UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  FORM 10-KSB/A
                                (Amendment No. 1)


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

For the Fiscal Year Ended December 31, 2004       Commission File Number 0-49837

                           WESTSIDE ENERGY CORPORATION
                 (Name of small business issuer in its charter)

                                     Nevada
         (State or other jurisdiction of incorporation or organization)

                                   88-0349241
                      (I.R.S. Employer Identification No.)

                        4400 Post Oak Parkway, Suite 2530
                                Houston, TX 77027
                                 (713) 979-2660
               (Address, including zip code, and telephone number,
            including area code, of registrant's principal executive
                                    offices)

Securities registered pursuant to Section 12(b) of the Act:  NONE

Securities registered pursuant to Section 12(g) of the Act:

                               Title of Each Class
                     Common Stock, Par Value $.01 per share

Indicate by check mark whether registrant (1) has filed all reports to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for
the past 90 days.
YES [X]  NO [ ]

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB. [ ]

The issuer's revenues for the fiscal year ended December 31, 2004 were $116,137.

The aggregate market value of the voting stock held by non-affiliates of the
registrant on March 14, 2005 was approximately $63,829,887, based on the closing
price of such stock on such date. The number of shares outstanding of the
registrant's Common Stock, par value $.01 per share, as of March 14, 2005 was
17,096,887.

Transitional Small Business Disclosure format (Check one): YES [ ]  NO [X]





<PAGE>






                                      INDEX

                                                                     Page Number

                                    PART II.

Item 8A.          Controls and Procedures.                                   3

                                    PART IV.

Item 13.          Exhibits, Financial Statement Schedules
                  and Reports on Form 8-K                                    4



                                       2
<PAGE>



               AMENDMENT NO. 1 TO THE ANNUAL REPORT ON FORM 10-K
                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004

                                EXPLANATORY NOTE

     We are filing this Amendment No. 1 (the "Amendment") to our Annual Report
on Form 10-K for the fiscal year ended December 31, 2004 (the "Annual Report")
to amend Item 8A and certain footnotes to our financial statements. This
Amendment amends and restates in their entirety only Items 8A and 13. It does
not affect any other Items in the Annual Report, and those unaffected Items are
not included in this Amendment.

     This Form 10-K/A should be read in conjunction with our other filings made
with the Securities and Exchange Commission subsequent to the filing of the
original Annual Report, including any amendments to those filings.




ITEM 8A. CONTROLS AND PROCEDURES

         The Company maintains disclosure controls and procedures that are
designed to ensure that information required to be disclosed in the Company's
Exchange Act reports is recorded, processed, summarized and reported within the
time periods specified in the SEC's rules and forms, and that such information
is accumulated and communicated to the Company's management, including its Chief
Executive Officer/Chief Financial Officer, as appropriate, to allow timely
decisions regarding required disclosure based closely on the definition of
"disclosure controls and procedures" in Rule 13a-14(c). In designing and
evaluating the disclosure controls and procedures, management recognized that
any controls and procedures, no matter how well designed and operated, can
provide only reasonable assurance of achieving the desired control objectives,
and management necessarily was required to apply its judgment in evaluating the
cost-benefit relationship of possible controls and procedures.


         The Company conducted an evaluation, under the supervision and with the
participation of the Chief Executive Officer and Chief Financial Officer, of the
effectiveness of the Company's disclosure controls and procedures (as defined in
Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 as
amended (the "Exchange Act")). Based on this evaluation, the Chief Executive
Officer and Chief Financial Officer concluded that the Company's disclosure
controls and procedures as of the end of the fiscal quarter covered by this
Annual Report on Form 10-KSB were effective at a reasonable assurance level to
ensure that information required to be disclosed by the Company in reports that
it files or submits under the Exchange Act is recorded, processed, summarized
and reported within the time periods specified in Securities and Exchange
Commission rules and forms.

          However, due to the limited number of Company employees engaged in the
authorization, recording, processing and reporting of transactions, there has
been an inherent lack of segregation of duties. The Company has periodically
assessed and will continue to assess the cost versus benefit of adding the
resources that would remedy or mitigate this situation. As part of this on-going
assessment and as a result of an increase in the Company's financial ability and
an increase in expected number of transactions related to the Company's
operations, the Company hired a corporate controller during the first week of
May 2005. Management does not expect that the Company's disclosure controls and
procedures will prevent or detect all error and fraud. Any control system, no
matter how well designed and operated, is based upon certain assumptions and can
provide only reasonable, but not absolute, assurance that its objectives will be
met. Further, no evaluation of controls can provide absolute assurance that
misstatements due to error or fraud will not occur.


