UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-Q



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



For the quarterly period ended December
31, 2012



OR



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



Commission File Number: 333-123711



Samson Oil & Gas Limited

(Exact Name of Registrant as Specified in
its Charter)



|Australia                                                      | N/A                                 
|-------------------------------------------------------------- | ------------------------------------
|(State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.)



|Level 16, AMP Building,
        140 St Georges Terrace
        Perth, Western Australia 6000 |           
|-------------------------------------------------------------------------------------------- | ----------
|(Address Of Principal Executive Offices)                                                     | (Zip Code)
|                                                                                             |           
|Level 36, Exchange Plaza,

2 The Esplanade

Perth, Western Australia 6000                    |           
|(Former address, if changed since
last report)                                               |           







+61 8 9220 9830

(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.xYes ̈No



Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YesxNo ̈



Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions
of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2
of the Exchange Act.



|Large accelerated filer |  ̈ | Accelerated filerx        
|----------------------- | - | --------------------------
|                        |   |                           
|Non-accelerated filer   |  ̈ | Smaller reporting company ̈



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ̈Nox



There were 1,985,896,471 ordinary shares
outstanding as of February 8, 2013.











SAMSON OIL & GAS LIMITED

FORM 10-Q

QUARTER ENDED DECEMBER 31, 2012



TABLE OF CONTENTS



|                                                                                                                                                                           |                                                                                        | Page
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------- | ----
|                                                                                                                                                                           |                                                                                        |     
|Part I — Financial Information                                                                                                                                             | 4                                                                                     
|                                                                                                                                                                           |                                                                                        |     
|Item 1.                                                                                                                                                                    | Financial Statement (unaudited).                                                       | 4   
|                                                                                                                                                                           |                                                                                       
|Consolidated Balance Sheets, December 31, 2012 and June 30, 2012                                                                                                           | 4                                                                                     
|                                                                                                                                                                           |                                                                                       
|Consolidated Statement of Operations and Comprehensive Income (Loss) for the three months ended December 31, 2012 and 2011 and six months ended December 31, 2012 and 2011 | 5                                                                                     
|                                                                                                                                                                           |                                                                                       
|Consolidated Statement of Changes in Stockholders’ Equity for the six months ended December 31, 2012                                                                       | 6                                                                                     
|                                                                                                                                                                           |                                                                                       
|Consolidated Statement of Cash Flows for the six months ended December 31, 2012 and 2011                                                                                   | 7                                                                                     
|                                                                                                                                                                           |                                                                                       
|Notes to  Consolidated Financial Statements (unaudited)                                                                                                                    | 8                                                                                     
|                                                                                                                                                                           |                                                                                        |     
|Item 2.                                                                                                                                                                    | Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 13  
|                                                                                                                                                                           |                                                                                        |     
|Item 3.                                                                                                                                                                    | Quantitative and Qualitative Disclosures About Market Risk.                            | 21  
|                                                                                                                                                                           |                                                                                        |     
|Item 4.                                                                                                                                                                    | Controls and Procedures.                                                               | 21  
|                                                                                                                                                                           |                                                                                       
|Part II   — Other Information                                                                                                                                              | 21                                                                                    
|                                                                                                                                                                           |                                                                                        |     
|Item 1.                                                                                                                                                                    | Legal Proceedings.                                                                     | 21  
|                                                                                                                                                                           |                                                                                        |     
|Item 1A.                                                                                                                                                                   | Risk Factors.                                                                          | 21  
|                                                                                                                                                                           |                                                                                        |     
|Item 2.                                                                                                                                                                    | Unregistered Sales of Equity Securities and Use of Proceeds.                           | 22  
|                                                                                                                                                                           |                                                                                        |     
|Item 3.                                                                                                                                                                    | Defaults Upon Senior Securities.                                                       | 22  
|                                                                                                                                                                           |                                                                                        |     
|Item 4.                                                                                                                                                                    | Removed and Reserved.                                                                  | 22  
|                                                                                                                                                                           |                                                                                        |     
|Item 5.                                                                                                                                                                    | Other Information.                                                                     | 23  
|                                                                                                                                                                           |                                                                                        |     
|Item 6.                                                                                                                                                                    | Exhibits.                                                                              | 23  
|                                                                                                                                                                           |                                                                                        |     
|Signatures                                                                                                                                                                 | 24                                                                                    



i







FORWARD-LOOKING STATEMENTS



Written forward–looking statements
may appear in documents filed with the Securities and Exchange Commission (“SEC”), including this quarterly report,
documents incorporated by reference, reports to shareholders and other communications.



The U.S. Private Securities Litigation
Reform Act of 1995 provides a “safe harbor” for forward–looking information to encourage companies to provide
prospective information about themselves without fear of litigation so long as the information is identified as forward looking
and is accompanied by meaningful cautionary statements identifying important factors that could cause actual results to differ
materially from those projected in the information. Samson relies on this safe harbor in making forward–looking statements.



Forward–looking statements appear
in a number of places in this quarterly report and include but are not limited to management’s comments regarding business
strategy, exploration and development drilling prospects and activities at our oil and gas properties, oil and gas pipeline availability
and capacity, natural gas and oil reserves and production, meeting our capital raising targets and following any use of proceeds
plans, our ability to and methods by which we may raise additional capital, production and future operating results.



In this quarterly report, the use of words
such as “anticipate,” “continue,” “estimate,” “expect,” “likely,” “may,”
“will,” “project,” “should,” “believe” and similar expressions are intended to
identify uncertainties. While we believe that the expectations reflected in those forward–looking statements are reasonable,
we cannot assure you that these expectations will prove to be correct. Our actual results could differ materially from those anticipated
in these forward–looking statements. The differences between actual results and those predicted by the forward-looking statements
could be material. Forward-looking statements are based upon our expectations relating to, among other things:



| | · | our future financial position, including cash flow, anticipated liquidity and debt levels;
| | - | ------------------------------------------------------------------------------------------



| | · | the timing, effects and success of our exploration and development activities, and acquisitions and dispositions
| | - | ----------------------------------------------------------------------------------------------------------------





| | · | oil and natural gas prices and demand;
| | - | --------------------------------------



| | · | uncertainties in the estimation of proved reserves and in the projection of future rates of production;
| | - | -------------------------------------------------------------------------------------------------------



| | · | timing, amount, and marketability of production;
| | - | ------------------------------------------------



| | · | third party operational curtailment, processing plant or pipeline capacity constraints beyond our control;
| | - | ----------------------------------------------------------------------------------------------------------



| | · | our ability to find, acquire, market, develop and produce new properties;
| | - | -------------------------------------------------------------------------



| | · | declines in the values of our properties that may result in write-downs;
| | - | ------------------------------------------------------------------------



| | · | effectiveness of management strategies and decisions;
| | - | -----------------------------------------------------



| | · | the strength and financial resources of our competitors;
| | - | --------------------------------------------------------



| | · | our entrance into transactions in commodity derivative instruments;
| | - | -------------------------------------------------------------------



| | · | climatic conditions;
| | - | --------------------



| | · | the receipt of governmental permits and other approvals relating to our operations;
| | - | -----------------------------------------------------------------------------------



| | · | unanticipated recovery or production problems, including cratering, explosions, fires; and
| | - | ------------------------------------------------------------------------------------------



| | · | uncontrollable flows of oil, gas or well fluids.
| | - | ------------------------------------------------



Many of these factors are beyond our ability
to control or predict. Neither these factors nor those included in the “Risk Factors” section of this quarterly report
represent a complete list of the factors that may affect us.  We do not undertake to update the forward–looking
statements made in this report.



3







Part I — Financial
Information

Item 1.   Financial
Statements.

SAMSON OIL & GAS LIMITED AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)



