UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                -----------------

                                    FORM 10Q
                                -----------------
(Mark One)

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
OF 1934 For the quarterly period ended September 30, 2009

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

            For the transition period from __________ to ___________

                       Commission file number: 333-151398

                              BEDROCK ENERGY, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)

         Colorado                                     02-0511381
         --------                                     ----------
 (State of Incorporation)                     (IRS Employer ID Number)

            8950 Scenic Pine Drive, Suite 100, Parker, Colorado 80134
                 -----------------------------------------------
                    (Address of principal executive offices)

                                  303-794-4398
                           --------------------------
                         (Registrant's Telephone number)

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

Indicate by check mark whether the registrant has submitted  electronically  and
posted on its corporate Web site, if any, every  Interactive  Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter)  during the  preceding 12 months (or for such shorter  period that
the registrant was required to submit and post such files). Yes [ ] No [ ]

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

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated  filer [ ] (Do
not check if a smaller reporting company) Smaller reporting company [X]


<PAGE>




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

Indicate  the number of share  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

As of November 5, 2009, there were 3,905,525  shares of the registrant's  common
stock issued and outstanding.




<PAGE>
<TABLE>
<CAPTION>
<S>                                                                                       <C>



PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements       (Unaudited)                                           Page
                                                                                          ----

         Balance Sheets -September 30, 2009 and December 31, 2008                          F-1

         Statements of Operations  -
                  Three and Nine months  ended  September  30, 2009 and 2008 and
                  From March 17, 1999 (Inception) to September 30, 2009                    F-2

         Statements of Cash Flows -
                  Nine months ended September 30, 2009 and 2008 and
                  From March 17, 1999 (Inception) to September 30, 2009                    F-4

         Notes to the Financial Statements                                                 F-5

Item 2.  Management's Discussion and Analysis of Financial Condition
                  and Results of Operations                                                 1

Item 3.  Quantitative and Qualitative Disclosures About Market Risk - Not Applicable        4

Item 4. Controls and Procedures                                                             4

Item 4T.  Controls and Procedures                                                           4

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings -Not Applicable                                                  5

Item 1A. Risk Factors - Not Applicable                                                      5

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds                        5

Item 3.  Defaults Upon Senior Securities - Not Applicable                                   5

Item 4.  Submission of Matters to a Vote of Security Holders - Not Applicable               5

Item 5.  Other Information - Not Applicable                                                 6

Item 6.  Exhibits                                                                           6
SIGNATURES                                                                                  7

</TABLE>


<PAGE>




                                     PART I

ITEM 1. FINANCIAL STATEMENTS




<PAGE>

<PAGE>
<TABLE>
<CAPTION>



                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)

                                 BALANCE SHEETS

<S>                                                                     <C>                       <C>




                                                                          September 30,             December 31,
                                                                              2009                      2008
                                                                        ------------------        -----------------
                              ASSETS                                       (Unaudited)               (Audited)
                              ------

CURRENT ASSETS:
   Cash                                                                             $ 794                 $ 11,662
   Prepaid Expenses                                                                 5,250                           -
                                                                        ------------------        -----------------
                       Total Current Assets                                         6,044                   11,662

PROPERTY:
   Oil and Gas Lease                                                                1,122                            -
                                                                        ------------------        -----------------

                           TOTAL ASSETS                                           $ 7,166                 $ 11,662
                                                                        ==================        =================


               LIABILITIES AND SHAREHOLDERS' DEFICIT

CURRENT LIABILITIES:
   Accounts Payable                                                               $ 4,879                  $ 2,368
   Loan from Affiliates                                                             3,750                    3,750
   Loan from Shareholders                                                           6,930                    6,930
                                                                        ------------------        -----------------

                         Total Liabilities                                         15,559                   13,048
                                                                        ------------------        -----------------


COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' DEFICIT:
   Preferred shares, no par value, non voting: 10,000,000
     shares authorized; no shares issued and outstanding                                -                           -
   Common shares, $.001 par value, voting: 200,000,000
     shares authorized; 3,905,525 and 2,845,524 issued
     and outstanding, respectively                                                  3,905                    2,845
   Additional paid in capital                                                     444,870                  387,930
   Deficit accumulated during the development stage                              (457,168)                (392,161)
                                                                        ------------------        -----------------

                    Total Shareholders' Deficit                                    (8,393)                  (1,386)
                                                                        ------------------        -----------------

            TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT                           $ 7,166                 $ 11,662
                                                                        ==================        =================


The accompanying notes are an integral part of these statements.