         There have been no significant changes in the Company's internal
controls or in other factors that could significantly affect the internal
controls subsequent to the date the Company completed its evaluation.



                                       3


<PAGE>


                                    PART IV.



ITEM 13.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.

(a) Documents filed as part of this report:

(i) Consolidated Financial Statements:

         Report of Independent Auditors ....................................F-1

         Consolidated Balance Sheet as of December 31, 2004 ............... F-2

         Consolidated Statements of Income for the years ended
         December 31, 2004 and 2003  ...................................... F-3

         Consolidated Statements of Stockholders' Equity for
         the years ended December 31, 2004 and 2003 ........................F-4

         Consolidated Statements of Cash Flows for the years
         ended December 31, 2004 and 2003  ................................ F-5

         Notes to Consolidated Financial Statements ........................F-6

(ii) Financial Statement Schedules:

                                       4
<PAGE>
          Schedule II - Valuation and Qualifying Accounts

(iii) Exhibits:

         The following exhibits are filed with this Annual Report or are
incorporated herein by reference:

Exhibit
  No.     Description

 3.01     Restated Articles of Incorporation of the Company is incorporated
          herein by reference from the Company's Quarterly Report on Form 10-QSB
          for the quarter ended June 30, 2004 (SEC File No. 0-49837), Exhibit
          3.01.
 3.02     Bylaws of the Company is incorporated herein by reference from the
          Company's Form 10-SB (SEC File No. 0-49837) filed with the SEC on May
          28, 2002, Part III, Item 1, Exhibit 3.02.
 3.03     Article of Merger of Westside Energy Subsidiary Corporation with and
          into the Company, whereby the Company changed its corporate name to
          "Westside Energy Corporation" is incorporated herein by reference from
          the Company's Annual Report on Form 10-KSB for the year ended December
          31, 2003 (SEC File No. 0-49837), Exhibit 3.04
 4.01     Specimen Common Stock Certificate is incorporated herein by reference
          from Pre-effective Amendment No. 1 to the Company's Registration
          Statement on Form SB-2 (SEC File No. 333-120659) filed December 23,
          2004, Exhibit 4.01.
10.01     Agreement, Assignment and Bill of Sale executed by Westside Energy,
          L.P. in favor of the Company is incorporated herein by reference from
          the Company's Current Report on Form 8-K (SEC File No. 0-49837) filed
          with the SEC on March 1, 2004, Exhibit 10.01
10.02     Promissory Note made payable by the Company to the order of Bering
          Partners No. 2, LLC in the original principal amount of $280,000 is
          incorporated herein by reference from the Company's Current Report on
          Form 8-K (SEC File No. 0-49837) filed with the SEC on March 1, 2004,
          Exhibit 10.02
10.03     Warrant to Purchase the Company's common stock issued in the name of
          Westside Energy,  L.P. is incorporated herein by reference from the
          Company's  Current Report on Form 8-K (SEC File No.  0-49837) filed
          with the SEC on March 1, 2004, Exhibit 10.03
10.04     Warrant to Purchase the Company's common stock issued in the name of
          Keith D. Spickelmier is incorporated herein by reference from the
          Company's Current Report on Form 8-K (SEC File No. 0-49837) filed with
          the SEC on March 1, 2004, Exhibit 10.04
10.05     Registration Rights Agreement in favor of Westside Energy, L.P. is
          incorporated herein by reference from the Company's Current Report on
          Form 8-K (SEC File No. 0-49837) filed with the SEC on March 1, 2004,
          Exhibit 10.05
10.06     Registration Rights Agreement in favor of Keith D. Spickelmier is
          incorporated herein by reference from the Company's Current Report on
          Form 8-K (SEC File No. 0-49837) filed with the SEC on March 1, 2004,
          Exhibit 10.06
10.07     Voting Agreement between Westside Energy, L.P. and Keith D.
          Spickelmier is incorporated herein by reference from the Company's
          Current Report on Form 8-K (SEC File No. 0-49837) filed with the SEC
          on March 1, 2004, Exhibit 10.07
10.08     Deed of Trust, Assignment of Proceeds of Production, Security
          Agreement and Financing Statement is incorporated herein by reference
          from the Company's Annual Report on Form 10-KSB for the year ended
          December 31, 2003 (SEC File No. 0-49837), Exhibit 10.08
10.09     Warrant to Purchase the Company's common stock issued in the name of
          Westside Resources, L.P. is incorporated herein by reference from the
          Company's Registration Statement on Form SB-2 (SEC File No.
          333-120659) filed November 22, 2004, Exhibit 10.09.
10.10     Warrant to Purchase the Company's common stock issued in the name of
          Keith D. Spickelmier is incorporated herein by reference from the
          Company's Registration Statement on Form SB-2 (SEC File No.
          333-120659) filed November 22, 2004, Exhibit 10.10.
10.11     Form of Warrant to Purchase the Company's common stock issued to
          investors in the Company's private placement of units is incorporated
          herein by reference from the Company's Registration Statement on Form
          SB-2 (SEC File No. 333-120659) filed November 22, 2004, Exhibit 10.11.
10.12     Form of Registration Rights Agreement entered into with investors in
          the Company's private placement of units is incorporated herein by
          reference from the Company's Registration Statement on Form SB-2 (SEC
          File No. 333-120659) filed November 22, 2004, Exhibit 10.12.
10.13     Form of Subscription and Registration Rights Agreement entered into
          with investors in the Company's private placement of shares of common
          stock is incorporated herein by reference from the Company's
          Registration Statement on Form SB-2 (SEC File No. 333-120659) filed
          November 22, 2004, Exhibit 10.13.
10.14     Placement Agent Engagement Agreement by and between the Company and
          Sterne, Agee & Leach, Inc. is incorporated herein by reference from
          the Company's Registration Statement on Form SB-2 (SEC File No.
          333-120659) filed November 22, 2004, Exhibit 10.14.
10.15     First Amendment to Placement Agent Engagement Agreement by and between
          the Company and Sterne, Agee & Leach, Inc. is incorporated herein by
          reference from the Company's Registration Statement on Form SB-2 (SEC
          File No. 333-120659) filed November 22, 2004, Exhibit 10.15.
10.16     Warrant to Purchase the Company's common stock issued in the name of
          Sterne, Agee & Leach, Inc. is incorporated herein by reference from
          the Company's Registration Statement on Form SB-2 (SEC File No.
          333-120659) filed November 22, 2004, Exhibit 10.16.