|                                                                                                                                                                                                                 |  | 31-Dec-12 |             |   | 30-Jun-12 |  
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | --------- | ----------- | - | --------- | -
|ASSETS                                                                                                                                                                                                           |  |           |             |   |           |  
|CURRENT ASSETS                                                                                                                                                                                                   |  |           |             |   |           |  
|Cash and cash equivalents                                                                                                                                                                                        |  | $         | 9,725,163   |   |           | $
|Accounts receivable, net of allowance for doubtful accounts of $nil and $nil respectively                                                                                                                        |  |           | 1,264,085   |   |           |  
|Prepayments                                                                                                                                                                                                      |  |           | 240,400     |   |           |  
|Pipe inventory – held by third party                                                                                                                                                                             |  |           | 78,944      |   |           |  
|Income tax receivable                                                                                                                                                                                            |  |           | 6,383,492   |   |           |  
|Total current assets                                                                                                                                                                                             |  |           | 17,692,084  |   |           |  
|PROPERTY, PLANT AND EQUIPMENT, AT COST                                                                                                                                                                           |  |           |             |   |           |  
|Oil and gas properties, successful efforts method of accounting, less
    accumulated depreciation, depletion and impairment of $17,399,071 and $16,112,531 at December 31, 2012 and June 30, 2012 respectively. |  |           | 13,911,282  |   |           |  
|Other property and equipment, net of accumulated depreciation and amortization of $300,461 and $252,254 at December 31, 2012 and June 30, 2012, respectively                                                     |  |           | 403,921     |   |           |  
|Net property, plant and equipment                                                                                                                                                                                |  |           | 14,315,203  |   |           |  
|OTHER ASSETS                                                                                                                                                                                                     |  |           |             |   |           |  
|Undeveloped capitalized acreage                                                                                                                                                                                  |  |           | 12,357,333  |   |           |  
|Capitalized exploration expense                                                                                                                                                                                  |  |           | 9,733,880   |   |           |  
|Other                                                                                                                                                                                                            |  |           | 100,575     |   |           |  
|TOTAL ASSETS                                                                                                                                                                                                     |  | $         | 54,199,075  |   |           | $
|                                                                                                                                                                                                                 |  |           |             |   |           |  
|LIABILITIES AND STOCKHOLDERS’ EQUITY                                                                                                                                                                             |  |           |             |   |           |  
|CURRENT LIABILITIES                                                                                                                                                                                              |  |           |             |   |           |  
|Accounts payable                                                                                                                                                                                                 |  | $         | 1,397,055   |   |           | $
|Accruals                                                                                                                                                                                                         |  |           | 895,686     |   |           |  
|Provision for annual leave                                                                                                                                                                                       |  |           | 196,893     |   |           |  
|Total current liabilities                                                                                                                                                                                        |  |           | 2,489,634   |   |           |  
|Capitalized lease                                                                                                                                                                                                |  |           | -           |   |           |  
|Asset retirement obligations                                                                                                                                                                                     |  |           | 840,372     |   |           |  
|TOTAL LIABILITIES                                                                                                                                                                                                |  |           | 3,330,006   |   |           |  
|STOCKHOLDERS’ EQUITY – nil par value                                                                                                                                                                             |  |           |             |   |           |  
|Common stock, 1,985,896,471 (equivalent to 99,294,824 ADR’s) and 1,771,891,827 (equivalent to 88,594,591 ADR’s) shares issued and outstanding at December 31, 2012 and June 30, 2012, respectively)              |  |           | 86,962,960  |   |           |  
|Other comprehensive income                                                                                                                                                                                       |  |           | 2,861,828   |   |           |  
|Retained earnings (accumulated deficit)                                                                                                                                                                          |  |           | (38,955,719 | ) |           |  
|Total stockholders’ equity                                                                                                                                                                                       |  |           | 50,869,069  |   |           |  
|TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY                                                                                                                                                                       |  | $         | 54,199,075  |   |           | $



See accompanying Notes to Consolidated Financial Statements.



4







SAMSON OIL & GAS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONSAND
COMPREHENSIVE INCOME (LOSS)

(Unaudited)



|                                                      |  | Three months ended |               |   | Six months ended |  
|----------------------------------------------------- |  | ------------------ | ------------- | - | ---------------- | -
|                                                      |  | 31-Dec-12          |               |   | 31-Dec-11        |  
|REVENUES AND OTHER INCOME:                            |  |                    |               |   |                  |  
|Oil sales                                             |  | $                  | 1,457,238     |   |                  | $
|Gas sales                                             |  |                    | 218,885       |   |                  |  
|Other liquids                                         |  |                    | -             |   |                  |  
|Interest income                                       |  |                    | 55,139        |   |                  |  
|Other                                                 |  |                    | 111,469       |   |                  |  
|TOTAL REVENUE AND OTHER INCOME                        |  |                    | 1,842,731     |   |                  |  
|                                                      |  |                    |               |   |                  |  
|EXPENSES:                                             |  |                    |               |   |                  |  
|Lease operating expense                               |  |                    | (1,041,761    | ) |                  |  
|Depletion, depreciation and amortization              |  |                    | (498,851      | ) |                  |  
|Impairment expense                                    |  |                    | (244,560      | ) |                  |  
|Exploration and evaluation expenditure                |  |                    | (39,006       | ) |                  |  
|Accretion of asset retirement obligations             |  |                    | (13,675       | ) |                  |  
|General and administrative                            |  |                    | (1,336,332    | ) |                  |  
|TOTAL EXPENSES                                        |  |                    | (3,174,185    | ) |                  |  
|                                                      |  |                    |               |   |                  |  
|Income (loss) from operations                         |  |                    | (1,331,454    | ) |                  |  
|Income tax benefit/(provision)                        |  |                    | 1,366,938     |   |                  |  
|Net income/(loss)                                     |  |                    | 35,484        |   |                  |  
|OTHER COMPREHENSIVE GAIN (LOSS)                       |  |                    |               |   |                  |  
|Foreign Currency Translation                          |  |                    | (62,606       | ) |                  |  
|Total comprehensive income/(loss) for the period      |  | $                  | (27,122       | ) |                  | $
|                                                      |  |                    |               |   |                  |  
|Net earnings/(loss) per common share from operations: |  |                    |               |   |                  |  
|Basic – cents per share                               |  |                    | 0.00          |   |                  |  
|Diluted – cents per share                             |  |                    | 0.00          |   |                  |  
|                                                      |  |                    |               |   |                  |  
|Weighted average common shares outstanding:           |  |                    |               |   |                  |  
|Basic                                                 |  |                    | 1,832,852,723 |   |                  |  
|Diluted                                               |  |                    | 1,955,132,196 |   |                  |  



See accompanying Notes to Consolidated Financial
Statements.



5







SAMSON OIL & GAS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGES IN
STOCKHOLDERS’ EQUITY

(Unaudited)





|                                                 |  |              |            |  |                                          |   |             | Other                |  |   |              | 
|------------------------------------------------ |  | ------------ | ---------- |  | ---------------------------------------- | - | ----------- | -------------------- |  | - | ------------ | 
|                                                 |  | Common Stock |            |  | Retained Earnings/
(Accumulated Deficit) |   |             | Comprehensive
Income |  |   | Total Equity | 
|Balance at June 30, 2012                         |  | $            | 83,467,987 |  |                                          | $ | (38,067,666 | )                    |  | $ | 2,772,758    | 
|Net income (loss)                                |  |              | -          |  |                                          |   | (888,053    | )                    |  |   | -            | 
|Foreign currency translation, net of tax of $nil |  |              | -          |  |                                          |   | -           |                      |  |   | 89,070       | 
|Total comprehensive income/(loss) for the period |  |              | -          |  |                                          |   | (888,053    | )                    |  |   | 89,070       | 
|Stock based compensation                         |  |              | 152,062    |  |                                          |   | -           |                      |  |   | -            | 
|Issue of share capital                           |  |              | 3,342,911  |  |                                          |   | -           |                      |  |   | -            | 
|Balance at December 31, 2012                     |  | $            | 86,962,960 |  |                                          | $ | (38,955,719 | )                    |  | $ | 2,861,828    | 





See accompanying Notes to Consolidated
Financial Statements.



6









SAMSON OIL & GAS LIMITED AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)



|                                                                |  | Six months ended |            
|--------------------------------------------------------------- |  | ---------------- | -----------
|                                                                |  | 31-Dec-12        |            
|Cash flows from operating activities                            |  |                  |            
|Receipts from customers                                         |  | $                | 3,487,463  
|Cash received from commodity derivative financial instruments   |  |                  | -          
|Payments to suppliers & employees                               |  |                  | (4,464,795 
|Interest received                                               |  |                  | 138,544    
|Income taxes refund received/( paid)                            |  |                  | (100       
|Net cash flows provided by/(used in) operating activities       |  |                  | (838,888   
|Cash flows from investing activities                            |  |                  |            
|Payments for plant & equipment                                  |  |                  | (10,392    
|Payments for exploration and evaluation                         |  |                  | (10,371,563
|Payments for oil and gas properties                             |  |                  | (1,140,341 
|Net cash flows (used in) by investing activities                |  |                  | (11,522,296
|Cash flows from financing activities                            |  |                  |            
|Proceeds from the exercise of options                           |  |                  | 3,132,420  
|Net cash flows provided by financing activities                 |  |                  | 3,132,420  
|Net (decrease) in cash and cash equivalents                     |  |                  | (9,228,764 
|Cash and cash equivalents at the beginning of the fiscal period |  |                  | 18,845,894 
|Effects of exchange rate changes on cash and cash equivalents   |  |                  | 108,033    
|Cash and cash equivalents at end of fiscal period               |  | $                | 9,725,163  



See accompanying Notes to Consolidated
Financial Statements



7







SAMSON O IL & GAS LIMITED AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)



1. Basis of Presentation



These Consolidated Financial Statements
have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim
financial reporting. All adjustments which are normal and recurring by nature, in the opinion of management, necessary for fair
statement of Samson Oil & Gas Limited’s (the Company) Consolidated Financial Statements have been included herein. Interim
results are not necessarily indicative of expected annual results because of the impact of fluctuations in prices received for
oil and natural gas, as well as other factors. In the course of preparing the Consolidated Financial Statements, management makes
various assumptions, judgments and estimates to determine the reported amounts of assets, liabilities, revenues and expenses, and
in the disclosures of commitments and contingencies. Changes in these assumptions, judgments and estimates will occur as a result
of the passage of time and the occurrence of future events, and, accordingly, actual results could differ from amounts previously
established.



