes, $3.1 million attributable to investments in cash
      equivalents, and $0.2 million in fee income from third parties and
      affiliates.  This compares to investment income of $7.7 million
      attributable to targeted investments portfolio companies, $0.6 million from
      corporate notes, $0.3 million in fee income from third parties and affiliates,
      and $2.4 million attributable to investments in cash equivalents and auction
      rate securities for the same period in 2006.




***Operating
      Expenses***




For
      the
      quarter ended June 30, 2007, operating expenses were $5.2 million compared
      to
      $2.1 million for the quarter ended June 30, 2006. The 2007 amount consisted
      of
      investment advisory and management and incentive fees of $2.6 million, insurance
      expenses, administrative services fees, professional fees, directors’ fees,
      organization costs and other general and administrative expenses of $1.0 million
      and credit facility interest and fees of $1.6 million.  In comparison,
      for the quarter ended June 30, 2006, investment advisory and management fees
      were $1.1 million, insurance expenses, administrative services fees,
      professional fees, directors’ fees, organization costs and other general and
      administrative expenses were $0.9 million and credit facility fees were $0.1
      million.





For
      the
      six months ended June 30, 2007, operating expenses were $9.3 million compared
      to
      $4.1 million for the same period of 2006. The 2007 amount consisted of
      investment advisory and management and incentive fees of $4.2 million, insurance
      expenses, administrative services fees, professional fees, directors’ fees,
      organization costs and other general and administrative expenses of $1.9 million
      and credit facility interest and fees of $3.2 million.  In comparison,
      for the six months ended June 30, 2006, investment advisory and management
      fees
      were $2.2 million, insurance expenses, administrative services fees,
      professional fees, directors’ fees, organization costs and other general and
      administrative expenses were $1.7 million and credit facility fees were $0.2
      million.





Operating
      expenses for the three and six month periods include our allocable portion
      of
      the total organizational and operating expenses incurred by us, our Manager,
      and
      our Administrator, as determined by our Board of Directors and representatives
      of our Manager and our Administrator.  According to the terms of the
      investment advisory agreement, the base management fee is calculated quarterly
      as 0.45% of the average of the total assets of the Company as of the end of
      the
      two previous quarters, an increase from the lesser of $900,000 or 0.375% of
      such
      average.




***Net
      Investment Income***




For
      the
      second quarter of 2007, net investment income was $4.5 million compared to
      $3.9
      million for the second quarter of 2006, primarily due to increased interest
      on
      the higher portfolio balances partially offset by higher management and
      incentive fees,  general and administrative expenses and interest and
      credit facility fees.   Net investment income for the six months
      ended June 30, 2007 was $8.9 million compared to $6.9 million for six months
      ended June 30, 2006 primarily due to increased interest on the higher portfolio
      balances partially offset by higher management and incentive
      fees,  general and administrative expenses and interest and credit
      facility fees.




***Unrealized
      Appreciation or Depreciation on Investments***




For
      the
      second quarter of 2007, net unrealized appreciation was $2.3 million, compared
      to ($1.4) million net unrealized depreciation for the second quarter of
      2006.  The $3.7 million increase is attributable to $3.1 million in
      changes in the fair values of our targeted investments and $0.6 million in
      changes in market prices of our corporate notes.  For the six months
      ended June 30, 2007, net unrealized appreciation was $6.0 million, compared
      to
      ($2.5) million net unrealized depreciation for the same period of
      2006.  The $8.5 million increase is attributable to $6.7 million in
      changes in the fair values of our targeted investments and $1.8 million in
      changes in market prices of our corporate notes.




21


***Net
      Realized Gains***




For
      the
      quarter ended June 30, 2007, we realized a capital gain of $6.7 million from
      the
      sale of client warrants and overriding royalty interests.  No realized
      capital gains or losses were recorded for the quarter or six months ended June
      30, 2006.





***Net
      Increase in Stockholders’ Equity from Operations***





For
      the quarter ended June 30,
      2007, we had a net increase in stockholders’ equity (net assets) resulting from
      operations of $13.5 million, or $0.78 per share, compared to $2.5 million,
      or
      $0.15 per share for the quarter ended June 30, 2006.  For the six
      months ended June 30, 2007 the net increase in stockholders’ equity (net assets)
      resulting from operations was $21.6 million, or $1.25 per share, compared to
      $4.4 million, or $0.25 per share for the six months ended  June 30,
      2006.




**Financial
      Condition, Liquidity and Capital Resources**




During
      the first six months of this fiscal year, we generated cash from operations,
      including interest earned on our portfolio securities, as well as our
      investments in corporate notes, U.S. government securities and other high
      quality debt securities that mature in one year or less.  At June 30,
      2007, we had cash and cash equivalents of $19.7 million, investments in U.S.
      Treasury Bills of $101.5 million and investments in corporate notes of $14.9
      million.




