================================================================================


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549


                                   FORM 10-QSB


[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
     ACT  OF  1934

     For  the  quarterly  period  ended  SEPTEMBER  30,  2005

[ ]  TRANSITION REPORT PURSUANT TO 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
     1934

     For the transition period from ________ to ________


                      Commission file number:     000-51488


                         PETROSEARCH ENERGY CORPORATION
        (Exact name of small business issuer as specified in its charter)


            NEVADA                                         20-2033200
(State or other jurisdiction of                (IRS Employer Identification No.)
incorporation or organization)


                           675 BERING DRIVE, SUITE 200
                                HOUSTON, TX 77057
                     (Address of principal executive offices)

                                 (713) 961-9337
                           (Issuer's telephone number)



State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date:  27,997,761 SHARES OF $0.001 PAR VALUE
COMMON  STOCK  OUTSTANDING  AS  OF  NOVEMBER  1,  2005.


Transitional Small Business Disclosure Format (check one): Yes  [ ]   NO  [X]


================================================================================


<PAGE>
<TABLE>
<CAPTION>
                         PETROSEARCH ENERGY CORPORATION

                                   FORM 10-QSB
                    FOR THE QUARTER ENDED SEPTEMBER 30, 2005

                                      INDEX




PART I - FINANCIAL INFORMATION
<S>         <C>
  ITEM 1.   FINANCIAL STATEMENTS
  ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
  ITEM 3.   CONTROLS AND PROCEDURES


PART II-- OTHER INFORMATION

  ITEM 1.   LEGAL PROCEEDINGS
  ITEM 2.   UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
  ITEM 3.   DEFAULTS UPON SENIOR SECURITIES
  ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  ITEM 5.   OTHER INFORMATION
  ITEM 6.   EXHIBITS



SIGNATURES
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                                       PART I - FINANCIAL INFORMATION
                                       ------------------------------

ITEM  1.     FINANCIAL  STATEMENTS
                                    CONSOLIDATED CONDENSED BALANCE SHEET
                                  SEPTEMBER 30, 2005 AND DECEMBER 31, 2004


                                                                              SEPTEMBER 30    DECEMBER 31,
                                                                                  2005            2004
    ASSETS                                                                    (UNAUDITED)        (NOTE)
    ------                                                                   --------------  --------------
<S>                                                                          <C>             <C>
Current assets:
  Cash                                                                       $   7,506,595   $   1,100,568
  Accounts receivable:
    Joint owners-billed                                                          1,372,947         935,622
    Joint owners-unbilled                                                           30,126         624,541
    Oil and gas production sales                                                    81,926         264,623
  Prepaid expenses and other current assets                                        501,689         389,048
                                                                             --------------  --------------

      Total current assets                                                       9,493,283       3,314,402
                                                                             --------------  --------------

Property and equipment:
  Oil and gas properties, full cost method of accounting:
    Proved                                                                       7,368,272       5,490,447
    Unproved, not subject to amortization                                        3,043,317       3,548,812
  Other property and equipment                                                     142,072          69,136
                                                                             --------------  --------------

    Total                                                                       10,553,661       9,108,395

  Less accumulated depreciation, depletion and amortization                     (1,864,833)     (2,164,936)
                                                                             --------------  --------------

Total property and equipment, net                                                8,688,828       6,943,459

Prepaid oil and gas costs                                                          400,054          82,280
Other assets                                                                        68,750          65,901
                                                                             --------------  --------------

      Total assets                                                           $  18,650,915   $  10,406,042
                                                                             ==============  ==============

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

Current liabilities:
  Current portion of long term debt                                          $     587,500   $   2,890,000
  Accounts payable                                                                 785,281         847,332
  Accrued liabilities                                                              116,052       1,338,641
                                                                             --------------  --------------

    Total current liabilities                                                    1,488,833       5,075,973
                                                                             --------------  --------------

Long-term debt, net of current portion                                           2,849,078               -
Deferred rent                                                                       17,017               -
                                                                             --------------  --------------

Total liabilities                                                                4,354,928       5,075,973
                                                                             --------------  --------------

Stockholders' equity:
  Preferred stock, par value $1.00 per share, 20,000,000 shares authorized:
    Series A 8% convertible preferred stock, 1,000,000 shares
      authorized; 483,416 shares issued and outstanding at September
      30, 2005 and December 31, 2004                                               483,416         483,416
    Series B convertible preferred stock, 100,000 shares auth-
      orized; 43,000 shares issued and outstanding at
      September 30, 2005 and December 31, 2004                                      43,000          43,000
  Common stock, par value $0.001 per share, 100,000,000 shares
      authorized; 27,997,761 and 18,792,120 shares issued and
      outstanding at September 30, 2005 and December 31, 2004,
      respectively                                                                  27,997          18,792
  Additional paid-in capital                                                    17,545,328       6,884,784
  Deferred compensation                                                            (18,750)              -
  Accumulated deficit                                                           (3,785,004)     (2,099,923)
                                                                             --------------  --------------

      Total stockholders' equity                                                14,295,987       5,330,069
                                                                             --------------  --------------

        Total liabilities and stockholders' equity                           $  18,650,915   $  10,406,042
                                                                             ==============  ==============
<FN>
Note:  The  balance  sheet  at  December 31, 2004 has been derived from the audited financial statements at
that  date,  but  does  not  include  all  of  the information and footnotes required by generally accepted
accounting  principles  for  complete  financial  statements.

              See accompanying notes to unaudited consolidated condensed financial statements.
</TABLE>


                                      F-1
<PAGE>
<TABLE>
<CAPTION>
                            PETROSEARCH ENERGY CORPORATION
               UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004


                                      THREE MONTHS ENDED         NINE MONTHS ENDED
                                         SEPTEMBER 30,             SEPTEMBER 30,
                                   ------------------------  -------------------------
                                      2005         2004          2005         2004
                                   -----------  -----------  ------------  -----------
<S>                                <C>          <C>          <C>           <C>
Oil and gas production revenues    $  240,005   $  684,969   $ 1,617,520   $4,048,880
                                   -----------  -----------  ------------  -----------


Operating costs and expenses:

  Lease operating and production
    taxes                             140,030      215,258       467,091      633,030

  Depreciation, depletion and
    amortization                       54,738      504,280       540,684      993,032

  General and administrative          784,005      673,866     2,159,950    2,393,260
                                   -----------  -----------  ------------  -----------

    Total costs and expenses          978,773    1,393,404     3,167,725    4,019,322
                                   -----------  -----------  ------------  -----------

Operating income (loss)              (738,768)    (708,435)   (1,550,205)      29,558
                                   -----------  -----------  ------------  -----------


Other income (expense):
  Interest income                      18,995        2,099        19,410        5,914
  Interest expense                    (42,333)      (8,250)     (154,286)     (24,063)
                                   -----------  -----------  ------------  -----------

    Total other income (expense)      (23,338)      (6,151)     (134,876)     (18,149)
                                   -----------  -----------  ------------  -----------

      Net income (loss)            $ (762,106)  $ (714,586)  $(1,685,081)  $   11,409
                                   ===========  ===========  ============  ===========

Basic net income (loss)
per share                          $    (0.03)  $    (0.04)  $     (0.07)  $     0.00
                                   ===========  ===========  ============  ===========

Fully diluted net income
  (loss)per share                  $    (0.03)  $    (0.04)  $     (0.07)  $     0.00
                                   ===========  ===========  ============  ===========
<FN>
    See accompanying notes to unaudited consolidated condensed financial statements.
</TABLE>


                                      F-2
<PAGE>
<TABLE>
<CAPTION>
                                                  PETROSEARCH ENERGY CORPORATION
                                UNAUDITED CONSOLIDATED CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY
                                           FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005