The Company’s Consolidated Financial
Statements have been prepared on a basis consistent with the accounting principles and policies reflected in the Company’s
audited financial statements as of and for the year ended June 30, 2012. The year-end Consolidated Balance Sheet presented herein
was derived from audited Consolidated Financial Statements, but does not include all disclosures required by GAAP.



These Consolidated Financial Statements
should be read in conjunction with our audited Consolidated Financial Statements included in our Annual Report on Form 10-K for
the fiscal year ended June 30, 2012.



Accruals.   The components
of accrued liabilities for the periods ended December 31, 2012 and June 30, 2012 include accruals based on estimated costs relating
to goods and services provided yet not invoiced and an amount payable for Samson’s employee bonus plan.



Recently Adopted Standards



In June 2011, the FASB issued ASU No. 2011-05
Presentation of Comprehensive Income.  The ASU amends previously issued authoritative guidance and is effective for
fiscal years, and interim periods within those years, beginning after December 15, 2011.  This amendment removes the option
under current GAAP to present the components of other comprehensive income as part of the statements of changes in stockholder’s
equity.  The adoption of this guidance did not have an impact on our financial position or results of operations, but has
required the Company to present the statements of comprehensive income separately from its statements of equity, as these statements
were previously presented on a combined basis.



Recently Issued Pronouncements



In December 2011, the FASB issued ASU No.
2011-11 Disclosures about Offsetting Assets and Liabilities. The ASU requires additional disclosures about the impact of offsetting,
or netting, on a company's financial position, and is effective for annual periods beginning on or after January 1, 2013 and interim
periods within those annual periods, and retrospectively for all comparative periods presented. Under US GAAP, derivative assets
and liabilities can be offset under certain conditions. The ASU requires disclosures showing both gross information and net information
about instruments eligible for offset in the balance sheet. The Company is currently evaluating the provisions of ASU 2011-11 and
assessing the impact, if any, it may have on the Company's financial position or results of operations.



2. Income Taxes



|                             |  | Three months ended |           |   | Six months ended |  
|---------------------------- |  | ------------------ | --------- | - | ---------------- | -
|                             |  | 31-Dec-12          |           |   | 31-Dec-11        |  
|                             |  |                    |           |   |                  |  
|Income tax benefit/(expense) |  | $                  | 1,366,938 |   |                  | $
|Effective tax rate           |  |                    | 102.67    | % |                  |  



The Company has current year losses and available prior year
cumulative net operating losses that maybe carried forward to reduce taxable income in future years. The Tax Reform Act of 1986
contains provisions that limit the utilization of net operating loss carryforwards if there has been a change in ownership as described
in Internal Revenue Code Section 382. The Company’s prior year losses are limited by IRC Section 382, however, current year
losses are not subject to these limitations.



8







This current year operating loss will be carried back to offset
tax paid in the June 30, 2011 year end. This generates a current year benefit and income tax receivable for the tax expected to
be refunded from the carry back claim



ASC Topic 740 requires that a valuation allowance be provided
if it is more likely than not that some portion or all deferred tax assets will not be realized. The Company's ability to realize
the benefit of its deferred tax assets will depend on the generation of future taxable income through profitable operations. Due
to the Company's history of losses and the uncertainty of future profitable operations, the Company has recorded a full valuation
allowance against its deferred tax assets.



Subsequent to the December 31, 2012 but prior to the filing
of this report, the Company received $5.6 million in income tax refund from the Internal Revenue Service as a refund from taxes
paid in a prior period. $0.7 million remains as a receivable in the Balance Sheet.



3. Earnings Per Share



Basic earnings (loss) per share is calculated
by dividing net earnings (loss) attributable to common stock by the weighted average number of shares outstanding for the period.
Under the treasury stock method, diluted earnings per share is calculated by dividing net earnings (loss) by the weighted average
number of shares outstanding including all potentially dilutive common shares (unexercised stock options). In the event of a net
loss, no potential common shares are included in the calculation of shares outstanding since the impact would be anti-dilutive.  The
Company's unexercised stock options do not contain rights to dividends. When the Company records a net loss, none of the loss is
allocated to the unexercised stock options since the securities are not obligated to share in Company losses. Consequently, in
periods of net loss, outstanding options will have no dilutive impact to the Company’s basic earnings per share.



The following table details the weighted
average dilutive and anti-dilutive securities, which consist of options and warrants, for the periods presented:



|              |  | Three months ended |            |  | Six months ended | 
|------------- |  | ------------------ | ---------- |  | ---------------- | 
|              |  | 31-Dec-12          |            |  | 31-Dec-11        | 
|Dilutive      |  |                    | 95,791,227 |  |                  | 
|Anti–dilutive |  |                    | 72,201,619 |  |                  | 



The following tables set forth the calculation
of basic and diluted earnings per share:



|Continuing operations                               |  | Three months ended |               |  | Six months ended | 
|--------------------------------------------------- |  | ------------------ | ------------- |  | ---------------- | 
|                                                    |  | 31-Dec-12          |               |  | 31-Dec-11        | 
|Net income (loss)                                   |  | $                  | 35,484        |  |                  | 
|                                                    |  |                    |               |  |                  | 
|Basic weighted average common shares outstanding    |  |                    | 1,832,852,723 |  |                  | 
|Add: dilutive effect of stock options               |  |                    | 95,791,227    |  |                  | 
|Add: bonus element for rights issue                 |  |                    | 26,488,246    |  |                  | 
|Diluted weighted average common shares outstanding  |  |                    | 1,955,132,196 |  |                  | 
|Basic earnings per common share – cents per share   |  |                    | 0.00          |  |                  | 
|Diluted earnings per common share – cents per share |  |                    | 0.00          |  |                  | 



4. Asset Retirement Obligations



The Company’s asset retirement obligations
primarily represent the estimated present value of the amounts expected to be incurred to plug, abandon and remediate producing
and shut–in properties at the end of their productive lives in accordance with applicable state and federal laws. The Company
determines the estimated fair value of its asset retirement obligations by calculating the present value of estimated cash flows
related to plugging and abandonment liabilities. The significant inputs used to calculate such liabilities include estimates of
costs to be incurred, the Company’s credit adjusted discount rates, inflation rates and estimated dates of abandonment. The
asset retirement liability is accreted to its present value each period and the capitalized asset retirement cost is depleted using
the units–of–production method.



9







The following table summarizes the activities
for the Company’s asset retirement obligations for the six months ended December 31, 2012 and 2011:



|                                                                                                      |  | Six months ended |        
|----------------------------------------------------------------------------------------------------- |  | ---------------- | -------
|                                                                                                      |  | 31-Dec-12        |        
|Asset retirement obligations at beginning of period                                                   |  | $                | 808,572
|Liabilities incurred or acquired                                                                      |  |                  | 4,691  
|Liabilities settled                                                                                   |  |                  | -      
|Disposition of properties                                                                             |  |                  | -      
|Accretion expense                                                                                     |  |                  | 27,109 
|Asset retirement obligations at end of period                                                         |  |                  | 840,372
|Less: current asset retirement obligations (classified with accounts payable and accrued liabilities) |  |                  | -      
|Long-term asset retirement obligations                                                                |  | $                | 840,372



Discount rates used to calculate the present
value vary depending on the estimated timing of the obligation, but typically range between 4% and 9%.



5. Equity Incentive Compensation



Stock-based compensation is measured at
the grant date based on the value of the awards, and the fair value is recognized on a straight-line basis over the requisite service
period (usually the vesting period).



Total compensation cost recognized in the
Statements of Operations for the grants under the Company’s equity incentive compensation plans was $72,011 and $518,116
during the three months ended December 31, 2012 and 2011.



Total compensation cost recognized in the
Statements of Operations for the grants under the Company’s equity incentive compensation plans was $152,061 and $836,721
during the six months ended December 31, 2012 and 2011.



As of December 31, 2012, there
was $49,724 of total unrecognized compensation cost related to outstanding stock options. This cost is expected to be recognized
over two years.



6. Hedging and Derivative Instruments



Commodity Derivative Agreements.The
Company has in the past utilized swap and collar option contracts to hedge the effect of price changes on a portion of its future
oil production but it is not currently doing so. The objective of the Company’s hedging activities and the use of derivative
financial instruments was to achieve more predictable cash flows. While the use of these derivative instruments limits the downside
risk of adverse price movements, they also may limit future revenues from favorable price movements.



The use of derivatives involves the risk
that the counterparties to such instruments will be unable to meet the financial terms of such contracts. The Company’s derivative
contracts were all with a single multinational bank with no history of default with the Company. The derivative contracts were
subject to termination by a non-defaulting party in the event of default by one of the parties to the agreement. No collateral
was provided in relation to the derivative contracts entered into by the Company. Collateral may, however, be required for future
contracts if the Company chooses to enter into additional derivative contracts in the future.



The Company has elected not to apply hedge
accounting to any of its derivative transactions and, consequently, the Company recognizes mark-to-market gains and losses in earnings
currently, rather than deferring such amounts in accumulated other comprehensive income for those commodity derivatives that would
qualify as cash flow hedges.



For six months ended December 31, 2011
realized gain in relation to commodity derivative contracts amounted to $0.02 million. As of December 31, 2011, the Company
has no outstanding derivative agreements in relation to its oil or gas production.