As
      of
      June 30, 2007, we had investments in or commitments to fund loan facilities
      to
      15 portfolio companies totaling $338.0 million, of which $220.0 million was
      drawn.  We expect to fund our investments in 2007 from income earned
      on our portfolio and temporary investments and from borrowings under our Credit
      Facilities.  (See description under “Note 3: Credit Facility”
above.)  In the future, we may also fund a portion of our investments
      with issuances of equity or senior debt securities. We may also securitize
      a
      portion of our investments.  We expect our primary use of funds to be
      investments in portfolio companies, cash distributions to holders of our common
      stock and payment of fees and other operating expenses.





On
      August
      31, 2006, we simultaneously repaid our original credit facility and entered
      into
      two new syndicated credit facilities totaling $180 million, with SunTrust Bank
      as the administrative agent, each with a three year term. The first facility,
      the Senior Secured Revolving Credit Facility (the “Investment Facility”) has an
      initial availability of $80 million with the ability to increase availability
      to
      $175 million over time.  Proceeds from the Investment Facility will be
      used to supplement the Company’s equity capital in making portfolio
      investments.  Interest on the Investment Facility will be charged at
      either (i) LIBOR plus 125 to 225 basis points, based on the Company’s
      outstanding borrowings, or (ii) the higher of the lender prime rate plus 25
      to
      75 basis points or the federal funds rate plus 50 basis points. The second
      facility, the Senior Treasury Secured Revolving Credit Facility (the “Treasury
      Facility”) permits the Company to borrow up to $100 million.  Proceeds
      from the Treasury Facility will be used to facilitate the growth of the
      Company’s investment portfolio and provide flexibility in the sizing of its
      portfolio investments.  Interest on the Treasury Facility will be
      charged at either (i) LIBOR plus 25 basis points, or (ii) the higher of the
      lender prime rate or the federal funds rate plus 50 basis points.  The
      credit facilities are collateralized by substantially all of our
      assets.  As of June 30, 2007, the Company had $100 million outstanding
      under the Treasury Facility and no balance outstanding under the Investment
      Facility.




**Dividends**




We
      intend
      to be taxed as a regulated investment company under Subchapter M of the Code
      for
      2005 and later years. As a RIC, we will be required to distribute annually
      at
      least 90% of our investment company taxable income and at least 98% of our
      capital gain net income to avoid excise tax. We intend to make distributions
      to
      our stockholders on a quarterly basis of amounts required to maintain our status
      as a RIC. We also currently intend to make distributions of net realized capital
      gains, if any, at least annually. However, we may in the future decide to retain
      capital gains for investment and designate such retained dividends as a deemed
      distribution.




We
      may
      not be able to achieve operating results that will allow us to make
      distributions at a specific level or to increase the amount of these
      distributions from time to time. In addition, we may be limited in our ability
      to make distributions due to the asset coverage test for borrowings when
      applicable to us as a business development company under the 1940 Act and due
      to
      provisions in our credit facilities. If we do not distribute a certain
      percentage of our income annually, we will suffer adverse tax consequences,
      including possible loss of our status as a regulated investment company. We
      cannot assure stockholders that they will receive any distributions or
      distributions at a particular level.




22


**Portfolio
      Credit Quality**




We
      maintain a system to evaluate the credit quality of our loans. This system
      is
      intended to reflect the performance of a portfolio company’s business, the
      collateral coverage of a loan, and other factors considered relevant. As of
      June
      30, 2007, all of our investments in portfolio companies were performing
      satisfactorily.  Investments approximating $14 million, or
      approximately 6% of the $225.9 million in targeted investments, have been placed
      on the Company’s watch list due to slower than expected development of the
      assets supporting the investments.  We expect the assets to eventually
      perform as planned and believe there is adequate collateral coverage and little
      to no risk of loss of capital.





**Recently
      Issued Accounting Pronouncements**




See
      Note 10: New Accounting Interpretations and Standards in the accompanying
      notes to consolidated financial statements for details of recently issued
      accounting pronouncements and their expected impact on the Company’s financial
      statements.





**Item
      3.  Quantitative and Qualitative Disclosures About Market
      Risk.**





There
      have been no material changes from the information provided in Item 7A of the
      Company’s Annual Report on Form 10-K for the year ended December 31,
      2006.