                                                                                                                         TOTAL
                                         SERIES A           SERIES B       ADDITIONAL                                    STOCK-
                    COMMON STOCK     PREFERRED STOCK    PREFERRED STOCK     PAID-IN       DEFERRED      ACCUMULATED      HOLDERS
                  SHARES    AMOUNT   SHARES    AMOUNT   SHARES   AMOUNT     CAPITAL      COMPENSATION     DEFICIT        EQUITY
                ----------  -------  -------  --------  -------  -------  ------------  --------------  ------------  ------------
<S>             <C>         <C>      <C>      <C>       <C>      <C>      <C>           <C>             <C>           <C>
Balance at
  December 31,
  2004          18,792,120  $18,792  483,416  $483,416   43,000  $43,000  $ 6,884,784   $           -   $(2,099,923)  $ 5,330,069

Common stock
  issued for
  Cash           9,174,873    9,174        -         -        -        -   10,600,545               -             -    10,609,719

Compensation
  awarded to
  Board of          30,768       31        -         -        -        -       59,969         (75,000)            -       (15,000)
  directors

Amortization
  of deferred
  Compensation           -        -        -         -        -        -            -          56,250             -        56,250

Issuance of
  Warrants               -        -        -         -        -        -       88,422               -             -        88,422
  with debt

Cancellation             -        -        -         -        -        -      (88,392)              -             -       (88,392)
  of warrants

Net loss                 -        -        -         -        -        -            -               -    (1,685,081)   (1,685,081)
                ----------  -------  -------  --------  -------  -------  ------------  --------------  ------------  ------------

Balance at
  September
  30, 2005      27,997,761  $27,997  483,416  $483,416   43,000  $43,000  $17,545,328   $     (18,750)  $(3,785,004)  $14,295,987
                ==========  =======  =======  ========  =======  =======  ============  ==============  ============  ============
<FN>
                         See accompanying notes to unaudited consolidated condensed financial statements.
</TABLE>


                                      F-3
<PAGE>
<TABLE>
<CAPTION>
                             PETROSEARCH ENERGY CORPORATION
                UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                  FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004


                                                               SEPTEMBER     SEPTEMBER
                                                                30, 2005      30, 2004
                                                              ------------  ------------
<S>                                                           <C>           <C>
Cash flows from operating activities:
  Net income (loss)                                           $(1,685,081)  $    11,409
  Adjustments to reconcile net income (loss) to net cash
    used in operating activities:
    Amortization of debt issuance costs                            28,719             -
    Amortization of deferred compensation                          11,250             -
    Depletion, depreciation and amortization expense              540,684       993,032
    Reduction of subscription receivable in lieu of
      compensation                                                      -        45,000
    Common stock and warrants issued for services                  45,000       360,359
    Changes in operating assets and liabilities:
      Accounts receivable                                         339,787    (2,125,546)
      Related party receivable                                          -       (14,486)
      Prepaid expenses and other assets                          (142,992)     (828,866)
      Accounts payable and accrued liabilities                 (1,361,071)    1,275,060
                                                              ------------  ------------
      Net cash used in operating activities                    (2,223,704)     (284,038)
                                                              ------------  ------------

Cash flows from investing activities:
  Capital expenditures, including purchases and development
    of properties                                              (4,362,659)   (3,095,748)
  Purchase of prepaid credits for oil and gas properties         (324,331)     (491,814)
  Proceeds from sale of overriding royalty interest                     -       100,000
  Proceeds from sale of oil and gas property                    2,072,002             -
                                                              ------------  ------------

      Net cash used in investing activities                    (2,614,988)   (3,487,562)
                                                              ------------  ------------

Cash flows from financing activities:
  Proceeds from the sale of common stock                       10,609,719       861,551
  Proceeds from common stock commitments                                -        22,867
  Proceeds from note payable                                    3,950,000             -
  Repayment of note payable                                    (3,315,000)            -
  Proceeds from collection of stock subscription receivable             -     1,231,250
                                                              ------------  ------------

      Net cash provided by financing activities                11,244,719     2,115,668
                                                              ------------  ------------

Net increase(decrease) in cash and cash equivalents             6,406,027    (1,655,932)
Cash and cash equivalents at beginning of period                1,100,568     1,860,464
                                                              ------------  ------------

Cash and cash equivalents at end of period                    $ 7,506,595   $   204,532
                                                              ============  ============

Supplemental disclosures of cash flow information:
  Interest paid                                               $   150,754   $     8,250
                                                              ============  ============

  Income taxes paid                                           $         -   $         -
                                                              ============  ============
<FN>
    See accompanying notes to unaudited consolidated condensed financial statements.
</TABLE>


                                      F-4
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
         NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


1.   INTERIM  FINANCIAL  STATEMENTS
     ------------------------------

     The  accompanying unaudited interim financial statements have been prepared
     without  audit pursuant to the rules and regulations of the U.S. Securities
     and  Exchange  Commission.  Certain  information  and  footnote disclosures
     normally  included  in  financial  statements  prepared  in accordance with
     accounting  principles  generally  accepted in the United States of America
     have  been  condensed  or  omitted, pursuant to such rules and regulations.
     These  unaudited consolidated condensed financial statements should be read
     in  conjunction  with the audited financial statements and notes thereto of
     Petrosearch  Energy Corporation (the "Company") for the year ended December
     31,  2004.  In  the  opinion  of management, all adjustments (consisting of
     normal  recurring adjustments) considered necessary for a fair presentation
     of financial position, results of operations and cash flows for the interim
     periods  presented  have  been  included. Operating results for the interim
     periods  are not necessarily indicative of the results that may be expected
     for  the  respective  full  year.


2.   INCOME  TAXES
     -------------

     The Company uses the liability method in accounting for income taxes. Under
     this  method,  deferred  tax assets and liabilities are determined based on
     differences  between financial reporting and income tax carrying amounts of
     assets  and  liabilities  and  are measured using the enacted tax rates and
     laws that will be in effect when the differences are expected to reverse. A
     valuation allowance, if necessary, is provided against deferred tax assets,
     based  upon  management's  assessment  as  to  their  realization.

     The  difference  between  the  34%  federal  statutory  income tax rate and
     amounts shown in the accompanying interim financial statements is primarily
     attributable  to  the utilization of net operating loss carryforwards and a
     valuation  allowance  recorded  against  net  deferred  tax  assets.


3.   PURCHASE OF INTEREST IN OIL AND GAS PROPERTIES
     ----------------------------------------------

     Effective  September  28,  2005,  the  Company  purchased  a 21.25% working
     interest in the Gruman #18-1 Well and Gruman Leases for $637,500 increasing
     the  Company's  working  interest  in  the  properties to 85%. The purchase
     provides  additional  PV-10  value  of approximately $3,500,000 (based upon
     independent  engineering  report as of July 1, 2005), made up of additional
     proved  developed  reserves of 33,517 barrels of oil and 13,108 MCF of gas,
     and  additional  proved  undeveloped  reserves of 56,238 barrels of oil and
     12,654  MCF  of  gas. The purchase price represents $6.67 per barrel of oil
     equivalent  of  the  proved  reserves  purchased.


4.   SALE  OF  OIL  AND  GAS  PROPERTIES
     -----------------------------------

     Effective  July  1,  2005,  the  Company's  wholly  owned  subsidiary,  TK
     Petrosearch,  L.L.C.,  sold  its interest in the Blue Ridge Salt Dome Field
     for  $2,072,002  to  the individual who has managed the TK PetroSearch, LLC
     subsidiary.  The  assets sold account for $1,370,110 of the Company's PV-10
     of  proved  reserves  as  of December 31, 2004, or approximately 10% of the
     Company's total PV-10 value. The property had an estimated remaining 68,700
     barrels of proved oil reserves at the time of the sale. The transaction has
     been  reflected  in the accompanying financial statements as a reduction of
     capitalized  oil  and  gas  properties as required by accounting principles
     generally  accepted  in  the  United  States  of  America.  The  following
     represents  the  unaudited proforma effect on the consolidated statement of
     operations  for  the  nine  months  ended  September  30,  2005  as  if the
     transaction  occurred  on  January  1, 2005. The sale represents $30.16 per
     barrel  of  oil  of  the  proved  reserves  sold.