7. Fair Value Measurements



Fair value is defined as the price that
would be received in the sale of an asset or paid to transfer a liability in an orderly transaction between market participants
at the measurement date (exit price). The Company utilizes market data or assumptions that market participants would use in pricing
the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These
inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based
on the observability of those in puts. The FASB has established a fair value hierarchy that prioritizes the inputs used to measure
fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities
(level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).



10







The three levels of the fair value hierarchy
are as follows:



| | · | Level 1—Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | Level 2—Pricing inputs are other than quoted prices in active markets included in level 1, but are either directly or indirectly observable as of the reported date and for substantially the full term of the instrument. Inputs may include quoted prices for similar assets and liabilities. Level 2 includes those financial instruments that are valued using models or other valuation methodologies.
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | Level 3—Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Financial assets and liabilities are classified
in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment
of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of fair
value assets and liabilities and their placement within the fair value hierarchy levels. The following table sets forth by level
within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value as of
December 31, 2012 and June 30, 2012.



|                          |  | Carrying value at December 31, 2012 |           |  | Level 1 |   |           | Level 2 |  |   | Level 3 |  |  | Fair Value at December 31, 2012 |  
|------------------------- |  | ----------------------------------- | --------- |  | ------- | - | --------- | ------- |  | - | ------- |  |  | ------------------------------- | -
|Assets                    |  |                                     |           |  |         |   |           |         |  |   |         |  |  |                                 |  
|Cash and cash equivalents |  | $                                   | 9,725,163 |  |         | $ | 9,725,163 |         |  | $ | -       |  |  | $                               | -



|                          |  | Carrying value at June 30, 2012 |            |  | Level 1 |   |            | Level 2 |  |   | Level 3 |  |  | Fair Value at June
    30, 2012 |  
|------------------------- |  | ------------------------------- | ---------- |  | ------- | - | ---------- | ------- |  | - | ------- |  |  | ------------------------------- | -
|Assets                    |  |                                 |            |  |         |   |            |         |  |   |         |  |  |                                 |  
|Cash and cash equivalents |  | $                               | 18,845,894 |  |         | $ | 18,845,894 |         |  | $ | -       |  |  | $                               | -



The following methods and assumptions
were used to estimate the fair value of the assets and liabilities in the table above:



Commodity
Derivative Contracts.   In previous periods, the Company’s commodity derivative instruments consisted of
collar contracts for oil. The Company valued the derivative contracts using industry standard models, based on an income
approach, which considers various assumptions including quoted forward prices and contractual prices for the underlying
commodities, time value and volatility factors, as well as other relevant economic measures. Substantially all of the
assumptions can be observed throughout the full term of the contracts, can be derived from observable data or are supportable
by observable levels at which transactions are executed in the marketplace and are therefore designated as Level 2
within the fair value hierarchy. For six months ended December 31, 2011 the realized gain in relation to commodity derivative
contracts amounted to $0.02 million. As of December 31, 2011, the Company has no outstanding derivative agreements in
relation to its oil or gas production.



Fair Value of Financial Instruments.
  The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable and payable
and derivatives (discussed above). The carrying values of cash equivalents and accounts receivable and payable are representative
of their fair values due to their short–term maturities.



Assets and Liabilities Measured at Fair
Value on a Nonrecurring Basis.  The Company also applies fair value accounting guidance to measure non–financial
assets and liabilities such as business acquisitions, proved oil and gas properties, and asset retirement obligations. These assets
and liabilities are subject to fair value adjustments only in certain circumstances and are not subject to recurring revaluations.
These items are primarily valued using the present value of estimated future cash inflows and/or outflows. Given the unobservable
nature of these inputs, they are deemed to be Level 3.



11







8. Commitments and Contingencies



Environmental Matters



The Company has no material accrued environmental
liabilities for its sites, including sites in which governmental agencies have designated the Company as a potentially responsible
party, because it is not probable that a loss will be incurred and the minimum cost and/or amount of loss cannot be reasonably
estimated. However, due to uncertainties associated with environmental assessment and remediation activities, future expense to
remediate the currently identified sites, and sites identified in the future, if any, could be incurred. Management believes, based
upon current site assessments, that the ultimate resolution of any matters will not result in material costs incurred.



Contingent Assets or Liabilities

There are no unrecorded contingent assets
or liabilities in place for the Company at December 31, 2012 or June 30, 2012.



9. Capitalized Exploration Expense



We use the successful efforts method of
accounting for exploration and evaluation expenditure in respect of each area of interest. The application of this policy requires
management to make certain estimates and assumptions as to future events and circumstances, in particular the assessment of whether
economic quantities of reserves have been found.  Any such estimates and assumptions may change as new information becomes
available.



Exploration and evaluation assets are assessed
for impairment when facts and circumstances indicate that the carrying amount of an exploration and evaluation asset may exceed
its recoverable amount.  When assessing for impairment consideration is given to but not limited to the following:



| |  ̈ | the period for which Samson has the right to explore;
| | - | -----------------------------------------------------



| |  ̈ | planned and budgeted future exploration expenditure;
| | - | ----------------------------------------------------



| |  ̈ | activities incurred during the year; and
| | - | ----------------------------------------



| |  ̈ | activities planned for future periods.
| | - | --------------------------------------



If, after having capitalized expenditures
under our policy, we conclude that we are unlikely to recover the expenditures through future exploitation or sale, then the relevant
capitalized amount will be written off to the statement of operations.



Currently, we have
capitalized exploration expenditures of $9.7 million and undeveloped capitalized acreage of $12.4 million.  This
primarily relates to costs in relation to our Hawk Springs (including 3D seismic acquisition costs) and Roosevelt projects
(including the drilling and permitting of exploration wells). The costs include acreage acquisition costs in both of Hawk
Springs and Roosevelt project areas. During the three months ended December 31, 2012 we continued with our drilling
activities on our Spirit of America II well in our Hawk Springs project in Goshen County, Wyoming. To date we have
capitalized approximately $7.2 million in relation to this well, including $0.2 million in the current quarter. Since the
Company continues to pursue further hydraulic fracturing for this well, the well remains in exploration stages and no
conclusions regarding potential reserves have been made.



10.  Issue of Share Capital



During the six months ended December 31,
2012, 214,004,644 Australian 1.5 cent options were exercised for net proceeds of $3,342,911 to us. The options were issued in public
rights offering conducted in October 2009. The remaining 10,614,326 listed options expired unexercised.



11. Cash Flow Statement



Reconciliation of the net profit/(loss)
after tax to the net cash flows from operations:



12







|                                                                |  | Six months ended |           
|--------------------------------------------------------------- |  | ---------------- | ----------
|                                                                |  | 31-Dec-12        |           
|                                                                |  |                  |           
|Net (loss) after tax                                            |  | $                | (888,053  
|Depletion, depreciation and amortization                        |  |                  | 1,089,618 
|Stock based compensation                                        |  |                  | 152,062   
|Accretion of asset retirement obligation                        |  |                  | 27,109    
|Impairment expense                                              |  |                  | 244,589   
|Exploration and evaluation expenditure                          |  |                  | 400,950   
|Net (gain)/loss on fair value movement of fixed forward swaps   |  |                  | -         
|                                                                |  |                  |           
|Changes in assets and liabilities:                              |  |                  |           
|                                                                |  |                  |           
|(Increase)/decrease in receivables                              |  |                  | 24,074    
|(Increase)/decrease in income tax receivable/deferred tax asset |  |                  | (2,036,036
|Increase/(decrease) in provision for annual leave               |  |                  | (37,643   
|Increase/(decrease) in payables                                 |  |                  | 184,442   
|NET CASH FLOWS USED IN OPERATING ACTIVITIES                     |  | $                | (838,888  



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



The following is management’s discussion
and analysis of certain significant factors that have affected aspects of our financial position and the results of operations
during the periods included in the accompanying Condensed Financial Statements. You should read this in conjunction with the discussion
under “Management's Discussion and Analysis of Financial Condition and Results of Operations” and the audited Financial
Statements for the year ended June 30, 2012, included in our Annual Report on Form 10-K and the Consolidated Financial
Statements included elsewhere herein.



Overview



We are an independent energy company primarily
engaged in the acquisition, exploration, exploitation and development of oil and natural gas properties.  Our strategy
is to focus on the exploration, exploitation and development of our major oil plays – the Niobrara, Permian and Pennsylvanian
in Goshen County, Wyoming and the Bakken in Williams County, North Dakota and Roosevelt County, Montana.  We are in the
early stages of our first Niobrara shale project – Hawk Springs – and also of our Montana Bakken shale project –
the Roosevelt project.



Our net oil production was 17,744 barrels
of oil for the quarter ended December 31, 2012 compared to 18,580 barrels of oil for the quarter ended December 31, 2011.  Our
net gas production was 51,587 Mcf for the quarter ended December 31, 2012 compared to 58,487 Mcf for the quarter ended December
31, 2011.



Our net oil production was 36,626 barrels
of oil for the six months ended December 31, 2012 compared to 43,516 barrels of oil for the six months ended December 31, 2011.
Our net gas production was 92,678 Mcf for the six months ended December 31, 2012 compared to 117,669 Mcf for the six months ended
December 31, 2011.