**Item
      4. Controls and Procedures.**




**Disclosure
      Controls and Procedures**




We
      maintain controls and procedures designed to ensure that information required
      to
      be disclosed in our reports under the Exchange Act is recorded, processed,
      summarized and reported on a timely basis and accumulated and made known to
      management, including the Chief Executive Officer and Chief Financial Officer,
      to allow timely decisions regarding required disclosures. Based on an evaluation
      of our disclosure controls and procedures (as such term is defined in
      Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the
      period covered by this report conducted by our management, with the
      participation of the Chief Executive and Chief Financial Officers, the Chief
      Executive and Chief Financial Officers believe that as of June 30, 2007, these
      controls and procedures are effective to ensure that we are able to collect,
      process and disclose the information we are required to disclose in the reports
      we file with the SEC within the required time periods.





In
      evaluating changes in internal control over financial reporting during the
      quarter ended June 30, 2007, management identified no changes in its internal
      control over financial reporting that occurred during the quarter ended June
      30,
      2007 that have materially affected, or are reasonably likely to materially
      affect, its internal control over financial reporting.




**PART
      II – OTHER INFORMATION**




**Item
      1. Legal Proceedings.**




We
      are
      not currently a defendant in any material legal proceeding, nor to our
      knowledge, is any material legal proceeding threatened against us.





**Item
      1A.  Risk Factors.**





There
      have been no material changes to the Company’s risk factors as disclosed in Item
      1A, “Risk Factors”, in the Company’s Annual Report on Form 10-K for the fiscal
      year ended December 31, 2006.




**Item
      2. Unregistered Sales of Equity Securities and Use of
      Proceeds.**




Not
      applicable.




**Item
      3. Defaults Upon Senior Securities.**




Not
      applicable.




**Item
      4. Other Information.**




Not
      applicable.





23


**Item
      5. Exhibits.**


**No.Exhibit**





3.1
            -
            Articles
                of Incorporation of NGP Capital Resources Company dated as of July
                15,
                2004 (filed as Exhibit (a)(1) to the Company’s Registration Statement on
                Form N-2 dated November 9, 2004 (Registration No. 333-118279) and
                incorporated herein by reference)3.2
            -
            Articles
                of Amendment and Restatement of NGP Capital Resources Company dated
                as of
                October 29, 2004 (filed as Exhibit 3.2 to the Company’s Annual Report on
                Form 10-K for the year ended December 31, 2004, and incorporated
                herein by
                reference)3.3
            -
            Bylaws
                of NGP Capital Resources Company (filed as Exhibit (b) to the Company’s
                Registration Statement on Form N-2 dated August 16, 2004 (Registration
                No.
                333-118279) and incorporated herein by reference)10.1
            -
            Investment
                Advisory Agreement dated as of November 9, 2004, between NGP Capital
                Resources Company and NGP Investment Advisor, LP (filed as Exhibit
                10.1 to
                the Company’s Annual Report on Form 10-K for the year ended December 31,
                2004, and incorporated herein by reference)10.2
            -
            Administration
                Agreement dated as of November 9, 2004, by and between NGP Capital
                Resources Company and NGP Administration, LLC (filed as Exhibit 10.2
                to
                the Company’s Annual Report on Form 10-K for the year ended December 31,
                2004, and incorporated herein by reference)10.3
            -
            License
                Agreement dated as of November 9, 2004, by and between NGP Capital
                Resources Company and Natural Gas Partners, LLC (filed as Exhibit
                10.3 to
                the Company’s Annual Report on Form 10-K  for the year ended
                December 31, 2004, and incorporated herein by reference)10.4
            -
            Joint
                Code of Ethics (filed as Exhibit (r) to the Company’s Registration
                Statement on Form N-2 dated November 9, 2004 (Registration No. 333-118279)
                and incorporated herein by reference)10.5
            -
            Form
                of Indemnity Agreement (filed as Exhibit 10.5 to the Company’s Annual
                Report on Form 10-K for the year ended December 31, 2004, and incorporated
                herein by reference)10.6
            -
            Revolving
                Credit Agreement dated as of May 16, 2005, by and between NGP Capital
                Resources Company, the lenders from time to time party thereto and
                SunTrust Bank (filed as Exhibit 10.4 to the Company’s Quarterly Report on
                Form 10-Q for the quarterly period ended June 30, 2005, and incorporated
                herein by reference)10.7
            -
            Amended
                and Restated Revolving Credit Agreement dated as of August 31, 2006,
                by
                and between NGP Capital Resources Company, the lenders from time
                to time
                party thereto and SunTrust Bank (filed as Exhibit 10.6 to the Company’s
                Quarterly Report on Form 10-Q for the quarterly period ended September
                30,
                2006, and incorporated herein by reference)10.8
            -
            Treasury
                Secured Revolving Credit Agreement dated as of August 31, 2006, by
                and
                between NGP Capital Resources Company, the lenders from time to time
                party
                thereto and SunTrust Bank (filed as Exhibit 10.7 to the Company’s
                Quarterly Report on Form 10-Q for the quarterly period ended September
                30,
                2006, and incorporated herein by reference)31.1
            -
            Certification
                required by Rule 13a-14(a)/15d-14(a) by the Chief Executive
                Officer31.2
            -
            Certification
                required by Rule 13a-14(a)/15d-14(a) by the Chief Financial
                Officer32.1
            -
            Section
                1350 Certification by the Chief Executive Officer32.2
            -
            Section
                1350 Certification by the Chief Financial Officer











24


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.