23.01     Consent of Malone & Bailey, PLLC - filed herewith
23.02     Consent of Netherland, Sewell & Associates, Inc. - previously filed
31.1      Sarbanes Oxley Section 302 Certification
32.1      Sarbanes Oxley Section 906 Certification
99.01     The Company's Year 2004 Consultant Compensation Plan (filed as Exhibit

          4.1 to the Company's  Registration  Statement on Form S-8 (SEC File
          No. 333-114686) filed April 21, 2004.

(b) Reports on Form 8-K

         The Registrant filed a Current Report on Form 8-K on October 18, 2004
         reporting on the entry into material definitive agreements consisting
         of unsecured short-term promissory notes in the aggregate original
         principal amount of $200,000.

         The Registrant filed a Current Report on Form 8-K on November 8, 2004
         reporting on the completion of the Registrant's $20 million private
         placement, the retirement of certain outstanding debt, and the change
         in the Company's transfer agent.

                                       5


<PAGE>

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Board of Directors
   Westside Energy Corporation
   Houston, Texas

We have audited the accompanying balance sheet of Westside Energy Corporation as
of December 31, 2004, and the related statements of operations, stockholders'
equity (deficit), and cash flows for the two years then ended. These financial
statements are the responsibility of Westside's management. Our responsibility
is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Westside Energy Corporation, as
of December 31, 2004, and the results of its operations and its cash flows for
the periods described in conformity with accounting principles generally
accepted in the United States of America.


MALONE & BAILEY, PC
www.malone-bailey.com
Houston, Texas

February 11, 2005






           See summary of significant accounting policies and notes to
                              financial statements.


                                       F-1

<PAGE>


                           WESTSIDE ENERGY CORPORATION
                                  BALANCE SHEET
                                December 31, 2004

ASSETS

Current assets
   Cash                                                            $ 15,995,691
   Accounts receivable                                                  114,934
   Prepaid insurance                                                    30,648
                                                                   ------------
Total current assets                                                 16,141,093

Oil and gas properties, using
  successful efforts accounting
      Proved properties                                                 709,968
      Unproved properties                                             2,610,492
  Accumulated depreciation, depletion,
     amortization, and impairment                                      (366,813)
                                                                   ------------
Net oil and gas properties                                            2,953,647

Other property and equipment, net of
  accumulated depreciation of $0                                         25,909
                                                                   ------------
TOTAL ASSETS                                                       $ 19,120,649
                                                                   ============
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities - accounts payable aand accrued expenses       $    131,203

Other non-current liabilities - asset
   retirement obligations                                                 6,646
                                                                   ------------

TOTAL LIABILITIES                                                       137,849
                                                                   ------------

STOCKHOLDERS' EQUITY
  Preferred stock, $.01 par value, 10,000,000 shares
       authorized, none issued and outstanding
  Common stock, $.01 par value, 50,000,000 shares
       authorized, 17,048,331 shares issued and outstanding             170,483
  Additional paid in capital                                         22,273,661
  Retained deficit                                                   (3,461,344)
                                                                    -----------
       Total stockholders' equity                                    18,982,800
                                                                    -----------
       TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                   $19,120,649
                                                                    ===========

                 See   summary of significant accounting policies and notes to
                       financial statements.