In the execution of our strategy, our management
is principally focused on economically developing additional reserves of oil and on maximizing production levels through exploration,
exploitation and development activities on a cost-effective basis. Our execution of that strategy today, however, is dependent
on our ability to raise additional capital to fund any new exploration and development drilling.



Notable Activities and Status of Properties
during the Quarter Ended December 31, 2012 and Current Activities



Undeveloped Properties: Exploration
Activities



Hawk Springs Project, Goshen County,
Wyoming

Cretaceous Niobrara Formation &
Permo-Penn Project, Northern D-J Basin

Samson 37.5% to 100% Working Interest

Production to date from the Niobrara Formation
in the Defender US33 #2-29H well in Goshen County, WY has been sporadic due to the chemistry of the Niobrara oil, which had been
producing an unusually high concentration of paraffin and asphaltene (11.74%). After a successful workover during the current quarter,
the well had produced 691 barrels of oil over a 38 day period, however the well was offline for the majority of the quarter due
to a pump failure. Further analysis of the hydraulic fracture treatment shows that the effective frac length was extremely limited
and because of this the well is on a timer and pumps for only a few hours a day.



The limited frac length and the lack of
un-stimulated permeability offers an opportunity to design a suitable additional stimulation treatment. A chemical injection program,
run during the quarter has alleviated the paraffin and asphaltene problems.



13







The Spirit of America US34 #2-29 (the SOA
#2) intersected two excellent quality Permian age reservoirs, the 9,300 ft. sand, which appears to be oil saturated and the 9,500
ft. sand which is water saturated. Integrating the well data to the 3-D seismic shows that an amplitude anomaly (lithology/porosity
indicator) is associated with the 9500’ sand indicating a thick and porous reservoir exists everywhere the amplitude is mapped.
After further examination of the 3D seismic and additional work performed during the quarter, it has been established that the
likely reason for the lack of oil saturation in the 9500’ sand is that a leak point can be established by a fortuitous juxtaposition
of another porous reservoir across a fault that intersects the amplitude anomaly. As this arrangement in the SOA prospect is unique
in the project area, Samson believes that the prospectivity of the remaining two dozen prospects in the project has been re-established
since these prospects are not affected by any recognized faulting.



To date approximately $7.2 million has
been capitalized in relation to the SOA #2 and carried in Capitalized Exploration Expenditure on the Balance Sheet, including $0.2
million during the quarter ended December 31, 2012. One more stage of the well remains to be fraced prior to the final determination
of the outcome of this well. Depending on the results of the final frac of this well, it is possible that some or all of the costs
currently deferred in relation to this well will have to be written off to the Income Statement. The final frac of the SOA #2 has
not yet been scheduled, however, and we therefore have not established the time frame in which the SOA #2 will be completed.



As a result of this analysis, the strategy
is to pursue a farmout to enable two prospects to be drilled: Bluff Federal, which relies on a four way dip closure and American
Eagle, which is an amplitude anomaly unaffected by the faulting seen in the SOA#2 well.



Samson has two contiguous areas in the
Hawk Springs Project. One of the areas is a joint venture with a private company and the other is subject to a joint venture with
a Halliburton company.



Roosevelt Project, Roosevelt County,
Montana

Mississippian Bakken Formation,
Williston Basin

Samson 100% working interest in Australia
II & Gretel II wells, 66.7% in any subsequent drilling, depending on the drilling location

We have an interest in approximately 45,000
gross acres (30,000 net acres) in the Roosevelt Project with Fort Peck Energy Co. (“FPEC”) having the remaining 15,000
net acres.



Our first Bakken appraisal (exploratory)
well in the Roosevelt project area on the Ft. Peck Indian Reservation, the Australia II 12 KA 6 well, was drilled in December 2011.
This well was drilled to a total measured depth of 14,972 feet with the horizontal lateral remaining within the target zone for
the entire lateral length. Cumulative oil production for the well is 5,497 stock tank barrels (“STB”).



During the quarter parted sucker rods were
successfully repaired and the well was returned to production on October 25th. The well produced 810 barrels of oil over a thirteen
day period before the pump stopped working because of a scale accumulation due to the high mineral content of the formation water.
The pump was replaced and the well produced 402 STB however it has been off line since December 8th due to a further
mechanical failure and is currently awaiting repairs. The initial drilling costs of $13.1 million were expensed to the Statement
of Operations during the year ended June 30, 2012. In addition $0.1 million of costs have been expensed to the Statement of Operations
through December 31, 2012 as exploration expenditure.



Our second Bakken well, Gretel II, was
drilled in January 2012 and fracture stimulated in March 2012. This well was drilled on the north side of the Brockton Fault zone,
which may define the western edge of the continuous Bakken oil accumulation. The Gretel II has produced oil, but with a high water
cut. The toe end of the lateral portion of the Gretel well was plugged back to a depth of 14,002 feet to minimize water production
from the faults that were encountered beyond this depth.



The plug back was mechanically successful
and the water production was reduced; however the oil rate has not increased and production for the well remains at around 1 to
3 BOPD. The well will be pumped for a further two months after which it may be converted to a water disposal well unless an economic
oil rate is established. The initial drilling costs of $11.6 million were expensed to the Statement of Operations during the year
ended June 30, 2012. In addition $0.22 million of costs have been expensed to the Statement of Operations through December 31,
2012 as exploration expenditure.



We also currently have a 1280-acre approved
spacing order for a third exploratory well in this project: named Prairie Falcon. The drilling location of this well is south of
the Brockton Fault zone and is north of the Abercrombie 1-10H well, which had initial production of 630 BOPD. We are monitoring
the production rate from the Abercrombie well and waiting on the results of two offset wells, the Custer 1-7H well (SSN 2.2% WI)
which is about to spud and another well yet to be named and drilled. These latter two wells will help define a productive extension
to the Elm Coulee Bakken fairway. Any further exploration or development of our Roosevelt Project in the fiscal year ending June
30, 2013, will depend upon our success in obtaining additional capital and our results of operations.



14







Drilling Program

Hawk Springs Project, Goshen County,
Wyoming

Wildcat (Exploratory) Permo-Penn Hartville
Formation, Northern D-J Basin

Bluff Federal #1-12

American Eagle US 21#1

Samson is presently anticipating
having a 47% carried interest after a farmout of the project

As noted above we are in the process of
marketing a farmout of our Hawk Springs project in an effort to have two prospects tested; however there is no guarantee we will
be able to farmout the Hawk Springs project.



The Bluff Federal prospect will test a
four-way dip structural closure just a few miles away from the Spirit of America US34 #2-29 well (SOA #2) and more than 2000’
shallower in depth. The excellent reservoir properties and oil shows seen in the SOA #2 well has allowed us to high-grade the Bluff
Federal prospect.



We would also like to test the American
Eagle US21 prospect. This prospect is an amplitude anomaly associated with the excellent reservoir quality rock observed in the
SOA #2 well.



North Stockyard Oilfield, Williams County,
North Dakota

Mississippian Bakken Formation, Williston
Basin

Bakken & Three Forks infill wells

Samson ~60% Working Interest

We and the Operator group have negotiated
an acreage swap for the Middle Bakken/First Bench of the Three Forks (MB/TF), whereby we will acquire these parties’ undeveloped
acres in the Northern Tier and will divest undeveloped acres in the Southern Tier. Following the swap, we will own 64% and 57%,
respectively, in the two overlapping 1,280 acre spacing units located in the Northern Tier. We will be the Operator for the entire
Northern Tier. Our net production from current producing wells is not affected.



The formal agreement documenting the swap
has been completed between us and the Operator. We are waiting on the remaining working interest owners to complete the paper-work
in order to finalize the agreement. We have identified 14 infill development wells that can be drilled between the existing Bakken
wells and in the Three Forks Formation with 160 acre spacing. The North Dakota Industrial Commission has approved the spacing order
for these wells and the first four drilling permits have been received.



An initial 8 infill development wells are
planned to be drilled from two pads utilizing the skiddable platform available on Frontier Rig 24. The development wells are designed
as 6,300 foot horizontals in either the Middle Bakken or the First Bench of the Three Forks. The wells will be “batched”
drilled, which is expected to result in considerable cost savings. However our ability to complete this development plan is contingent
on the completion of a planned debt financing or another capital raising program.



Developed Properties: Production
Activities



North Stockyard Oilfield, Williams
County, North Dakota

Mississippian Bakken Formation, Williston
Basin

Samson various Working Interests



We have seven producing wells in the North
Stockyard Field. These wells are located in Williams County, North Dakota, in Township 154N Range 99W.



The Harstad #1-15H well (34.5% working
interest) was down for 6 days during the quarter due to weather/storm related issues and as a result averaged 34.1 BOPD for the
quarter from the Mississippian Bluell Formation. The well has cumulative gross production of 102 MSTB and 82 MMscf.



The Leonard #1-23H well (10% working interest,
37.5% after non-consent penalty) was down for 12 days during the quarter for a workover. The well averaged 40.7 BOPD and 51.6 Mscf/D
during the quarter. To date, the Leonard #1-23H well has produced approximately 102 MSTB and 105 MMscf.