</TABLE>

                                      F-1

<PAGE>
<TABLE>
<CAPTION>


                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)
                            STATEMENTS OF OPERATIONS
                                  (Unaudited)
<S>                                       <C>                    <C>                            <C>                     <C>




                                              For the Three Months Ended                         For the Nine Months Ended
                                      September 30, 2009         September 30, 2008       September 30, 2009      September 30, 2008
                                      -----------------------    -----------------------    --------------------    ----------------
OPERATING EXPENSES:
   Salaries and related expenses           $              -          $               -         $                        $         -
   Professional fees                                  8,609                      8,659                  17,445               17,951
   Service fees                                       5,250                      4,025                  42,750               39,425
   Travel and entertainment                             146                      4,741                   2,751                7,851
   General and administrative                           152                        399                   2,061                3,201
                                          -----------------------    -----------------------    --------------------    ------------
        Total Operating Expenses                     14,157                     17,824                  65,007               68,428
                                          -----------------------    -----------------------    --------------------    ------------
             Operating loss                         (14,157)                   (17,824)                (65,007)             (68,428)

OTHER INCOME:
   Other, net                                             -                          -                       -                   -
                                          -----------------------    -----------------------    -------------------     ------------
NET LOSS
   BEFORE INCOME TAXES                              (14,157)                   (17,824)                (65,007)             (68,428)

   Provision for income taxes                             -                          -                       -                   -
                                          -----------------------    -----------------------    -------------------     ------------
NET LOSS                                          $ (14,157)                 $ (17,824)              $ (65,007)           $ (68,428)
                                          =======================    =======================    ====================    ============

Basic and diluted
   (loss) per common share                          $ (0.01)                   $ (0.01)                $ (0.02)             $ (0.03)
                                          =======================    =======================    ====================    ============
Basic and diluted
   weighted-average number
   of common shares outstanding                   3,905,525                  2,525,524               3,421,302            2,107,121
                                          =======================    =======================    ====================    ============

The accompanying notes are an integral part of these statements.


</TABLE>

                                      F-2
<PAGE>


(continued)


                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)


                                                    Period From
                                                    (Inception)
                                                  March 17, 1999
                                                     Through
                                                  September 30, 2009
                                               --------------------
OPERATING EXPENSES:
   Salaries and related expenses                         $ 112,128
   Professional fees                                       106,727
   Service fees                                            225,025
   Travel and entertainment                                 35,947
   General and administrative                               37,482
                                               --------------------
        Total Operating Expenses                           517,309
                                               --------------------
             Operating loss                               (517,309)

OTHER INCOME:
   Other, net                                               60,141
                                               --------------------
NET LOSS
   BEFORE INCOME TAXES                                    (457,168)

   Provision for income taxes                                    -
                                               --------------------
NET LOSS                                                $ (457,168)


Basic and diluted
   (loss) per common share

Basic and diluted
   weighted-average number
   of common shares outstanding

The accompanying notes are an integral part of these statements.

                                      F-3

<PAGE>
<TABLE>
<CAPTION>

                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)

                            STATEMENTS OF CASH FLOWS
                                  (Unaudited)

<S>                                               <C>                 <C>        <C>                 <C>         <C>




                                                             Common Shares               Preferred Shares         Additional
                                                            $.001 Par Value                No Par Value           Paid-in
                                                       Shares         Amount          Shares          Amount       Capital
                                                  -----------------------------  ------------------------------  ------------
BALANCES, Inception, March 17, 1999                              -         $ -                 -         $ -           $ -
   Issuance of shares for services and cash                950,706         950                 -           -        43,825
   Net loss                                                      -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 1999                                950,706         950                 -           -        43,825
   Issuance of shares for debt, services and cash           39,818          40                 -           -       140,960
   Net loss                                                      -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 2000                                990,524         990                 -           -       184,785
   Net income                                                    -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 2001                                990,524         990                 -           -       184,785
   Net income                                                    -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 2002                                990,524         990                 -           -       184,785
   Net loss                                                      -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 2003                                990,524         990                 -           -       184,785
   Net loss                                                      -           -                 -           -             -
                                                  ------------------  -----------------------------  ----------  ------------

BALANCES, December 31, 2004                                990,524         990                 -           -       184,785
   Net loss                                                      -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 2005                                990,524         990                 -           -       184,785
   Net loss                                                      -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 2006                                990,524         990                 -           -       184,785
   Issuance of shares for debt, services and cash        1,245,000       1,245                 -           -       165,255
   Net loss                                                      -           -                 -           -             -
                                                  ------------------  -----------------------------  ----------  ------------

BALANCES, December 31, 2007                              2,235,524       2,235                 -           -       350,040
   Issuance of shares for services and cash                610,000         610                 -           -        37,890
   Net loss                                                      -           -                 -           -             -
                                                  -----------------   -----------------------------  ----------  ------------

BALANCES, December 31, 2008                              2,845,524       2,845                  -           -     387,930
   Issuance of shares for services and cash              1,060,000       1,060                  -           -      56,940
   Rounding                                                      1           -                  -           -           -
   Net loss                                                      -           -                  -           -           -
                                                  -----------------  ----------  ------------------  ----------   -----------
BALANCES, September 30, 2009                             3,905,525     $ 3,905                  -         $ -   $ 444,870
                                                  =================  ==========  ==================  ========================

The accompanying notes are an integral part of these statements.