                                       F-2



<PAGE>




                           WESTSIDE ENERGY CORPORATION
                            STATEMENTS OF OPERATIONS
                     Years Ended December 31, 2004 and 2003



                                              2004                      2003
                                             ----------             ----------
Revenues
  Oil and Gas Sales                          $  116,137            $        -
                                             ----------            ----------

Total Revenues                                  116,137                     -

Expenses
  General and administrative expense            745,956                 3,686
  Interest expense                              141,983                 1,341
  Depreciation, depletion, and amortization      97,965                     -
  Impairment                                    268,962                     -
                                             ----------            ----------
Total Expenses                                1,254,865                 5,027
                                             ----------            ----------
Loss from Operations                         (1,138,728)               (5,027)
                                             ----------            ----------
Other Revenues
  Interest Income                                50,704                    -
  Other Income                                   51,265                    -
                                             ----------            ----------
Total Other Revenues                            101,969                    -
                                             ----------            ----------
    NET LOSS                                $(1,036,759)           $   (5,027)
                                            ===========            ==========


Basic and diluted loss per common share     $     (0.18)           $    (0.00)

Average common shares outstanding             5,607,215             1,156,998


                 See   summary of significant accounting policies and notes to
                       financial statements.

                                       F-3

<PAGE>
                           WESTSIDE ENERGY CORPORATION
             STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)
                     Years Ended December 31, 2003 and 2004



                                   Common Stock           Retained
                                 Shares       Amount       Deficit      Totals
                                --------    ----------   -----------   ---------

Balances at December 31, 2002   1,153,970 $2,352,748  $(2,419,559)   $  (66,811)
Stock issued for services           5,000      1,900                      1,900
Imputed interest                               1,341                      1,341
Share adjustment                   (1,139)
Net loss                                                   (5,027)       (5,027)
                                ----------   ---------   -----------  ----------
Balances at December 31, 2003   1,157,831  2,355,989   (2,424,585)      (68,596)

Imputed interest                               1,220                      1,220
Discount on notes payable                    119,051                    119,051
Stock issued for cash          14,851,000 19,369,490                 19,369,490
Stock issued for properties       700,000     20,619                     20,619
Stock issued for fundraising       10,000          -                         -
Stock issued for property costs    30,000     43,500                     43,500
Stock issued for services         149,500    234,275                    234,275
Stock issued for debt             150,000    300,000                    300,000
Net Loss                                               (1,036,759)   (1,036,759)
                               ----------    ---------    ----------- ----------
Balances at December 31, 2004  17,048,331 22,444,144  $(3,461,344)  $18,982,800
                               ==========              ===========  ===========
Less: par                                    170,483
                                          -----------
Additional paid in capital               $22,273,661
                                         ===========


           See summary of significant accounting policies and notes to
                              financial statements.

                                       F-4



<PAGE>

                           WESTSIDE ENERGY CORPORATION
                            STATEMENTS OF CASH FLOWS
                     Years Ended December 31, 2004 and 2003


                                                       2004            2003
                                                   ------------     ---------
CASH FLOWS FROM OPERATING ACTIVITIES

    Net loss                                     $ (1,036,759)      $ (5,027)
    Adjustments to reconcile net loss to net
      cash used in operating activities:
        Impairment                                    268,962             -
        Stock issued for services                     234,275             -
        Amortization of discount on N/P               119,051             -
        Depreciation, depletion, and amortization      97,965             -
        Imputed interest                                1,220          1,341
        Changes in:
        Accounts payable and accrued expenses          79,938        ( 2,000)
        Prepaid expenses                              (30,468)             -
        Accounts receivable                          (114,934)             -
                                                   -----------       ---------
NET CASH USED IN OPERATING ACTIVITIES                (380,749)        (3,786)
                                                   -----------       ---------
CASH FLOWS FROM INVESTING ACTIVITIES