                                      F-5
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED



4.   SALE  OF  OIL  AND  GAS  PROPERTIES,  CONTINUED
     -----------------------------------------------

<TABLE>
<CAPTION>
                                                       PROFORMA       PROFORMA
                                       AS REPORTED    ADJUSTMENTS   (UNAUDITED)
                                      -------------  -------------  ------------
<S>                                   <C>            <C>            <C>
     Oil and gas production revenues  $  1,617,520   $   (552,998)  $ 1,064,522
     Cost and expenses                  (3,167,725)       344,317    (2,823,408)
                                      -------------  -------------  ------------

     Operating loss                     (1,550,205)      (208,681)   (1,758,886)

     Other expense                        (134,876)             -      (134,876)
                                      -------------  -------------  ------------

       Net loss                       $ (1,685,081)  $   (208,681)  $(1,893,762)
                                      =============  =============  ============

     Basic and diluted net
     loss per common share            $      (0.07)  $      (0.01)  $     (0.08)
                                      =============  =============  ============
</TABLE>

5.   AMENDED  AND  RESTATED  REVOLVING  CREDIT  AGREEMENT
     ----------------------------------------------------

     On  September  29,  2005,  the Company entered into an amended and restated
     revolving  credit  agreement  to  borrow  up to $10,000,000 over a two-year
     period  to  October  1,  2007,  from  a  private,  non-public  entity.  The
     outstanding  loan  balance  under  the  original revolving credit agreement
     dated October 1, 2004, of $825,000 and accrued interest through the date of
     the  amended agreement, are deemed to be principal and interest outstanding
     under  the amended and restated revolving credit agreement. Proceeds of the
     credit  line  are  to  be  used  to  finance  activity related to eight new
     prospects  including  costs  associated  with  acquisitions  of oil and gas
     leases,  oil  and  gas  drilling,  reworking,  production,  transportation,
     marketing  and plugging activities under the leases, and all lender charges
     and  fees.  Advances  under  the  amended  and  restated  revolving  credit
     agreement  bear  interest  at  a rate of the Wall Street Journal Prime Rate
     plus  three  percent  (3%)  per  year.  Each advance of principal under the
     amended  facility is treated as a separate loan and is repayable in six (6)
     interest only installments followed by up to twenty four (24) principal and
     interest  installments based upon a 30-month amortization. The Company will
     be  assessed  a  one quarter of one percent (.25%) standby fee on available
     undrawn  principal  each  quarter. The note matures on April 1, 2008. As of
     September  30,  2005,  the  balance  outstanding  under  the line of credit
     agreement  was  $3,525,000,  $587,500  of  which  is due in the next twelve
     months.


                                      F-6
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED


5.   AMENDED  AND  RESTATED  REVOLVING  CREDIT  AGREEMENT,  CONTINUED
     ----------------------------------------------------------------

     The  loan  is  collateralized by a first lien on the particular oil and gas
     leases  acquired  with  the  funds,  but  the Company is entitled to obtain
     partial  releases  if  the ratio of proved developed and proved undeveloped
     reserves  underlying  the collateral base meets certain criteria. According
     to the terms of the agreement, the unused available funds under the line of
     credit  will  only be available for draw by the Company if at all times the
     Company's  proved  developed  reserves  equal or exceed twenty-five percent
     (25%)  of  the  outstanding  principal  and interest indebtedness under the
     agreement  and  if  the principal balance of the note outstanding after the
     requested  draw  is less than the sum of 1) the actual costs of the oil and
     gas  lease  purchased and or funded, and 2) the sum of 75% of the Company's
     proved  developed  reserves  and  50%  of  the Company's proved undeveloped
     reserves  from  all  sources  pledged  as  collateral.

     Because  the  lender obtains its funds from the private capital markets and
     or  individuals  who  desire  to participate in the lenders investment bank
     activities,  the lender does not have a guaranteed source of money in which
     to  fund this transaction with the Company. As a result, the lender has not
     guaranteed that all proposed funding under this agreement will be available
     if  and  when  the  Company  elects  to  make  draw  requests.

     As  consideration  for entering into the agreement, the lender will receive
     an  overriding  royalty  in  each  oil and gas lease acquired with facility
     funds  equal  to  2%  of the Company's acquired net revenue interest in the
     lease.  The  overriding  royalty interests are earned when the lender funds
     have  been  utilized  by the Company for direct and or indirect acquisition
     expenses  or  drilling  expenses.  In addition, the lender received 100,000
     warrants  to  purchase  common stock of the Company at an exercise price of
     $2.00  per  share  and  an  expiration  date  of  November  1,  2007.

     Under  the  terms  of  the credit facility, we are required to offer to the
     lender  the  opportunity  to participate in up to 100%, but in no case less
     than 33.3% of any transaction that will be financed with full recourse debt
     financing.  The  percentage offered to the lender is at the sole discretion
     of  the  Company.

     The  Company  allocates  the  proceeds  received  from debt with detachable
     warrants  using  the  relative fair value of the individual elements at the
     time  of  issuance. The amount allocated to the warrants as a debt discount
     was  calculated  at $88,422 and will be recognized as interest expense over
     the  period  until the notes mature. In the event the debt is settled prior
     to the maturity date, an expense will be recognized based on the difference
     between  the  carrying  amount  and  the  amount  of  the  payment.

6.   STOCK  WARRANTS
     ---------------

     The  Company  periodically  issues  incentive  stock  warrants to officers,
     executives,  directors,  consultants  and  advisory  committee  members  to
     provide  additional  incentives  to  promote  the  success of the Company's
     business  and  to enhance the ability to attract and retain the services of
     qualified  persons. The issuance of such warrants are approved by the Board
     of  Directors. The exercise price of a warrant granted is determined by the
     fair  market  value  of  the  stock  on  the  date  of  grant.

     The  Company  has elected to follow Accounting Principles Board Opinion No.
     25,  "Accounting  for  Stock  Issued  to  Employees"  (APB  25) and related
     Interpretations  in  accounting for its employee stock options and warrants
     because, as discussed below, the alternative fair value accounting provided
     for   under   FASB   Statement   No.   123,   "Accounting  for  Stock-Based
     Compensation",  requires  use  of  option  valuation  models  that were not
     developed  for use in valuing employee stock options or warrants. Under APB
     25,  if  the  exercise  price  of  the  Company's employee stock options is
     greater  than  or  equal to the market price of the underlying stock on the
     date  of  grant,  no  compensation  expense  is  recognized.


                                      F-7
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED


6.   STOCK  WARRANTS,  CONTINUED
     ---------------------------

     A  debt discount of $88,422 was recorded in the balance sheet in September,
     2005,  related  to  issuance of detachable warrants with debt. Compensation
     expense  of $-0- and $279,879 related to warrants was recognized during the
     nine  month  periods  ended  September  30,  2005  and  2004, respectively.
     Compensation expense of $-0- and $56,879 related to warrants was recognized
     during  the  three  month  periods  ended  September  30,  2005  and  2004.

     Proforma  information  regarding  net  income  and  earnings  per  share is
     required  by  Statement  123  and  148,  and  has been determined as if the
     Company  had accounted for its employee stock warrants under the fair value
     method  of  these  Statements.  For warrants granted during the nine months
     ended  September  30,  2005  and  2004, the fair value of such warrants was
     estimated  at  the date of grant using a Black-Scholes option-pricing model
     with  the  following  assumptions:


<TABLE>
<CAPTION>
                                      SEPTEMBER    SEPTEMBER
                                      30, 2005      30, 2004
                                    -------------  ----------
<S>                                 <C>            <C>
     Dividend yield                        - 0 -       - 0 -

     Expected volatility                     180%       135 %

     Risk free interest             2.25% - 2.50%       2.25%

     Expected lives                  2 - 4 years     3 years
</TABLE>

     The  Black-Scholes  option  valuation  model  was  developed  for  use  in
     estimating  fair  value  of traded options or warrants that have no vesting
     restrictions  and  are  fully  transferable.  In addition, option valuation
     models  require  the  input  of highly subjective assumptions including the
     expected  stock  price  volatility.  Because  the  Company's employee stock
     warrants  have characteristics significantly different from those of traded
     options,  and  because  changes  in  the  subjective  input assumptions can
     materially  affect  the  fair  value estimate, in management's opinion, the
     existing models do not necessarily provide a reliable single measure of the
     fair  value  of  its  employee  stock  warrants.