The Gene #1-22H well (30.6% working interest)
was down for approximately 38 days during the quarter for a workover. The well produced at an average daily rate of 56 BOPD and
40 Mscf/D during the quarter. The cumulative production to date is approximately 134 MSTB and 147 MMscf.



The Gary #1-24H (37% working interest)
well was down for 3 days during the quarter due to an electrical failure. The well averaged 96 BOPD and 178 Mscf/D during the quarter.
The cumulative production to date is approximately 136 MSTB and 226 MMscf.



The Rodney #1-14H (27% working interest)
was down for one day during the quarter. The well produced at an average daily rate of 84 BOPD and 171 Mscf/D during the quarter.
The cumulative production to date is approximately 102 MSTB and 145 MMscf.



15







The Earl #1-13H (32% working interest)
well was down for 19 days during the quarter due to surface equipment failure and as a result produced at an average daily rate
of 166 BOPD and 293 Mscf/D. Cumulative production to date is approximately 161 MSTB and 230 MMscf.



The Everett #1-15H (26% working interest)
well was the sixth Bakken well drilled in the North Stockyard Oilfield. The Everett well produced at an average daily rate of 133
BOPD and 217 Mscf/D during the quarter. Cumulative production to date is approximately 76 MSTB and 109 MMscf.



Sabretooth Gas Field, Brazoria County
Texas

Oligocene Vicksburg Formation, Gulf
Coast Basin

Samson 9.375% Working Interest

Production for the Davis Bintliff #1 well
was increased on October 3rd due to a strengthening of the gas price. The average rate increased to 3.9 MMscf/D and 41 BOPD for
the quarter. Cumulative production to date is approximately 5.3 Bscf and 62 MSTB.



Abercrombie 1-10H well, Richland County,
Montana

Mississippian Bakken Formation,
Williston Basin

Samson 2.82% working interest

The Abercrombie #1-10H well has produced
a cumulative 29,000 barrels of oil while producing at an average rate of approximately 92 BOPD and 300 Mscf/D during the quarter.



Riva Ridge 6-7-33-56H well, Sheridan
County, Montana

Mississippian Bakken Formation,
Williston Basin

Samson 0.76% working interest

The Riva Ridge 6-7-33-56H (SSN 0.76% W.I.)
is producing at an average rate of approximately 61 BOPD and 42 Mscf/D during the quarter.



The Riva Ridge II (SSN 0.76% W.I.) has
been drilled and is currently being completed in the Three Forks Formation.



Looking Ahead



We plan to focus on two main objectives
in the coming 12 months:



| | · | The continued appraisal and development, likely through a farmout of our Hawk Springs and Roosevelt projects, including multiple conventional targets in the Permian and Pennsylvanian formations on our acreage in Goshen County, Wyoming and Roosevelt County, Montana respectively.
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | The continued development of our North Stockyard project in Williams County, North Dakota.
| | - | ------------------------------------------------------------------------------------------



Our ability to meet these objectives will
be materially affected by our ability to raise additional capital to fund the planned development programs.



Results of Operations



In the quarter ended December 31, 2012,
we reported a net gain of $0.04 million after an income tax benefit of $1.4 million.



For the six months ended December 31, 2012
we reported a net loss of ($0.89) million after an income tax benefit of $2.0 million, which can be attributed to lease operating
expenses, depletion and depreciation and other costs exceeding our revenue.



Operating data

The following table sets forth selected
operating data for the three months ended:



|                                                 |  | Three months ended |       
|------------------------------------------------ |  | ------------------ | ------
|                                                 |  | 31-Dec-12          |       
|Production Volume                                |  |                    |       
|Oil (Bbls)                                       |  |                    | 17,744
|Natural gas (Mcf)                                |  |                    | 51,587
|BOE                                              |  |                    | 26,342
|                                                 |  |                    |       
|Oil Price per Bbl Produced (in dollars):         |  |                    |       
|Realized price                                   |  | $                  | 82.13 
|                                                 |  |                    |       
|Natural Gas Price per Mcf Produced (in dollars): |  |                    |       
|Realized price                                   |  | $                  | 4.24  
|                                                 |  |                    |       
|Expense per BOE (in dollars):                    |  |                    |       
|Lease operating expenses                         |  | $                  | 32.10 
|Production and property taxes                    |  | $                  | 7.44  
|Depletion, depreciation and amortization         |  | $                  | 18.02 
|General and administrative expense               |  | $                  | 50.73 



16









The following table sets forth selected operating data for the
six months ended:



|                                                 |  | 31-Dec-12 |        |  | 31-Dec-11 |  
|------------------------------------------------ |  | --------- | ------ |  | --------- | -
|Production Volume                                |  |           |        |  |           |  
|Oil (Bbls)                                       |  |           | 36,626 |  |           |  
|Natural gas (Mcf)                                |  |           | 92,678 |  |           |  
|BOE                                              |  |           | 52,072 |  |           |  
|                                                 |  |           |        |  |           |  
|Oil Price per Bbl Produced (in dollars):         |  |           |        |  |           |  
|Realized price                                   |  | $         | 79.28  |  |           | $
|                                                 |  |           |        |  |           |  
|Natural Gas Price per Mcf Produced (in dollars): |  |           |        |  |           |  
|Realized price                                   |  | $         | 3.94   |  |           | $
|                                                 |  |           |        |  |           |  
|Expense per BOE (in dollars):                    |  |           |        |  |           |  
|Lease operating expenses                         |  | $         | 28.87  |  |           | $
|Production and property taxes                    |  | $         | 6.73   |  |           | $
|Depletion, depreciation and amortization         |  | $         | 20.01  |  |           | $
|General and administrative expense               |  | $         | 54.14  |  |           | $



The following table sets forth results
of operations for the following periods:



|                                          |  | Three months ended |            |   |           |   |            |                     |  |   |           |  
|----------------------------------------- |  | ------------------ | ---------- | - | --------- | - | ---------- | ------------------- |  | - | --------- | -
|                                          |  | 31-Dec-12          |            |   | 31-Dec-11 |   |            | 2Q12 to 2Q11 change |  |   | 30-Sep-12 |  
|Oil sales                                 |  | $                  | 1,457,238  |   |           | $ | 1,666,006  |                     |  | $ | (208,768  | )
|Gas sales                                 |  |                    | 218,885    |   |           |   | 263,087    |                     |  |   | (44,202   | )
|Other liquids                             |  |                    | -          |   |           |   | 2,255      |                     |  |   | (2,255    | )
|Interest income                           |  |                    | 55,139     |   |           |   | 85,431     |                     |  |   | (30,292   | )
|Other                                     |  |                    | 111,469    |   |           |   | 1,979      |                     |  |   | 109,490   |  
|                                          |  |                    |            |   |           |   |            |                     |  |   | -         |  
|Lease operating expense                   |  |                    | (1,041,761 | ) |           |   | (455,495   | )                   |  |   | (586,266  | )
|Depletion, depreciation and amortization  |  |                    | (498,851   | ) |           |   | (619,713   | )                   |  |   | 120,862   |  
|Exploration and evaluation expenditure    |  |                    | (39,006    | ) |           |   | (4,619,278 | )                   |  |   | 4,580,272 |  
|Accretion of asset retirement obligations |  |                    | (13,675    | ) |           |   | (5,559     | )                   |  |   | (8,116    | )
|General and administrative                |  |                    | (1,336,332 | ) |           |   | (2,076,296 | )                   |  |   | 739,964   |  
|Income tax (provision)/ benefit           |  |                    | 1,366,938  |   |           |   | 693,385    |                     |  |   | 673,553   |  
|Net (loss)                                |  | $                  | 280,044    |   |           | $ | (5,064,198 | )                   |  | $ | 5,344,242 |  



The following table sets forth results
of operations for the following periods:



17







|                                          |  | Six months ended |            |   |           |  
|----------------------------------------- |  | ---------------- | ---------- | - | --------- | -
|                                          |  | 31-Dec-12        |            |   | 31-Dec-11 |  
|Oil sales                                 |  | $                | 2,903,775  |   |           | $
|Gas sales                                 |  |                  | 364,907    |   |           |  
|Other liquids                             |  |                  | 4,199      |   |           |  
|Interest income                           |  |                  | 126,779    |   |           |  
|Other                                     |  |                  | 111,481    |   |           |  
|                                          |  |                  |            |   |           |  
|Lease operating expense                   |  |                  | (1,853,750 | ) |           |  
|Depletion, depreciation and amortization  |  |                  | (1,089,618 | ) |           |  
|Exploration and evaluation expenditure    |  |                  | (400,950   | ) |           |  
|Accretion of asset retirement obligations |  |                  | (27,109    | ) |           |  
|General and administrative                |  |                  | (2,819,114 | ) |           |  
|Income tax (provision)/ benefit           |  |                  | 2,035,936  |   |           |  
|Net income (loss)                         |  | $                | (643,464   | ) |           | $



Three Months Comparison of Quarter Ended
September 30, 2012 to Quarter Ended September 30, 2012 and six months comparison of the period ended December 31, 2012 to the period
ended December 31, 2011.