        Purchase of equipment                         (25,909)             -
        Purchase of oil and gas interests          (3,249,809)             -
                                                   -----------       ---------
NET CASH USED IN INVESTING ACTIVITIES              (3,275,718)             -
                                                   -----------       ---------
CASH FLOWS FROM FINANCING ACTIVITIES

    Stock for cash                                 19,369,490              -
    Proceeds from notes issued to related parties     810,000              -
    Proceeds from notes                               300,000              -
    Advances from shareholder                               -           3,750
    Payments on advances from shareholder             (17,720)             -
    Payments on notes to related parties             (810,000)             -
                                                   -----------       ---------
NET CASH PROVIDED BY FINANCING ACTIVITIES          19,651,770           3,750
                                                   -----------       ---------
NET CHANGE IN CASH                                 15,995,303            ( 36)

CASH BALANCES
    -Beginning of period                                  388             424
                                                  -----------        ---------
    -End of period                                $15,995,691        $    388
                                                  ===========        =========

SUPPLEMENTAL DISCLOSURES
    Stock issued for oil and gas interest         $    64,119        $      -
    Debt converted to common stock                    300,000               -
    Recognition of asset retirement obligation          6,532               -
    Discount on notes payable                         119,051               -


           See summary of significant accounting policies and notes to
                              financial statements.

                                       F-5



<PAGE>

                           WESTSIDE ENERGY CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of operations and organization

Westside Energy Corporation ("Westside") (formerly EvenTemp Corporation) was
incorporated in Nevada on November 30, 1995. EvenTemp operated an auto repair
and accessory business. This business ceased operating in August 1999. The name
of the company was changed to Westside Energy Corporation in March 2004.


Westside is engaged primarily in the acquisition, development, production,
exploration for, and the sale of, oil, gas and natural gas liquids. Westside
sells its oil and gas products primarily to domestic pipelines and refineries.

Use of estimates

The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.


Revenue Recognition

Westside records oil and gas revenues following the entitlement method of
accounting for production, in which any excess amount received above Westside's
share is treated as a liability. If less than Westside's share is received, the
underproduction is recorded as an asset. Westside did not have an imbalance
position in terms of volumes or values at December 31, 2004.


Oil and gas properties

Westside uses the successful efforts method of accounting for oil and gas
producing activities. Costs to acquire mineral interests in oil and gas
properties, to drill and equip exploratory wells that find proved reserves, to
drill and equip development wells and related asset retirement costs are
capitalized. Costs to drill exploratory wells that do not find proved reserves,
geological and geophysical costs, and costs of carrying and retaining unproved
properties are expensed.


Unproved oil and gas properties that are individually significant are
periodically assessed for impairment of value, and a loss is recognized at the
time of impairment by providing an impairment allowance. Other unproved
properties are amortized based on Westside's experience of successful drilling
and average holding period. Capitalized costs of producing oil and gas
properties, after considering estimated residual salvage values, are depreciated
and depleted by the unit-of-production method.* Support equipment and other
property and equipment are depreciated over their estimated useful lives.

On the sale or retirement of a complete unit of a proved property, the cost and
related accumulated depreciation, depletion, and amortization are eliminated
from the property accounts, and the resultant gain or loss is recognized. On the
retirement or sale of a partial unit of proved property, the cost is charged to
accumulated depreciation, depletion, and amortization with a resulting gain or
loss recognized in income.

On the sale of an entire interest in an unproved property for cash or cash
equivalent, gain or loss on the sale is recognized, taking into consideration
the amount of any recorded impairment if the property had been assessed
individually. If a partial interest in an unproved property is sold, the amount
received is treated as a reduction of the cost of the interest retained.

Through December 31, 2004, Westside had one producing well. All revenues from
Westside were from a single operator of this well.

Cash and cash equivalents

Cash and cash equivalents include cash in banks and certificates of deposit
which mature in within three months of the date of purchase.

Other property and equipment

Property and equipment is valued at cost. Additions are capitalized and
maintenance and repairs are charged to expense as incurred. Gains and losses on
dispositions of equipment are reflected in operations. Depreciation is provided
using the straight-line method over the estimated useful lives of the assets,
which are three to seven years.

                                       F-6



<PAGE>



Long-lived assets

Long lived assets to be held and used or disposed of other than by sale are
reviewed for impairment whenever events or changes in circumstances indicate
that the carrying amount may not be recoverable. When required, impairment
losses on assets to be held and used or disposed of other than by sale are
recognized based on the fair value of the asset. Long-lived assets to be
disposed of by sale are reported at the lower of its carrying amount or fair
value less cost to sell.