     For  purposes  of  proforma  disclosures,  the  estimated fair value of the
     warrants is included in expense over the vesting period or expected life of
     the  warrant.


                                      F-8
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED


6.   STOCK  WARRANTS,  CONTINUED
     ---------------------------


<TABLE>
<CAPTION>
                                    THREE MONTHS ENDED          NINE MONTHS ENDED
                                       SEPTEMBER 30,              SEPTEMBER 30,

                                    2005          2004          2005          2004
                                 -----------  ------------  ------------  ------------
<S>                              <C>          <C>           <C>           <C>
     Net income (loss), as
     reported                     ($762,106)  $  (714,586)  $(1,685,081)  $    11,409

     Plus stock-based
     compensation included in             -        56,879             -       279,879
     net income, as reported

     Less stock-based
     compensation calculated in     (25,160)     (806,935)     (855,335)   (4,180,493)
     accordance with SFAS 123    -----------  ------------  ------------  ------------


     Proforma net loss           $ (787,266)  $(1,464,642)  $(2,540,416)  $(3,889,205)
                                 ===========  ============  ============  ============

     Basic and fully diluted
     net income (loss) per       $    (0.03)  $     (0.04)  $     (0.07)  $      0.00
     common share, as reported   ===========  ============  ============  ============


     Basic and fully diluted
     proforma net loss per       $    (0.03)  $     (0.08)  $     (0.10)  $     (0.22)
     common share                ===========  ============  ============  ============

</TABLE>

A summary of the Company's warrant activity and related information for the nine
months  ended  September  30,  2005  follows:

<TABLE>
<CAPTION>
                                                         WEIGHTED
                               NUMBER OF                  AVERAGE
                             SHARES UNDER    EXERCISE    EXERCISE
                                WARRANT        PRICE       PRICE
                             -------------  -----------  ---------
<S>                          <C>            <C>          <C>
     Balance outstanding at
       December 31, 2004        7,333,892   $0.98-$9.75  $    3.77

       Issued                   1,260,000   $1.95-$2.00  $    1.95
       Cancelled                 (153,847)  $      0.98  $    0.98
                             -------------

     Balance outstanding at
       September 30, 2005       8,440,045   $0.98-$9.75  $    3.58
                             =============
</TABLE>


                                      F-9
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED


6.   STOCK  WARRANTS,  CONTINUED
     ---------------------------

     All  outstanding  stock  warrants  are  exercisable  at September 30, 2005,
     except  for  warrants  to purchase 307,500 shares of common stock that were
     issued  to  employees in May 2005 which do not vest until December 2005 and
     1,818,869 warrants with an exercise price of $1.95 which become exercisable
     in  November 2005. A summary of outstanding stock warrants at September 30,
     2005  follows:

<TABLE>
<CAPTION>
      NUMBER OF                     REMAINING                   WEIGHTED
     COMMON STOCK  EXPIRATION       CONTRACTED    EXERCISE       AVERAGE
     EQUIVALENTS   DATE            LIFE (YEARS)    PRICE     EXERCISE PRICE
     ------------  --------------  ------------  ----------  --------------
<S>                <C>             <C>           <C>         <C>
        1,415,485  September 2006          0.92  $0.98-1.63  $         1.27
        1,076,923  November 2006           1.17  $     9.75  $         9.75
          211,538  February 2007           1.42  $     9.75  $         9.75
           30,769  March 2007              1.50  $     9.75  $         9.75
          300,000  April 2007              1.59  $     9.75  $         9.75
          161,538  May 2007                1.67  $6.50-9.75  $         7.28
           76,923  July 2007               1.75  $5.20-6.50  $         6.24
          269,131  September 2007          1.92  $4.88-5.20  $         5.14
          100,000  November 2007           2.17  $     2.00  $         2.00
          150,000  March 2008              2.50  $     1.95  $         1.95
           20,000  August 2008             2.87  $     1.95  $         1.95
        4,627,738  November 2008           3.17  $     1.95  $         1.95
</TABLE>


7.   RELATED  PARTY  TRANSACTIONS
     ----------------------------

     During  the  nine  months  ended  September 30, 2005, a vendor owned by the
     spouse  of  a  director  of the Company provided drilling services totaling
     $316,755.  The  balance owed to this vendor was $-0- at September 30, 2005.
     The director's spouse is also a 15 - 30% working interest owner in the Fort
     Bend  County  Prospect  (Blue  Ridge)  which  we  recently  sold.  Accounts
     receivable  from  the spouse for joint interest billings was $194,502 as of
     September  30,  2005.

8.   NON-CASH  INVESTING  AND  FINANCING  ACTIVITIES
     -----------------------------------------------

     During  the  nine  months  ended  September  30, 2005 and 2004, the Company
     engaged  in  non-cash  financing  and  investing  activities  as  follows:

<TABLE>
<CAPTION>
                                                        2005      2004
                                                       -------  --------
<S>                                                    <C>      <C>
     Transfer of vehicle for reduction of liability    $15,346  $      -
                                                       =======  ========

     Reduction of prepaid services for development
       of oil and gas properties                       $ 6,557  $328,513
                                                       =======  ========

     Increase in accounts payable for property costs   $93,794  $723,445
                                                       =======  ========

     Transfer of overriding royalty interest for debt
     Issuance costs                                    $89,609  $      -
                                                       =======  ========

     Issuance of warrants with debt financing          $88,422  $      -
                                                       =======  ========

     Cancellation of warrants for reduction of note
     Receivable                                        $88,392  $      -
                                                       =======  ========

     Issuance of common stock for deferred
     board compensation                                $15,000  $      -
                                                       =======  ========
</TABLE>


                                      F-10
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED


9.   EARNINGS  PER  SHARE
     --------------------

     The  Company  has  adopted  SFAS No. 128, which provides for calculation of
     "Basic" and "Diluted" earnings per share. Basic earnings per share includes
     no  dilution  and  is  computed  by dividing net income available to common
     shareholders  by  the  weighted  average  common shares outstanding for the
     period.  Diluted  earnings  per  share  reflect  the  potential dilution of
     securities  that  could share in the earnings of an entity similar to fully
     diluted  earnings  per  share.