</TABLE>

                                      F-4
<PAGE>
<TABLE>
<CAPTION>

(continued)

                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)

                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<S>                                                      <C>            <C>

                                                                             Total
                                                                         Shareholders'
                                                                            Equity
                                                             Deficit       (Deficit)
                                                           ------------ ----------------
BALANCES, Inception, March 17, 1999                              $ -             $ -
   Issuance of shares for services and cash                        -          44,775
   Net loss                                                  (29,784)        (29,784)
                                                         -------------- ----------------

BALANCES, December 31, 1999                                  (29,784)          14,991
   Issuance of shares for debt, services and cash                  -          141,000
   Net loss                                                 (215,994)        (215,994)
                                                         -------------- ----------------

BALANCES, December 31, 2000                                 (245,778)         (60,003)
   Net income                                                  9,233            9,233
                                                         -------------- ----------------

BALANCES, December 31, 2001                                 (236,545)         (50,770)
   Net income                                                 49,137           49,137
                                                         -------------- ----------------

BALANCES, December 31, 2002                                 (187,408)          (1,633)
   Net loss                                                     (890)            (890)
                                                         -------------- ----------------

BALANCES, December 31, 2003                                 (188,298)          (2,523)
   Net loss                                                   (5,657)          (5,657)
                                                         -------------- ----------------

BALANCES, December 31, 2004                                 (193,955)          (8,180)
   Net loss                                                  (36,000)         (36,000)
                                                         -------------- ----------------

BALANCES, December 31, 2005                                 (229,955)         (44,180)
   Net loss                                                  (36,000)         (36,000)
                                                         -------------- ----------------

BALANCES, December 31, 2006                                 (265,955)         (80,180)
   Issuance of shares for debt, services and cash                  -          166,500
   Net loss                                                  (78,097)         (78,097)
                                                         -------------- ----------------

BALANCES, December 31, 2007                                 (344,052)           8,223
   Issuance of shares for services and cash                        -           38,500
   Net loss                                                  (48,109)         (48,109)
                                                         -------------- ----------------

BALANCES, December 31, 2008                                 (392,161)          (1,386)
   Issuance of shares for services and cash                        -           58,000
   Rounding                                                        -                -
   Net loss                                                  (65,007)         (65,007)
                                                         -------------- ----------------
BALANCES, September 30, 2009                               $(457,168)        $ (8,393)
                                                         ============== ================



       The accompanying notes are an integral part of these statements.

                                       F-5

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                              BEDROCK ENERGY, INC.
                     (A Company in the Development Stage)

                            STATEMENTS OF CASH FLOWS
                                  (Unaudited)
<S>                                               <C>                      <C>                      <C>







                                                                                                        Period From
                                                                                                        (Inception)
                                                                                                          March 17, 1999
                                                            For the Nine Months Ended                     Through
                                                     September 30, 2009       September 30, 2008      September 30, 2009
                                                  -----------------------------------------------------------------------
CASH FLOW FROM OPERATING ACTIVITIES:
   Net (loss)                                               $ (65,007)                $ (68,428)              $ (457,168)
   Adjustments to reconcile net (loss) to net cash
      (used in) operating activities:
     Issuance of common shares for services                    48,000                    11,000                  171,275
     Issuance of debt for services                                  -                        -                    12,000
     Debt forgiveness                                               -                        -                   (62,509)
     (Increase) in current assets                              (5,250)                   (1,575)                  (5,250)
     Increase in accruals/payables                              2,511                    30,000                  128,456
                                                  --------------------     ---------------------    ---------------------
      Net cash used in operating activities                   (19,746)                  (29,003)                (213,196)
                                                  --------------------     ---------------------    ---------------------
CASH FLOW FROM INVESTING ACTIVITIES:
  Purchase of Lease                                            (1,122)                       -                    (1,122)
                                                  --------------------     ---------------------    ---------------------
       Net cash used in investing activities                   (1,122)                       -                    (1,122)
                                                  --------------------     ---------------------    ---------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from related party payable                              -                        -                    21,612
   Sale of common shares                                       10,000                    20,000                  193,500
                                                  --------------------     ---------------------    ---------------------
    Net cash provided by financing activities                  10,000                    20,000                  215,112
                                                  --------------------     ---------------------    ---------------------
NET (DECREASE) INCREASE IN CASH                               (10,868)                   (9,003)                     794

CASH, BEGINNING OF PERIOD                                      11,662                    18,771                        -
                                                  --------------------     ---------------------    ---------------------
CASH, END OF PERIOD                                             $ 794                   $ 9,768                    $ 794
                                                  ====================     =====================    =====================

NONCASH ACTIVITIES:
   Issuance of common shares for debt              $                -       $                -                  $ 84,000
                                                  ====================     =====================    =====================



The accompanying notes are an integral part of these statements.