Stock-Based Compensation

Westside had no stock-based compensation to employees through December 31, 2004.
Subsequent to 2004, Westside began issuing common stock to employees for
compensation. Westside will record as compensation expense the fair value of
such shares as calculated pursuant to Statement of Financial Accounting Standard
No. 123, Accounting for Stock-Based Compensation ("SFAS No. 123"), recognized
over the related service period. Westside has no option plans for its employees.
Westside accounts for stock-based compensation issued to non-employees in
accordance with the provisions of SFAS No. 123 and EITF No. 96-18, "Accounting
for Equity Investments That Are Issued to Non-Employees for Acquiring, or in
Conjunction with Selling Goods or Services." Common stock issued to
non-employees and consultants is based upon the fair value of the services
received or the fair value of the equity instruments issued whichever value is
more reliably measurable.


Income taxes

Westside recognizes deferred tax assets and liabilities based on differences
between the financial reporting and tax bases of assets and liabilities using
the enacted tax rates and laws that are expected to be in effect when the
differences are expected to be recovered. Westside provides a valuation
allowance for deferred tax assets for which it does not consider realization of
such assets to be more likely than not.

Loss per share

Basic and diluted net loss per share calculations are presented in accordance
with Financial Accounting Standards Statement 128, and are calculated on the
basis of the weighted average number of common shares outstanding during the
year. They include the dilutive effect of common stock equivalents in years with
net income. Basic and diluted loss per share is the same due to the absence of
common stock equivalents.

New Accounting Standards

In 2001, the FASB issued FASB Statement No. 143, "Accounting for Asset
Retirement Obligations". This Statement requires that the fair value of an asset
retirement obligation be recognized in the period in which it is incurred if a
reasonable estimate of fair value can be made. The present value of the
estimated asset retirement costs is capitalized as part of the carrying amount
of the long-lived asset. For Westside, asset retirement obligations primarily
relate to the abandonment of oil and gas producing facilities. Under previous
accounting standards, such obligations were recognized over the life of the
producing assets on a units-of-production basis.

The amounts recognized are based upon numerous estimates and assumptions,
including future retirement costs, future recoverable quantities of oil and gas,
future inflation rates and the credit-adjusted risk-free interest rate.

Previous accounting standards used the units-of-production method to match
estimated future retirement costs with revenues generated from the producing
assets. In contrast, FASB Statement No. 143 requires depreciation of the
capitalized asset retirement cost and accretion of the asset retirement
obligation over time. The depreciation will generally be determined on a
straight line basis, while the accretion to be recognized will escalate over the
life of the producing assets, typically as production declines. The following
table indicates the changes to Westside's before-tax asset retirement
obligations in 2004:

Balance at December 31, 2003                                  $        -
Liabilities incurred                                               6,532
Accretion expense                                                    114
                                                              ----------
Balance at December 31, 2004                                      $6,646
                                                              ==========

                                       F-7



<PAGE>




In December 2004, the FASB issued SFAS No. 123R, "Accounting for Stock-Based
Compensation" SFAS No. 123R establishes standards for the accounting for
transactions in which an entity exchanges its equity instruments for goods or
services. This Statement focuses primarily on accounting for transactions in
which an entity obtains employee services in share-based payment transactions.
SFAS No. 123R requires that the fair value of such equity instruments be
recognized as expense in the historical financial statements as services are
performed. Prior to SFAS No. 123R, only certain pro forma disclosures of fair
value were required. SFAS No. 123R shall be effective for small business issuers
as of the beginning of the first interim or annual reporting period that begins
after December 15, 2005. The adoption of this new accounting pronouncement is
not currently expected to have a material impact on the financial statements of
the Company during the calendar year 2006.

NOTE 2 - CONCENTRATION OF CREDIT RISK

At December 31, 2004, Westside's cash in financial institutions exceeded the
federally insured deposits limit by $15,895,691. An investment of $15,884,420 in
a reverse repurchase agreement is included in cash and cash equivalents at
December 31, 2004. The collateral for this investment consisted of a
collateralized mortgage obligation with a market value of approximately
$16,209,641 at December 31, 2004.

NOTE 3 -- RELATED PARTY TRANSACTIONS

For the year ended December 31, 2004, Westside borrowed a total of $810,000 from
related parties on six notes.

Two of the notes totaling $410,000 bore 10% interest, were collateralized by
Westside's oil and gas interests, and were issued with a combined 820,000
warrants exercisable at $.50 each. These notes were discounted by $119,051 for
the relative fair value of the warrants. As of December 31, 2004, the notes have
been paid in full and the entire discount has been amortized.