     Following  is  a  reconciliation  of the numerators and denominators of the
     basic  and  diluted  EPS  computations  for the three and nine months ended
     September  30,  2005  and  2004:

<TABLE>
<CAPTION>
                                          THREE MONTHS ENDED           NINE MONTHS ENDED
                                              SEPTEMBER 30,              SEPTEMBER 30,
                                      --------------------------  --------------------------
                                          2005          2004          2005          2004
                                      ------------  ------------  ------------  ------------
<S>                                   <C>           <C>           <C>           <C>
     Basic EPS:
     Net income (loss)                $  (762,106)  $  (714,586)  $(1,685,081)  $    11,409
       Less:  Preferred stock
         Dividends                         (9,668)      (20,750)      (29,005)      (62,250)
                                      ------------  ------------  ------------  ------------

     Net loss available to common
       stockholders(numerator)        $  (771,774)  $  (735,336)  $(1,714,086)  $   (50,841)
                                      ============  ============  ============  ============

     Weighted average shares of
       common stock (denominator)      27,967,327    17,715,926    24,364,002    17,487,303
                                      ============  ============  ============  ============

     Basic net income (loss)
       per share                      $     (0.03)  $     (0.04)  $     (0.07)  $     (0.00)
                                      ============  ============  ============  ============


     Diluted EPS:
       Income available to common
       stockholders                   $  (771,774)  $  (735,336)  $(1,714,086)  $   (50,841)
       Plus assumed conversions                 -             -             -        62,250
                                      ------------  ------------  ------------  ------------

     Net income (loss) used for
       diluted EPS (numerator)        $  (771,774)  $  (735,336)  $(1,714,086)  $    11,409
                                      ============  ============  ============  ============

     Weighted average shares of
       common stock                    27,967,327    17,715,926    24,364,902    17,487,303
     Plus effect of dilutive
       securities:
       Warrants                                 -             -             -     1,093,269
       Convertible preferred stock              -             -             -       212,368
                                      ------------  ------------  ------------  ------------

     Weighted average shares used
       for diluted EPS (denominator)   27,967,327    17,715,926    24,364,902    18,792,940
                                      ============  ============  ============  ============

     Diluted net income
     (loss) per share                 $     (0.03)  $     (0.04)  $     (0.07)  $      0.00
                                      ============  ============  ============  ============
</TABLE>


                                      F-11
<PAGE>
                         PETROSEARCH ENERGY CORPORATION
    NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS, CONTINUED


9.   EARNINGS  PER  SHARE,  CONTINUED
     --------------------------------

     For  the  three  and nine month periods ended September 30, 2005, potential
     dilutive  securities  had  an anti-dilutive effect and were not included in
     the  calculation  of diluted net loss per common share. For the nine months
     ended  September  30, 2005, these securities included in-the-money warrants
     for  the  purchase of 868,376 common shares and preferred stock convertible
     into  94,218  common shares. For the three months ended September 30, 2005,
     these securities included in-the-money warrants for the purchase of 851,282
     common  shares  and  preferred stock convertible into 94,218 common shares.
     For  the  three  months ended September 30, 2004, these securities included
     warrants  for  the  purchase of 1,569,231 common shares and preferred stock
     convertible  into  157,301  common  shares.

10.  SUBSEQUENT  EVENT
     -----------------

     On  October  18,  2005, the Company entered into an agreement to purchase a
     100% working interest in 1780 acres of leases in the Quinduno Field located
     in Roberts County, Texas in the Anadarko Basin from Quinduno Energy, L.L.C.
     Closing  is  scheduled for November 15, 2005, pending completion of the due
     diligence  period.

     The  agreement provides for the payment of the purchase price of $2,000,000
     cash  and  3,000,000 shares of unregistered common shares of the Company to
     occur  in  three  phases  as the project progresses. Should the project not
     proceed  past  the  first  phase, Petrosearch's maximum obligation would be
     $750,000  in cash and 1,000,000 unregistered common shares plus the cost of
     capital  expenditures  for  the  first  phase  which  are  estimated  to be
     $2,900,000.  Upon completion of the entire project, the seller will back in
     for  a  10%  working interest after Petrosearch has been repaid all capital
     expenditure  costs  plus  $9.5  million.  Based  on  the  valuation  of the
     acquisition  of  $9.5 million, this purchase represents $3.37 per barrel of
     oil  equivalent  of  the  proved  reserves  purchased.


                                      F-12
<PAGE>
ITEM 2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATIONS

FORWARD  LOOKING  STATEMENTS

Statements contained herein and the information incorporated by reference herein
may  be  forward-looking  statements  within  the  meaning of Section 21E of the
Securities Exchange Act of 1934 (the "Exchange Act"). Forward-looking statements
can  be  identified  by  the use of forward-looking terminology such as, but not
limited  to,  "may,"  "will,"  "expect,"  "anticipate,"  "estimate," "would be,"
"believe,"  or  "continue"  or  the  negative  or other variations of comparable
terminology.  We  intend  such  forward-looking  statements to be covered by the
safe  harbor  provisions  applicable  to forward-looking statements contained in
Section 21E of the Exchange Act. Such statements (none of which is intended as a
guarantee  of  performance)  are  subject  to  certain  assumptions,  risks  and
uncertainties,  which  could  cause  our  actual future results, achievements or
transactions  to  differ  materially  from  those projected or anticipated. Such
risks  and  uncertainties  are  set  forth  herein.

Forward-looking  statements  include  statements  concerning  plans, objectives,
goals,  strategies, future events, or performance and underlying assumptions and
other  statements,  which  are  other than statements of historical facts. These
statements are subject to uncertainties and risks including, but not limited to,
product  and  service  demands  and  acceptance, changes in technology, economic
conditions, the impact of competition and pricing, and government regulation and
approvals.  Petrosearch  cautions  that  assumptions, expectations, projections,
intentions,  or  beliefs about future events may, and often do, vary from actual
results and the differences can be material. Some of the key factors which could
cause  actual  results to vary from those Petrosearch expects include changes in
natural  gas  and  oil  prices,  the  timing  of  planned  capital expenditures,
availability  of  acquisitions,  uncertainties in estimating proved reserves and
forecasting  production  results, operational factors affecting the commencement
or  maintenance  of  producing  wells,  the  condition  of  the  capital markets
generally,  as  well  as our ability to access them, and uncertainties regarding
environmental  regulations  or  litigation  and  other  legal  or  regulatory
developments  affecting  our  business.

Our  expectations,  beliefs  and projections are expressed in good faith and are
believed  to  have  a  reasonable  basis,  including  without  limitation,  our
examination  of  historical  operating trends, data contained in our records and
other  data  available  from  third parties. There can be no assurance, however,
that  our  expectations,  beliefs or projections will result, be achieved, or be
accomplished.  Readers  are  cautioned  not  to  place  undue  reliance on these
forward-looking  statements,  which  speak  only  as  of  the  date  hereof.  We
undertake  no  duty  to  update  these  forward-looking  statements.

OVERVIEW

We  were  founded  on  the  belief  that,  despite  the  steady  decline of U.S.
hydrocarbon  reserves  during  the  past  three  decades,  the consolidation and
restructuring  of  the upstream oil and gas industry, which includes exploration
and production, have left a significant number of valuable oil and gas prospects
available  for  acquisition  and  development  throughout  North  America.

In  order to identify and target such prospects for exploration and development,
we  continue  to  implement our business plan and business model, which includes
locating  and empowering independent oil and gas professionals and organizations
who  have  high  quality  projects  and  who  wish  to  remain  involved  in the
development  and exploitation of those projects, but lack the business resources
required  to do so. Our role is to supply the capital, along with the technical,
operational  and  administrative  support  and  management  oversight, needed to
develop  the  projects.

Management  believes we can provide shareholder value with the implementation of
our  business  plan  which  encompasses  high  quality financial and oil and gas
relationships,  agreements  for  the development of oil and gas projects, a vast
inventory  of  opportunities,  prudent  financings,  and  a  commitment  to  low
administrative  expenses.


                                        1
<PAGE>
LIQUIDITY  AND  CAPITAL  RESOURCES

Since  inception,  we  have  primarily financed our operating and investing cash
flow  needs  through  private offerings of equity securities, sales of crude oil
and  natural  gas,  and  the use of debt instruments such as corporate bonds and
revolving  credit  facilities.  The  proceeds  from, and the utilization of, all
these  methods have been and Management believes will continue to be, sufficient
to  keep the operations funded and the business plan moving forward.  We plan to
continue  to  utilize  these methods to access capital in order to implement our
business  plan,  which  we  believe  will be an effective vehicle to enlist more
independent  oil  and  gas professionals to participate with us and will attract
high  quality  projects.

PRIVATE  PLACEMENT

In  April  2005,  we  completed  sales  of  $12.6 million of our common stock in
private  offerings.  We  received  net  proceeds  of approximately $11.9 million
which  are  to be used for general corporate purposes, including the drilling of
projects in our prospect inventory.  These private placements contributed to our
cash  balance  in  excess  of  $7.5  million  as  of  September  30,  2005.