NGP
      CAPITAL RESOURCES
      COMPANY











By:
            /s/
                John H. HomierJohn
                H. HomierPresident
                and Chief Executive Officer








NGP
      CAPITAL RESOURCES
      COMPANY








By:
            /s/
                Stephen K. GardnerStephen
                K. GardnerChief
                Financial Officer, Treasurer and
                Secretary








Date:
      August 8, 2007










25










**Index
      to Exhibits**


**No.Exhibit**





3.1
            -
            Articles
                of Incorporation of NGP Capital Resources Company dated as of July
                15,
                2004 (filed as Exhibit (a)(1) to the Company’s Registration Statement on
                Form N-2 dated November 9, 2004 (Registration No. 333-118279) and
                incorporated herein by reference)3.2
            -
            Articles
                of Amendment and Restatement of NGP Capital Resources Company dated
                as of
                October 29, 2004 (filed as Exhibit 3.2 to the Company’s Annual Report on
                Form 10-K for the year ended December 31, 2004, and incorporated
                herein by
                reference)3.3
            -
            Bylaws
                of NGP Capital Resources Company (filed as Exhibit (b) to the Company’s
                Registration Statement on Form N-2 dated August 16, 2004 (Registration
                No.
                333-118279) and incorporated herein by reference)10.1
            -
            Investment
                Advisory Agreement dated as of November 9, 2004, between NGP Capital
                Resources Company and NGP Investment Advisor, LP (filed as Exhibit
                10.1 to
                the Company’s Annual Report on Form 10-K for the year ended December 31,
                2004, and incorporated herein by reference)10.2
            -
            Administration
                Agreement dated as of November 9, 2004, by and between NGP Capital
                Resources Company and NGP Administration, LLC (filed as Exhibit 10.2
                to
                the Company’s Annual Report on Form 10-K for the year ended December 31,
                2004, and incorporated herein by reference)10.3
            -
            License
                Agreement dated as of November 9, 2004, by and between NGP Capital
                Resources Company and Natural Gas Partners, LLC (filed as Exhibit
                10.3 to
                the Company’s Annual Report on Form 10-K  for the year ended
                December 31, 2004, and incorporated herein by reference)10.4
            -
            Joint
                Code of Ethics (filed as Exhibit (r) to the Company’s Registration
                Statement on Form N-2 dated November 9, 2004 (Registration No. 333-118279)
                and incorporated herein by reference)10.5
            -
            Form
                of Indemnity Agreement (filed as Exhibit 10.5 to the Company’s Annual
                Report on Form 10-K for the year ended December 31, 2004, and incorporated
                herein by reference)10.6
            -
            Revolving
                Credit Agreement dated as of May 16, 2005, by and between NGP Capital
                Resources Company, the lenders from time to time party thereto and
                SunTrust Bank (filed as Exhibit 10.4 to the Company’s Quarterly Report on
                Form 10-Q for the quarterly period ended June 30, 2005, and incorporated
                herein by reference)10.7
            -
            Amended
                and Restated Revolving Credit Agreement dated as of August 31, 2006,
                by
                and between NGP Capital Resources Company, the lenders from time
                to time
                party thereto and SunTrust Bank (filed as Exhibit 10.6 to the Company’s
                Quarterly Report on Form 10-Q for the quarterly period ended September
                30,
                2006, and incorporated herein by reference)10.8
            -
            Treasury
                Secured Revolving Credit Agreement dated as of August 31, 2006, by
                and
                between NGP Capital Resources Company, the lenders from time to time
                party
                thereto and SunTrust Bank (filed as Exhibit 10.7 to the Company’s
                Quarterly Report on Form 10-Q for the quarterly period ended September
                30,
                2006, and incorporated herein by reference)31.1
            -
            Certification
                required by Rule 13a-14(a)/15d-14(a) by the Chief Executive
                Officer31.2
            -
            Certification
                required by Rule 13a-14(a)/15d-14(a) by the Chief Financial
                Officer32.1
            -
            Section
                1350 Certification by the Chief Executive Officer32.2
            -
            Section
                1350 Certification by the Chief Financial Officer





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