The remaining notes bore 10% interest and were convertible into common stock at
$2 per share. The entire balance was paid in full in October 2004.

NOTE 4 -- NOTES PAYABLE

In September 2004, Westside borrowed $300,000 from a third party. The note bore
10% interest and was convertible into common stock at $2 per share. During the
fourth quarter of 2004, this debt was converted into 150,000 shares of common
stock.

NOTE 5 - COMMITMENTS AND CONTINGENCIES

Westside is not currently involved in any pending legal proceeding. In the
future, Westside may become involved in various legal proceedings from time to
time, either as a plaintiff or as a defendant, and either in or outside the
normal course of business. Westside is not now in a position to determine when
(if ever) such a legal proceeding may arise. If Westside ever becomes involved
in a legal proceeding, Westside's financial condition, operations, or cash flows
could be materially adversely affected, depending on the facts and circumstances
relating to such proceeding.

In March 2005, Westside entered into a 38-month lease agreement, with the first
two months free, for $3,660 per month.

NOTE 6 -- INCOME TAXES

The tax effects of temporary differences that give rise to significant portions
of the deferred tax assets and deferred tax liabilities at December 31, 2004 and
2003, are as follows:

Federal income taxes:                              2004          2003

  Current                                     $        -       $     -
  Deferred                                       474,974        11,774
  Less: Valuation allowance                     (474,974)      (11,774)
                                               ----------      --------
    Total                                     $      -         $     -
                                              ===========      ========

Westside has prior net operating loss carryforwards of approximately $1,445,049
and $41,917 for the years ended December 31, 2004 and 2003 respectively.
Available carryforwards expire 15 to 20 years from when incurred.

                                       F-8



<PAGE>



NOTE 7 -- IMPAIRMENT OF LONG-LIVED ASSETS

Pursuant to FASB Statement No. 144, Accounting for the Impairment or Disposal of
Long-Lived Assets, an impairment loss of $268,962 has been recognized for the
Lucille Pruitt #1 well and included in income from continuing operations before
income taxes under the caption "Impairment." In calculating the impairment loss,
fair value was determined by the discounted present value minus the carrying
value at December 31, 2004.

NOTE 8 -- COMMON STOCK

During the first quarter of 2004, Westside sold an aggregate of 4,080,000 shares
of common stock to one of its directors and to an entity under the control of
its other director for $.01 per share for total proceeds of $40,800.

During the second quarter of 2004, Westside sold 385,500 units consisting of two
shares of common stock and one warrant to purchase common stock with a per share
exercise price of $2.50, for cash of $2.00 per unit for total proceeds of
$771,000.

During the third quarter of 2004, Westside issued 149,500 shares of common stock
for services valued at $234,275. Westside issued 30,000 shares of common stock
valued at $43,500 for costs related to purchasing the Oil and Gas Properties.

During the fourth quarter of 2004, Westside completed an equity offering
consisting of 10,000,000 shares of common stock with an offer price of $2.00 per
share. The cash offering resulted $20,000,000 in gross proceeds. Westside's
placement agent received $1,400,000 and 300,000 warrants with a purchase price
of $2.00 per share and a term of 5 years.

As discussed in note 4, a $300,000 note was converted at $2 per share in
November 2004 resulting in the issuance of 150,000 shares.

NOTE 9 -- WARRANTS

During the year ended December 31, 2004, Westside issued warrants attached to
debt, stock purchases, and for consulting services. All issuances are approved
by the board of directors.

There were no warrants issued or outstanding until the year ended December 31,
2004. A summary of changes in outstanding warrants is as follows:

                                                                        Weighted
                                                                         Average
                                                     Warrants       Share Price
                                                --------------      -----------
Outstanding at December 31, 2003                            -                -

Changes during the year:
  Granted                                           1,510,500           $ 1.31
  Exercised                                                -                 -
  Forfeited                                                -                 -
                                                --------------       ----------
Outstanding at December 31, 2004                    1,510,500           $ 1.31
                                                ==============       ==========

Warrants outstanding and exercisable as of December 31, 2004:

                                            - - Outstanding - -     Exercisable
                                             Number      Remaining    Number
              Exercise Price               of Shares       life      of Shares
              --------------                 ----------  --------   ------------
                     $ .50                      820,000   4.2 years    820,000
                      2.00                      300,000   4.8 years    300,000
                      2.50                      390,500   1.4 years    390,500
                                             ----------                ---------
                                              1,510,500              1,510,500
                                             ==========              ==========


Westside has determined, based upon a Black-Scholes model, that the fair value
of the warrants on the date of grant was approximately $1,848,000, using an
expected life of two to five years, volatility of 131% and a risk-free interest
rate of 2.0%.