REVOLVING  CREDIT  AGREEMENT

On  September  29,  2005,  the  Company  entered  into  an  amended and restated
revolving credit agreement to borrow up to $10,000,000 over a two-year period to
October 1, 2007, from a private, non-public entity. The outstanding loan balance
under the original revolving credit agreement dated October 1, 2004, of $825,000
and accrued interest through the date of the amended agreement, are deemed to be
principal  and  interest  outstanding  under  the amended and restated revolving
credit  agreement.  Proceeds  of  the  credit  line  are  to  be used to finance
activity  related  to  eight  new  projects  including  costs  associated  with
acquisitions of oil and gas leases, oil and gas drilling, reworking, production,
transportation,  marketing  and  plugging  activities  under the leases, and all
lender  charges  and  fees.  Advances  under  the amended and restated revolving
credit  agreement  bear interest at a rate of the Wall Street Journal Prime Rate
plus  three  percent (3%) per year.  Each advance of principal under the amended
facility is treated as a separate loan and is repayable in six (6) interest only
installments  followed  by  up  to  twenty  four  (24)  principal  and  interest
installments  based upon a 30-month amortization. The Company will be assessed a
one  quarter  of  one  percent (.25%) standby fee on available undrawn principal
each  quarter.  The  note  matures  on  April  1,  2008.

The  loan is collateralized by a first lien on the particular oil and gas leases
acquired  with the funds, but the Company is entitled to obtain partial releases
if  the ratio of proved developed and proved undeveloped reserves underlying the
collateral base meets certain criteria. According to the terms of the agreement,
the  unused  available funds under the line of credit will only be available for
draw  by  the  Company  if  at all times the Company's proved developed reserves
equal  or  exceed  twenty-five  percent  (25%)  of the outstanding principal and
interest  indebtedness  under  the agreement and if the principal balance of the
note  outstanding after the requested draw is less than the sum of 1) the actual
costs of the oil and gas lease purchased and or funded, and 2) the sum of 75% of
the  Company's  proved  developed  reserves  and  50%  of  the  Company's proved
undeveloped  reserves  from  all  sources  pledged  as  collateral.

Under  the  terms of the credit facility, we are required to offer to the lender
the  opportunity to participate in up to 100%, but in no case less than 33.3% of
any  transaction  that  will be financed with full recourse debt financing.  The
percentage  offered  to  the  lender  is  at the sole discretion of the Company.

Because  the  lender  obtains  its funds from the private capital markets and or
individuals who desire to participate in the lenders investment bank activities,
the  lender  does  not  have  a guaranteed source of money in which to fund this
transaction  with  the Company.  As a result, the lender has not guaranteed that
all  proposed  funding  under  this  agreement will be available if and when the
Company  elects  to  make  draw requests.  As of September 30, 2005, the balance
outstanding under the line of credit agreement was $3,525,000, $587,500 of which
is  due  in  the  next  twelve  months.


                                        2
<PAGE>
SALE  OF  PROPERTY

In  June  2005  we entered into an option agreement to sell all of the assets of
our  TK  Petrosearch  subsidiary  for  a  cash  purchase  price of approximately
$2,140,000.  The  option  agreement  was  exercised  on  August 3, 2005 with the
effective  date of the transfer being July 1, 2005.  The assets sold account for
$1,370,110  of  our  PV-10  proved  reserves  as  of  December  31,  2004,  or
approximately  10% of our total proved reserve value. The sale represents $30.16
per  barrel  of  oil  of  the  proved  reserves  sold.

PROJECT  FINANCING  AND  RIGHT  OF  FIRST  REFUSAL

In addition to our sources of corporate financing, we have utilized capital from
an  institutional  partner,  Rock Energy Partners, L.P., on a project-by-project
basis.  In  April  2004,  we  entered  into  an  agreement with Rock, as further
amended  in  May 2004, whereby Rock has the right of first refusal to fund up to
100% of our drilling obligations.   The terms of the agreement with Rock provide
that we will receive a reversionary interest from 50% to 12.5% which may vary by
prospect,  after  payout  to Rock.  At present, Rock's capital investment in our
projects  totals  approximately  $12,900,000.   Management  continues to present
projects  to  Rock  as they become available.  Rock has agreed to participate in
three  of the Company's projects already committed, started or completed by Rock
under this agreement include exploratory wells in Jefferson County, Mississippi;
Colorado  County,  Texas;  and  Sheridan  County,  Montana.

OTHER  FINANCING  OPPORTUNITIES

We  are  currently  in  discussions  with  several investment groups which could
result  in  additional  sources  of  capital  in  the  future.

DRILLING  PARTNERSHIPS

We  continue  to  strive to develop relationships with institutional or high net
worth  individuals  to participate in our prospects which we believe will reduce
our  capital risk and increase the diversity of the projects in which we use our
own  capital.  We  intend  to establish these drilling partnership relationships
with  terms  that  are  standard  in  the  oil  and  gas  industry.

CURRENT  PROJECTS  AND  CAPITAL  REQUIREMENTS

PROJECTS  ASSOCIATED  WITH  REVISED  CREDIT  AGREEMENT

STARK  COUNTY, NORTH DAKOTA - Our Gruman 18-1 well is completed in the Lodgepole
formation  and  currently  produces  oil  at  a rate of approximately 100 boepd.
Mechanical  problems  with the high rate pump in the well are depressing monthly
average  volumes  to  an  average  rate  of  approximately 35 boepd.  Subject to
obtaining  the  required  regulatory  approvals  we  plan  to drill a 9,900 foot
injection  well  into  the base of the productive reef during the 4th Quarter of
2005  or  1st Quarter of 2006 for the purpose of re-pressuring the reservoir and
increasing the production rate from the well.  Upon the drilling of a successful
injection  well  the proved undeveloped reserves would be reclassified to proved
developed  reserves.

In  September  2005,  we  exercised  our preferential right to purchase a 21.25%
working  interest  in  the Gruman 18-1 well from a non-operating interest owner,
increasing our working interest to 85%.  This increased our net revenue interest
in  the  well  from  46.8%  to  63.8%.

TENSAS  PARISH,  LOUISIANA  -  This  is  a multiple oil development project (4-5
wells)  on  approximately  2,000  acres  of  leasehold.  The project is an updip
development of the Lower Tuscaloosa Massive Sand in the Rodney Island Field. The
initial  well  is  a step-out location updip of 25 wells that have recovered 5.4
MMbo  and  6.5  Bcf  from  the  target  location, one of the main oil productive
formations  in  the area.  The field was prematurely abandoned in 1995 before it
had reached the economic limit as a result of the redirection of the Mississippi
River  which  covered  the  surface  locations  of the wells. Because the target
bottom  hole  location  (approximately  9,500  feet vertical depth) is under the
river, the initial well was directionally drilled at a fifty-degree angle from a
surface location 5,500 feet to the southeast of the target bottom hole location.
The  required  total  drilled  footage  was  approximately  11,700  feet. We are
currently  finishing the completion of the initial well.  The Company owns a 25%
working  interest  before payout and 18.75% after payout in the first well.  The
Company  owns a 18.75% working interest in all subsequent wells before and after
payout.


                                        3
<PAGE>
Our internal engineering and geological study of the Massive sand in the project
indicates  that  the  initial  well  has  targeted  recoverable  reserves  of
approximately  350,000  barrels  of oil and 2 million cubic feet of natural gas.
We  estimate  that  an  additional  3-4  developmental  wells  will  be  drilled
representing  targeted recoverable reserves for all wells of 1.4 million barrels
of  oil  and  800  million  cubic  feet  of  natural  gas  from  the  field.