Oil and gas revenues



Oil revenues decreased slightly from $1.66
million for the three months ended December 31, 2011 to $1.46 million for the three months ended December 31, 2012 as a result
of a decrease in our oil production, coupled with a decrease in the realized price.  Oil production decreased slightly
from 18,580 barrels for the quarter ended December 31, 2011 to 17,744 barrels for the quarter ended December 31, 2012.  Our
realized oil price decreased from $89.66 for the quarter ended December 31, 2011 to $82.13 for the quarter ended December 31, 2012.



Oil revenues also decreased from $3.84
million for the six months ended December 31, 2011 to $2.90 million for the six months ended December 31, 2012 as a result of a
decrease in our oil production, coupled with a decrease in the realized price.  Oil production decreased from 43,516
barrels for the six months ended December 31, 2011 to 36,626 barrels for the six months ended December 31, 2012.  Our
realized oil price decreased from $88.30 for the six months ended December 31, 2011 to $79.28 for the six months ended December
31, 2012.



Gas revenues also decreased slightly from
$0.26 million for the quarter ended December 2011 to $0.22 million for the quarter ended December 31, 2012 due a combination of
a decrease in production volume and realized gas price. Production decreased by 12%, while the realized gas price decreased from
$4.49 for the quarter ended December 31, 2011 to $4.25 for the quarter ended December 31, 2012.



Gas revenues also decreased from $0.57
million for the six months ended December 2011 to $0.36 million for the six months ended December 31, 2012 due a combination of
a decrease in production volume and realized gas price. Production decreased by 21%, while the realized gas price decreased from
$4.87 for the six months ended December 31, 2011 to $3.94 for the six months ended December 31, 2012.



Exploration expense



Exploration expenditure decreased significantly
from $4.6 million for the quarter ended December 31, 2011 to $0.04 million for the quarter ended December 31, 2012 primarily as
a result of writing off $4.5 million in expenditure related to the drilling of the Spirit of America I well during the quarter
ended December 31, 2011. This well experienced numerous mechanical and operational difficulties and ultimately failed to reach
its target.



Exploration expenditure decreased significantly
from $4.7 million for the six months ended December 31, 2011 to $0.4 million for the six months ended December 31, 2012 primarily
as a result of writing off $4.5 million in expenditure related to the drilling of the Spirit of America I well during the six months
ended December 31, 2011. This well experienced numerous mechanical and operational difficulties and ultimately failed to reach
its target. During the six months ended December 31, 2012 the exploration expenditure relates to expenses incurred on our Australia
II and Gretel II leases as well as other general exploration expenditure.



We currently have approximately $7.2 million
capitalized in exploration expense on the balance sheet in relation to the Spirit of America II well. While this well is still
being completed, depending on the outcome of it, it is possible that we will need to recognize impairment expense in relation to
this expenditure. The magnitude of impairment expense, if any, is not yet known and will depend on the results after the completion
of the well.



18







Lease operating expense



Lease operating expenses increased from
$0.46 million for the quarter ended December 31, 2011 to $1.04 million for the quarter ended December 31, 2012. This is largely
due to increased lease operating expense in our North Stockyard field as a result of the high salt water content as well as lease
operating costs being incurred in the Roosevelt Field in relation to our Australia II and Gretel II wells. The Gretel II well in
particular produces a significant amount of water which, the disposal of which leads to increased lease operating costs.



Lease operating expenses increased from
$1.08 million for the six months ended December 31, 2011 to $1.85 million for the six months ended December 31, 2012. This is largely
due to increased lease operating expense in our North Stockyard field as a result of the high salt water content as well as lease
operating costs being incurred in the Roosevelt Field in relation to our Australia II and Gretel II wells. The Gretel II well in
particular produces a significant amount of water which, the disposal of which leads to increased lease operating costs.



Depletion, depreciation and amortization
expense



Depletion, depreciation and amortization
expense decreased from $0.62 million for the quarter ended December 30, 2011 to $0.5 million for the quarter ended December 31,
2012. This decrease is due to a decrease in production. Depreciation, depletion and amortization expense per BOE decreased from
$21.22 for the quarter ended December 31, 2011 compared to $18.02 for the quarter ended December 31, 2012.



Depletion, depreciation and amortization
expense decreased from $1.35 million for the six months ended December 31, 2011 to $1.09 million for the six months ended December
31, 2012. This decrease is due to a decrease in production. Depreciation, depletion and amortization expense per BOE remained consistent
at $20.89 for the six months ended December 31, 2011 compared to $20.01 for the six months ended December 31, 2012.



Impairment expense



Impairment expense increased from $nil
for the quarter and six months ended December 30, 2011 to $0.24 million for the same periods ended December 31, 2012. The majority
of impairment recognised is in relation to two wells drilled in our Roosevelt prospect – the Abercrombie and Riva Ridge.
Our working interest in these two wells is minor. We have received production from these wells, however based on our most recent
reserve report it would appear these wells will not recover their costs and have been written down to their discounted cash flow
value.



General and administrative expense



General and administrative expense decreased
from $2.08 million for the quarter ended December 31, 2011 to $1.34 million for the quarter ended December 31, 2012.  Included
within general and administrative expense is $0.68 million of employee benefits (including share based payments) for the current
quarter compared with $1.25 million for the prior quarter. This decrease is due to lower share based payments expense and lower
employee bonus accruals.  Other general and administrative costs including but not limited to legal fees, audit fees,
investor relations and travel have also decreased slightly from $0.82 million for the quarter ended December 31, 2011 to $0.66
million for the quarter ended December 31, 2012. This is due to continued efforts to reduce administration expenditure where possible.



General and administrative expense decreased
from $3.96 million for the six months ended December 31, 2011 to $2.82 million for the six months ended December 31, 2012.  Included
within general and administrative expense is $1.37 million of employee benefits (including share based payments) for the current
period compared with $2.39 million for the prior quarter. This decrease is due to lower share based payments expense and lower
employee bonus accruals.  Other general and administrative costs including but not limited to legal fees, audit fees,
investor relations and travel have also decreased slightly from $1.57 million for the six months ended December 31, 2011 to $1.45
million for the six months ended December 31, 2012. This is due to continued efforts to reduce administration expenditure where
possible.



Income tax (expense)/benefit - outstanding



Income tax benefit increased from a benefit
of $0.7 million for the quarter ended December 30, 2011 to a benefit of $1.37 million for quarter ended December 31, 2012.  The
tax benefit recognized in the current year is a result of a portion of this year’s operating losses being carried back to
the income tax expense recognized in the year ended June 30, 2011.



Income tax benefit increased from a benefit
of $0.88 million for the six months ended December 30, 2011 to a benefit of $2.04 million for six months ended December 31, 2012.  The
tax benefit recognized in the current year is a result of a portion of this year’s operating losses being carried back to
the income tax expense recognized in the year ended June 30, 2011.



Subsequent to December 31, 2012 but prior
to the filing of this report, we received an income tax refund of $5.6 million in relation to this benefit and the benefit recognised
for the year ended June 30, 2012.



19







Cash Flows



The table below shows cash flows for the
three month period ended:



|                                                |  | Six months ended |            
|----------------------------------------------- |  | ---------------- | -----------
|                                                |  | 31-Dec-12        |            
|Cash provided by/(used in) operating activities |  | $                | (838,888   
|Cash (used in)/provided by investing activities |  |                  | (11,522,296
|Cash provided by/(used in) financing activities |  |                  | 3,132,420  



Cash provided by operations decreased from
an inflow of $0.52 million for the six months ended December 31, 2011 to cash outflow ($0.84) million for the six months ended
December 31, 2012. Receipts from customers decreased from $4.5 million for the six months ended December 31, 2011 to $3.5 million
for the six months ended December 31, 2012 as result of a decrease in production.



Cash used in investing activities decreased
from cash outflow of $16.5 million for the six months ended December 31, 2011 to a cash outflow of $11.5 million for the six months
ended December 31, 2012. The cash outflow for the six months ended December 31, 2012 relates to drilling activities for our Spirit
of America II well in our Hawk Springs project, land and seismic acquisition costs for our South Prairie project in North Dakota
and other exploration activities. The cash outflow for the period ended December 31, 2011 relates to drilling and exploration activities
conducted in our Hawk Springs and Roosevelt projects.



Cash provided by financing activities increased
from a cash inflow of $0.3 million for the six months ended December 31, 2011 to cash inflow of $3.1 million for the six months
ended December 31, 2012. Cash inflow for both of the six month periods is a result of the exercise of options during the respective
period. The remaining unexercised 1.5 cent options as of December 31, 2012 have expired . All other options outstanding as at December
31, 2012 are currently out of the money.