                               F-9



<PAGE>



NOTE 10 -- SUBSEQUENT EVENTS

In February 2005, 33,000 warrants were exercised at a price of $2.50 each
resulting in the issuance of 33,000 shares of common stock for a total of
$82,500.



<PAGE>



                      Westside Energy Corporation
                 Supplemental Information (Unaudited)
                     Year Ended December 31, 2004


Westside began oil and gas operation in 2004, therefore, t comparative data for
the year ending December 31, 2003 here is no

Capitalized Costs Relating to Oil and Gas Producing
Activities at December 31, 2004

Unproved oil and gas properties                                    $2,610,492
Proved oil and gas properties                                         709,968
                                                                   -----------
                                                                    3,320,460
Less accumulated depreciation, depletion, amortization,
and impairment                                                        366,813
                                                                   -----------
  Net capitalized costs                                            $2,953,647
                                                                   ===========

Costs Incurred in Oil and Gas Producing Activities
for the Year Ended December 31, 2004

Property acquisition costs
  Proved                                                           $   49,655
  Unproved                                                          2,610,492
Exploration and Development costs                                     653,781


Results of Operations for Oil and Gas Producing
Activities for the year ended December 31, 2004

Oil and gas sales                                                  $  116,137
Depreciation, depletion, and amortization                             (97,965)
Impairment expense                                                   (268,962)
                                                                   ----------
                                                                     (250,790)
Income tax expense                                                         -

Results of operations for oil and gas producing
activities (excluding corporate overhead and
financing costs)                                                   $ (250,790)
                                                                   ==========

The following estimates of proved and proved developed reserve quantities and
related standardized measure of discounted net cash flow are estimates only, and
do not purport to reflect realizable values or fair market values of the
Company's reserves. The Company emphasizes that reserve estimates are inherently
imprecise and that estimates of new discoveries are more imprecise than those of
producing oil and gas properties. Accordingly, these estimates are expected to
change as future information becomes available. All of the Company's reserves
are located in the United States.


Proved reserves are estimated reserves of crude oil (including condensate and
natural gas liquids) and natural gas that geological and engineering data
demonstrate with reasonable certainty to be recoverable in future years from
known reservoirs under existing economic and operating conditions. Proved
developed reserves are those expected to be recovered through existing wells,
equipment, and operating methods.

                         F-10



<PAGE>




The standardized measure of discounted future net cash flows is computed by
applying year-end prices of oil and gas (with consideration of price changes
only to the extent provided by contractual arrangements) to the estimated future
production of proved oil and gas reserves, less estimated future expenditures
(based on year-end costs) to be incurred in developing and producing the proved
reserves, less estimated future income tax expenses (based on year-end statutory
tax rates, with consideration of future tax rates already legislated) to be
incurred on pretax net cash flows less tax basis of the properties and available
credits, and assuming continuation of existing economic conditions. The
estimated future net cash flows are then discounted using a rate of 10 percent a
year to reflect the estimated timing of the future cash flows.

There are no proved undeveloped reserves.

                                                Oil (Bbls)            Gas (Mcf)

Proved developed reserves
  Beginning of year                               2,333                 104,594
  Production                                      (654)                 (13,805)
                                                ---------             ---------
End of year                                       1,679                  90,789
                                                =========             =========

Standardized measure of discounted future net
cash flows at December 31, 2004

Future cash inflows                                                  $ 554,400
Future production costs                                               (140,400)
Future tax expense                                                     (57,600)
                                                                     ---------
Future net cash flows                                                  356,400
  10% annual discount for
  estimated timing of cash flows                                       (62,900)
                                                                     ---------
Standardized measure of discounted
  future net cash flows relating to proved
  oil and gas reserves                                               $ 293,500
                                                                     =========

The following reconciles the change in the standardized measure of discounted
future net cash flow during 2004

Beginning of year                                                    $       -
Sales of oil and gas produced, net of
  production costs                                                    (116,137)
Net change from purchases and sales of
  minerals in place                                                    409,637
                                                                     ---------
End of year                                                          $ 293,500
                                                                     =========

                                      F-11



<PAGE>







                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Westside Energy Corporation has duly caused this annual
report on Form 10-KSB to be signed on its behalf by the undersigned, thereunto
duly authorized.

October 7, 2005                              WESTSIDE ENERGY CORPORATION


                                            By: /s/ Jimmy D. Wright
                                            Jimmy D. Wright,
                                            President