COLORADO  COUNTY,  TEXAS  -  Tait  Projects  - This natural gas prospect has the
potential  of  up to 5 locations on 1,250 net acres. The primary targets are two
zones in the Upper Wilcox, one at 9,900 feet and one at 10,200 feet. Petrosearch
has  a  10%  working  interest  in  this  project.

BURLESON  COUNTY,  TEXAS  -  This  is  a  multi-well  natural gas project in the
Giddings  Austin  Chalk Field that includes a mix of 15 development and step-out
locations.  The  project  is  currently  leasing  acreage and will lease up to a
maximum  of  about  10,000  acres.  The  locations  are  proposed  dual  lateral
horizontal  wells  with  target  zones  in  the  Austin Chalk and the Georgetown
formations  at  a vertical depth of about 10,000 feet and a total measured depth
of  about  13,000  feet.  Petrosearch  will  have up to a 37.5% working interest
depending  upon  its  leasehold  contribution  to  the  project.

CENTRAL  MISSISSIPPI  -  We  have  identified  three Tuscaloosa prospects in the
Mississippi  Inland  Salt  Basin.  Prospect  #1 is a channel sand at 6,250 feet.
Seismic  data indicates a closure of approximately 400 acres with a potential of
five  locations.  Tuscaloosa Prospect #2 is a rollover anticline in a downthrown
fault  block  at  6,550 feet.  Seismic data indicates a closure of approximately
150  acres with a potential of two locations. Prospect #3 is a faulted anticline
in  an  upthrown fault block at 6,750 feet.  Seismic data indicates a closure of
approximately  550  acres  with  a  potential of six locations. Leases are being
acquired  and  seismic  data on the prospects is being reprocessed. We currently
own  100%  of  the  three  prospects and plan to spud the first well in December
2005.

The  Capital  requirement  for  the  projects associated with the revised credit
agreement (described above) is $17.4 million, of which approximately $11 million
will  be  spent  in  2005-2006.

OTHER  OPERATIONS/PROSPECTS

ROBERTS  COUNTY,  TEXAS  -  We  have  entered into an agreement to purchase 100%
working  interest  in  1780  acres  of  leases in the Quinduno Field, located in
Roberts  County,  Texas  in  the  Anadarko  Basin.  The  Ryder Scott Company has
estimated  the  property's  proved  reserves  to  be 2.59 million barrels of oil
(MMbo)  and 1.4 billion cubic feet (Bcf) of natural gas.  In accordance with SEC
guidelines,  using  flat prices as of September 30, 2005 of $66.23 per barrel of
oil  and $14.32 per Mcf of gas (after adjustment), estimated Future Net Revenues
(FNR)  after capital expenditures for development from proved reserves is $101.7
million and the FNR discounted at 10% or present value (PV-10) is $45.5 million.
These  proved  reserves  will  be  extracted  using  conventional  waterflood
technology.  We  intend  to  initiate  the  waterflood project within the next 6
months.  Total  development  capital  requirements  for  the  entire project are
estimated  to  be  $17.5  million.

We continue to strive to develop and evaluate new prospects. Currently we are in
various stages of negotiation for several significant projects/prospects.

RESULTS  OF  OPERATIONS

The  following discussion and analysis of our financial condition and results of
operations  should  be  read  in  conjunction  with the financial statements and
accompanying  notes  and  the other financial information appearing elsewhere in
this  filing.

The  factors  that  most significantly affect our results of operations are: (i)
the  sale  prices  of  crude  oil and natural gas; (ii) the amount of production
sales; and (iii) the amount of lease operating expenses. Sales of production and
level  of  borrowings  are  significantly impacted by our ability to maintain or
increase  production  and  reserves from existing oil and gas properties through
exploration  and  development  activities.


                                        4
<PAGE>
FOR  THE  NINE MONTHS ENDED SEPTEMBER 30, 2005 COMPARED TO THE NINE MONTHS ENDED
SEPTEMBER  30,  2004

REVENUES

Consolidated oil and gas production revenues for the nine months ended September
30,  2005  were $1,617,520 versus $4,048,880 for the nine months ended September
30, 2004.  The decrease was primarily due to significantly lower production from
our  North  Dakota  well  and the sale of our interests in the Blue Ridge Field.
Beginning in April 2004, our North Dakota Lodgepole reef well started to decline
due  to  pressure  depletion,  and  production  continued  to  decline  from
approximately  16,000  barrels of oil net to our share per month in March, 2004,
to less than 2,000 barrels of oil net to our share per month in September, 2005.
However,  we  plan  to  drill  a  9,900 foot injection well into the base of the
productive  reef  during the fourth quarter of 2005 or first quarter of 2006 for
the  purpose of re-pressuring the reservoir and increasing the production of the
well.

The  decrease  in revenue is also attributed to the sale of our Blue Ridge Field
property  in  Fort  Bend  County,  Texas effective July 1, 2005 which previously
accounted  for  an  average  of  1,845  barrels  of oil per month of production.

Our  revenue  will  principally be dependent upon the success of the acquisition
and  development  of  future  quality  prospects as well as the market price for
crude  oil  and  natural  gas.

We  have not previously utilized any hedging instruments and have no plans to do
so  in  the  foreseeable  future.

LEASE  OPERATING  AND  PRODUCTION  TAX  EXPENSE

Lease  operating  and production tax expense for the nine months ended September
30,  2005,  and  September  30,  2004, were $467,091 and $633,030, respectively.
These expenses relate to the costs that are incurred to operate and maintain our
wells  and  related  production equipment, including the costs applicable to the
operating  costs  of  support  equipment  and facilities.  The decrease in lease
operating  expense  and  production  taxes is due to the significant decrease in
revenues  from the nine months ended September 30, 2004 to the nine months ended
September  30,  2005.

DEPLETION,  DEPRECIATION  AND  AMORTIZATION

Costs  for  depletion,  depreciation and amortization for the nine month periods
ended  September  30,  2005, and September 30, 2004, were $540,684 and $993,032,
respectively.  This  decrease  can be attributed to lower production in the nine
month  period  ended  September  30, 2005 compared with the same period in 2004.
The decrease resulting from lower production was partially offset by the effects
of  the  unamortized  cost  basis in 2005 being higher than the unamortized cost
basis  in  2004.

GENERAL  AND  ADMINISTRATIVE  EXPENSES

General  and  administrative  expenses  for  the nine months ended September 30,
2005,  and  September 30, 2004, were $2,159,950 and $2,393,260 respectively. The
decrease  of  $233,310  was  due to several reasons: (a) in the first quarter of
2004  the  Company  was  a startup company in the early stages of implementing a
merger  which  caused  increases  in  legal  and  accounting  costs;  and  (b) a
difference  in  management philosophy in the first quarter of 2004 as opposed to
the management philosophy for the same period in 2005. In the first quarter 2004
the Company had just established significant production in North Dakota with the
belief  that  there  were many more of those discoveries and management felt the
need  to  increase  the  Company's resources to establish an infrastructure that
would  handle rapid growth. For the same period in 2005, management's philosophy
has  been  more  focused  on  reducing the company's capital risk, operating and
general  and  administrative  expenses.  Specific  areas  of  general  and
administrative expenses that have decreased from the nine months ended September
30,  2004  to the same period in 2005 are professional services, legal expenses,
accounting and travel.


                                        5
<PAGE>
NET  LOSS  FROM  OPERATIONS

We  generated  a net loss from operations of $1,550,205 or $(0.06) per share for
the  nine  months  ended  September  30,  2005,  compared  to  a net income from
operations  of  $29,558  or $0.00 per share, for the nine months ended September
30,  2004.  The  $1,579,763 variance is related mainly to the fact that revenues
decreased  a  total of $2,431,360 from the same period in 2004 to 2005. Although
total  costs and expenses decreased approximately $851,597 from 2004 to the same
period  in  2005, the loss of revenue was much more significant. The decrease in
revenue  was due primarily to the decrease in the production of our North Dakota
well (as discussed herein) due to pressure depletion.

FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 COMPARED TO THE THREE MONTHS ENDED
SEPTEMBER  30,  2004

REVENUES

Consolidated  oil and gas production revenue for the quarter ended September 30,
2005 was $240,005 versus $684,969 for the quarter ended September 30, 2004.  The
decrease  was  primarily  due  to  significantly lower production from our North
Dakota  well as a result of pressure depletion beginning in 2004 and the sale of
our  interests  in the Blue Ridge Field.  However, we plan to drill a 9,900 foot
injection well into the base of the productive reef during the fourth quarter of
2005 or first quarter of 2006 for the purpose of re-pressuring the reservoir and
increasing  the  production  of  the  well.

The  decrease  in  revenue  can also be attributed to the sale of our Blue Ridge
Field  property  in  Fort  Bend  County,  Texas  effective  July  1,  2005 which
previously  accounted  for  an  average  of  1,845  barrels  of oil per month of
production.

Our  revenue  will  principally be dependent upon the success of the acquisition
and  development  of  future  quality  prospects as well as the market price for
crude  oil  and  natural  gas.

We  have not previously utilized any hedging instruments and have no plans to do
so  in  the  foreseeable  future.

LEASE  OPERATING  AND  PRODUCTION  TAX  EXPENSE

Lease  operating and production tax expense for the quarters ended September 30,
2005  and  2004 were $140,030 and $215,258, respectively.  These expenses relate
to  the  costs  that  are incurred to operate and maintain our wells and related
production  equipment,  including the costs applicable to the operating costs of
support  equipment  and facilities.  The decrease in lease operating expense and
production  taxes  is due to the significant decrease in revenues from the three
months  ended  September  30, 2004 to the three months ended September 30, 2005.

DEPLETION,  DEPRECIATION  AND  AMORTIZATION

Costs  for  depletion,  depreciation  and  amortization  for  the quarters ended
September  30,  2005,  and  2004,  were  $54,738 and $504,280 respectively. This
decrease  can  be  attributed  to  lower production in the third quarter of 2005
compared  with the third quarter of 2004, partially offset by the effects of the
unamortized  cost  basis in 2005 being higher than the unamortized cost basis in
2004.

GENERAL  AND  ADMINISTRATIVE  EXPENSES

General  and  administrative expenses for the quarters ended September 30, 2005,
and  2004,  were  $784,005  and  $673,866,  respectively.  The  increase  can be
attributed  to  the  hiring  of several technical and financial employees during
2005.


                                        6
<PAGE>
NET  LOSS/INCOME  FROM  OPERATIONS

We  generated  a  net  operating  loss of $738,768 or $(0.03) per share, for the
quarter  ended September 30, 2005, compared to net operating loss of $708,435 or
$(0.04)  per  share,  for  the  quarter  ended  September 30, 2004.  The $30,333
variance  is  related  mainly  to  the  fact  that revenues decreased a total of
$444,964  from  the  same  period in 2004 to 2005, offset by a decrease in total
costs  and  expenses  of  $414,631  from  2004  to the same period in 2005.  The
decrease  in  revenue was due primarily to the decrease in the production of our
North  Dakota  well  (as  discussed  herein)  due  to  pressure  depletion.

OFF-BALANCE  SHEET  ARRANGEMENTS

We  had  no  off-balance  sheet  arrangements  during  the  fiscal quarter ended
September  30,  2005.

ITEM 3.       CONTROLS  AND  PROCEDURES

As  required  by  Rule  13a-15  under  the  Securities Exchange Act of 1934 (the
"Exchange Act"), we carried out an evaluation of the effectiveness of the design
and  operation  of  our  disclosure  controls and procedures as of September 30,
2005,  that  being the date of our most recently completed fiscal quarter.  This
evaluation  was  carried out under the supervision and with the participation of
our  Chief  Executive  Officer  and  Chief  Financial  Officer.  Based upon that
evaluation,  these  management executives concluded that our disclosure controls
and  procedures  are  effective  in  timely  alerting  management  to  material
information  relating to us required to be included in our periodic SEC filings.
There  have  been  no  significant  changes in our internal controls or in other
factors that could significantly affect internal controls subsequent to the date
we  carried  out  our  evaluation.

Disclosure  controls  and  procedures are controls and other procedures that are
designed  to  ensure that information required to be disclosed our reports filed
or  submitted  under  the  Exchange  Act  is recorded, processed, summarized and
reported,  within  the  time  periods  specified  in  the SEC's rules and forms.
Disclosure  controls  and  procedures  include, without limitation, controls and
procedures  designed  to ensure that information required to be disclosed in our
reports  filed  under  the  Exchange  Act  is  accumulated  and  communicated to
management,  including  our Chief Executive Officer and Chief Financial Officer,
to  allow  timely  decisions  regarding  required  disclosure.

During  our  most  recently  completed  fiscal quarter ended September 30, 2005,
there were no changes in our internal control over financial reporting that have
materially  affected,  or  are reasonably likely to affect, our internal control
over  financial  reporting.

The  term  "internal  control  over financial reporting" is defined as a process
designed  by,  or under the supervision of, the registrant's principal executive
and  principal  financial officers, or persons performing similar functions, and
effected by the registrant's board of directors, management and other personnel,
to provide reasonable assurance regarding the reliability of financial reporting
and  the preparation of financial statements for external purposes in accordance
with  generally  accepted  accounting principles and includes those policies and
procedures  that:

1.   Pertain  to the maintenance of records that in reasonable detail accurately
     and  fairly  reflect the transactions and dispositions of the assets of the
     registrant;

2.   Provide reasonable assurance that transactions are recorded as necessary to
     permit  preparation  of  financial  statements in accordance with generally
     accepted  accounting  principles, and that receipts and expenditures of the
     registrant  are  being  made  only  in  accordance  with  authorizations of
     management  and  directors  of  the  registrant;  and

3.   Provide  reasonable  assurance  regarding prevention or timely detection of
     unauthorized  acquisition,  use  or  disposition of the registrant's assets
     that  could  have  a  material  effect  on  the  financial  statements.


                                        7
<PAGE>
                           PART II--OTHER INFORMATION
                           --------------------------

ITEM 1.       LEGAL  PROCEEDINGS

          There  have  been  no reportable events in the quarter ended September
30, 2005.

ITEM 2.       UNREGISTERED  SALES  OF  EQUITY  SECURITIES  AND  USE  OF PROCEEDS

          There  have been no sales of unregistered equity securities during the
quarter  ended  September  30,  2005.


ITEM 3.       DEFAULTS  UPON  SENIOR  SECURITIES

          There  has  been  no default upon senior securities during the quarter
ended  September  30,  2005.

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

          There  has  been  no  submission  of any matters to a vote of security
holders  during  the  quarter  ended  September  30,  2005.

ITEM 5.       OTHER  INFORMATION

               None


                                        8
<PAGE>
ITEM 6.       EXHIBITS


(a)  EXHIBITS

-----------------------------------------------------------------------
EXHIBIT NUMBER                   DESCRIPTION OF EXHIBIT
-----------------------------------------------------------------------

31.1            Rule 13a-14(a) Certification of Chief Executive Officer

-----------------------------------------------------------------------
31.2            Rule 13a-14(a) Certification of Chief Financial Officer

-----------------------------------------------------------------------
32.1            Section 1350 Certification of Chief Executive Officer

-----------------------------------------------------------------------
32.2            Section 1350 Certification of Chief Financial Officer

-----------------------------------------------------------------------

--------------------------------------------------------------------------------


                                        9
<PAGE>
SIGNATURES
----------

In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report to be signed on its behalf by the
undersigned,  thereunto  duly  authorized.

PETROSEARCH ENERGY CORPORATION

Date: NOVEMBER 14, 2005



By:    s/s  Richard  Dole
       ------------------
       RICHARD  DOLE
       CHIEF EXECUTIVE OFFICER, PRESIDENT AND CHAIRMAN


                                        10