Liquidity, Capital Resources and Capital
Expenditures



Our primary use of capital has been acquiring,
developing and exploring oil and natural gas properties and we anticipate this will be our primary use of capital during the fiscal
year ending June 30, 2013 as well. In connection with these activities, in April of 2012, we contracted for the use of Frontier
Rig 24, a newly manufactured and highly sophisticated drilling rig, for an 18 month period at a cost of $14.2 million. The lease
for this rig began on January 21, 2013, when we began incurring rental charges of $26,000 per day. Our plan for this new rig is
to deploy it for our North Stockyard Field development plan, discussed above. While we have completed the acreage swap for the
program and have four drilling permits, we have not yet raised the new debt or equity capital needed to cover the drilling costs.
Until we raise the funds needed to commence the drilling program, the $26,000 per day rental charges for the Frontier Rig 24 will
be a substantial burden on our cash flow and liquidity. We recently negotiated a $5 million cap on cancellation charges for this
lease but, if we are unsuccessful in raising new capital for the North Stockyard development program in the near future, we may
be required to cancel the lease of Frontier Rig 24 and incur the $5 million cancellation fee. This fee, which would be in addition
to and not offset by the $26,000 per diem charges incurred before cancellation, would have a material adverse impact on our liquidity
and capital resources. In addition to the impact of the cancellation fee, a failure to obtain financing for the North Stockyard
Field development could also have an adverse impact on our future cash flows and liquidity, as the anticipated cash flow from its
development would be delayed.



Our current budget for exploration, exploitation
and development capital expenditures in fiscal year ending June 30, 2013 is $22 million, of which we incurred approximately $12 million
during the first six months of the fiscal year. The remaining $10 million in planned capital expenditures, most of which depends
upon obtaining additional financing relates to:

| | · | The completion of a salt water disposal well in our North Stockyard
project as well as at least three of the eight planned development wells in this project and
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------

| | · | the initial well in our South Prairie
Project in North Dakota.
| | - | --------------------------------------------------------------



We expect to fund our fiscal year 2013
capital expenditures with cash on hand and cash flow from operations, and through a debt financing or another capital raising program.
In addition, there is a possibility that we will pursue one or more significant acquisitions that require equity or debt financing.
However, there is no guarantee that we will be able to fund all of the planned expenditure from our existing working capital or
be able to raise adequate funds through the equity or debt markets.



Subsequent to December 31, 2012 but prior
to the filing of this report, we received $5.6 million from the Internal Revenue Service as a refund on taxes previously paid.
These funds will contribute to our upcoming expenditures.



Uncertainties relating to our capital resources
and requirements include the effects of results from our exploration and drilling program and changes in oil and natural gas prices,
either of which could lead us to accelerate or decelerate exploration and drilling activities. The aggregate levels of capital
expenditures for fiscal year ending June 30, 2013, and the allocation of those expenditures, are dependent on a variety of factors,
including the availability of capital resources to fund the expenditures and changes in our business assessments as to where our
capital can be most profitably employed. Accordingly, the actual levels of capital expenditures and the allocation of those expenditures
may vary materially from our estimates.



We are continually monitoring the capital
resources available to us to meet our future financial obligations, planned capital expenditure activities and liquidity.  Our
future success in growing our proved reserves and production will be highly dependent on capital resources available to us and
our success in finding or acquiring such additional productive reserves.



20







Currently our two main sources of liquidity
are cash on hand, which was $9.75 million at December 31, 2012, and cash flow from operations. We also continue to explore various
methods of obtaining equity capital or debt financing. During the past two fiscal years, our two main sources of liquidity were
(i) approximately $73.2 million cash received from the sale of 24,166 acres in Goshen County, Wyoming to Chesapeake Energy Corporation
and (ii) $6.3 million received from the sale of our interests in the Jonah and Lookout Wash fields. Both sales occurred during
the fiscal year ended June 30, 2011. During the recent years prior to the fiscal year ended June 30, 2011, our primary sources
of liquidity were (i) equity sales and (ii) a loan facility with Macquarie Bank Limited, which we repaid in full on May 30, 2011.



Our cash on hand position has decreased
from the same period in the previous year largely due to exploration expenditures which have not produced meaningful cash flow
to date from production results. In particular, both of the two Roosevelt project wells drilled in the fiscal year ended June 30,
2012 have so far failed to deliver positive results and one well in the Hawk Springs project well was also drilled unsuccessfully.
If future drilling success rates or production are less than anticipated, the value of our position in affected areas will decline,
our results of operations, financial condition and liquidity will be adversely impacted and we could incur material write-downs
of unevaluated properties. See the risk factors in our Annual Report on Form 10-K for the fiscal year ended June 30, 2012 including
“Drilling results in emerging plays, such as our Hawk Springs and Roosevelt Projects, are subject to heightened risks.”
and “Inadequate liquidity could materially and adversely affect our business operations.” See also Part II, Item 1A
of this report below.



During the six months ended December 31,
2012, 214,004,644 1.5 Australian cent (A$0.015) warrants were exercised for net proceeds of $3.3 million to us. The warrants exercised
were originally issued in a public rights offering conducted in October 2009. All unexercised options from that offering expired
on December 31, 2012.



Item 3.   Quantitative and Qualitative Disclosures
About Market Risk.



There were no material changes to the disclosure
made in our Annual Report on Form 10-K for the year ended June 30, 2012 regarding this matter.



Item 4.    Controls and Procedures.



As of December 31, 2012, we have carried
out an evaluation under the supervision of, and with the participation of, our management, including our Chief Executive Officer
and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant
to Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).



Our Chief Executive Officer and Chief Financial
Officer have concluded that, as of December 31, 2012, our disclosure controls and procedures were effective to ensure that the
information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in SEC rules and forms, and that information required to be disclosed
by us in such reports is accumulated and communicated to our management, including our principal executive officer and principal
financial officer, as appropriate, to allow timely decisions regarding required disclosure.



There were no changes in our internal control
over financial reporting that occurred during the six months ended December 30, 2012 that have materially affected, or are reasonably
likely to materially affect, our internal control over financial reporting. We may make changes in our internal control procedures
from time to time in the future.



Part II — Other Information



Item 1.    Legal Proceedings.



None.



In the ordinary course of our business
we are named from time to time as a defendant in various legal proceedings.  We maintain liability insurance and believe
that our coverage is reasonable in view of the legal risks to which our business ordinarily is subject.



Item 1A.   Risk Factors.



In addition to the other information set
forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors discussed in Part I, Item 1A. “Risk
Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2012.  The risks disclosed in our
Annual Report on Form 10-K could materially affect our business, financial condition or future results.  The risks described
in our Annual Report on Form 10-K are not the only risks facing us.  Additional risks and uncertainties not currently
known to us or that we currently deem to be immaterial may also materially adversely affect our business, financial condition or
operating results in the future. Among those risks are those described in the following new Risk Factor:



21







Estimates as to the need to make
contractual commitments to obtain necessary equipment may not be accurate.



Because we are required to obtain drilling
rigs and other equipment necessary to conduct our exploration and development programs from third parties, and the quality of such
rigs and equipment is important to the success of those drilling programs, we may elect to make long term contractual commitments
to ensure the availability of such equipment. We are required to estimate the future need for, availability of, and reasonable
pricing for, such rigs and equipment based on anticipated demand, which in turn depends on future oil and gas prices, the success
of other companies’ drilling efforts and other economic factors. If our estimates are not accurate, rigs or other equipment
may not be available at the times and places required to commence our drilling programs, or we may commit to the use of rigs or
equipment that we cannot fully utilize. Unavailable rigs and equipment could delay scheduled drilling programs and adversely affect
results of operations, while unused rigs and equipment could impair cash flow and diminish capital resources. In particular,
we recently contracted for the use of a newly manufactured drilling rig for 18 months at a cost of $26,000 per day but we cannot
use that rig until we obtain new capital to finance the North Stockyard Field drilling program for which the rig was contracted.
There is no assurance that we will be able to obtain the financing needed to commence the planned drilling program in a timely
manner and thereby avoid paying a $5 million cancellation fee for this drilling rig. Correspondingly, there is no assurance that
we will be able to obtain high quality drilling rigs and equipment in the future when we need them if we fail to make long term
commitments for such rigs and equipment in advance.



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



Not applicable.



Item 3.    Defaults Upon Senior Securities.



Not applicable.



Item 4.    Removed and Reserved.



Not applicable.



22







Item 5.    Other Information.



Not applicable.



Item 6.    Exhibits.



|Exhibit No. |  | Title of Exhibit                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|----------- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|31.1*       |  | Rule 13a-14(a)/15d-14(a) Certification of the Principal Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|31.2*       |  | Rule 13a-14(a)/15d-14(a) Certification of the Principal Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|32.1*       |  | Certifications of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C., 1350, as adopted, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|            |  |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|101**       |  | The following financial information from Samson Oil & Gas Limited’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2012 is formatted in XBRL (eXtensible Business Reporting Language): (i)  Consolidated Balance Sheets at December 31, 2012, (ii)  Consolidated Statements of Operations for the three months ended December 31, 2012 and December 31, 2011 and for the six months ended December 31, 2012 and December 31 2011 (iii)  Consolidated Statement of Changes in Stockholders’ Equity at December 31, 2012 (iv)  Consolidated Statements of Cash Flows for the six months ended December 31, 2012 and December 31, 2011, and (v) the Notes to Consolidated Financial Statements.  The information in Exhibit 101 is “furnished” and not “filed,” as provided in Rule 402 of Regulation S-T.



*Filed herewith

** Furnished herewith



23







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.



|                          | SAMSON OIL & GAS LIMITED
|------------------------- | ------------------------
|                          |                         
|Date:   February 11, 2013 | By:                     
|                          |                         
|                          |                         
|                          |                         
|Date:  February 11, 2013  | By:                     
|                          |                         
|                          |                         



24