</TABLE>

                                      F-6

<PAGE>



                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2009
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization

The Company was incorporated in Colorado on August 11, 2004 and its name changed
to Bedrock Energy, Inc. on October 18, 2007 from CellTouch, Inc. Enviromart.com,
Inc. was  incorporated  in New Hampshire in March of 1999. On September 21, 2004
CellTouch,  Inc. and  Enviromart.com,  Inc.  (collectively  the "Company")  were
merged under the laws of the State of Colorado and  CellTouch,  Inc.  became the
surviving  entity.  The  Company  has been in the  development  stage  since its
inception.  Activities  through September 30, 2009 include the raising of equity
capital and the  formation  of a previous  business  plan to sell  environmental
products over the Internet as well as the current business plan to merge with or
acquire and develop assets from a company in the oil and gas industry.

Interim Presentation

In the opinion of the  management  of the Company,  the  accompanying  unaudited
financial statements include all material adjustments,  including all normal and
recurring  adjustments,  considered  necessary to present  fairly the  financial
position and  operating  results of the Company for the periods  presented.  The
financial  statements  and notes are presented as permitted by Form 10-Q, and do
not contain certain information  included in the Company's Annual Report on Form
10-K for the fiscal year ended  December 31, 2008. It is the  Company's  opinion
that when the interim  financial  statements  are read in  conjunction  with the
December 31, 2008 Annual Report on Form 10-K,  the  disclosures  are adequate to
make  the  information  presented  not  misleading.   Interim  results  are  not
indicative of results for a full year or any future period.

Statement of Cash Flows

For  purposes  of the  statements  of cash  flows,  cash  includes  deposits  in
commercial bank accounts.

Income Taxes

Under the asset and liability  method,  deferred tax assets and  liabilities are
recognized for the estimated future tax consequences attributable to differences
between  the  financial  statement  carrying  amounts  of  existing  assets  and
liabilities and their respective tax basis.  Deferred tax assets and liabilities
are  measured  using  enacted  tax rates in effect  for the year in which  those
temporary differences are expected to be recovered or settled.

Income Per Share

Income per share  requires  presentation  of both basic and  diluted  income per
common share.  Common share equivalents are not included in the weighted average
calculation since their effect would be anti-dilutive.

Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting  principles  in the United States of America  requires  management to
make  estimates and  assumptions  that affect the reported  amount of assets and
liabilities and disclosures 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,
and such differences may be material to the financial statements.

                                      F-7
<PAGE>





                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2009
                                   (Unaudited)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Fair Value of Financial Instruments

The Company's financial  instruments,  including cash, other assets and payables
approximate fair value due to the short-term nature of those instruments.

Going Concern

The Company's financial statements for the three and nine months ended September
30, 2009 have been prepared on a going concern  basis,  which  contemplates  the
realization of assets and the settlement of liabilities  and  commitments in the
normal course of business.  The Company  reported an accumulated  deficit in the
development  stage of $457,168 as of  September  30,  2009.  The Company did not
recognize  revenues from its  activities  during the three and nine months ended
September 30, 2009.  These factors raise  substantial  doubt about the Company's
ability to continue as a going concern.

Recent Accounting Pronouncements

In June 2009, the Financial Accounting Standard Board ("FASB") issued Accounting
Standards  Codification ("ASC") 105, "Generally Accepted Accounting  Principals"
(formerly  Statement of Financial  Accounting  Standards  ("SFAS") No. 168, "The
FASB Accounting  Standards  Codification and the Hierarchy of Generally Accepted
Accounting  Principles").  ASC 105 establishes the FASB ASC as the single source
of  authoritative  nongovernmental  U.S.  GAAP.  The standard is  effective  for
interim and annual  periods  ending after  September  15,  2009.  We adopted the
provisions  of the standard on September  30, 2009 which did not have a material
impact on our financial statements.

There were various  other  accounting  standards and  interpretations  issued in
2009,  none of which are  expected  to have a material  impact on the  Company's
financial position, operations or cash flows.

NOTE 2 - SHAREHOLDERS' EQUITY

Preferred Share

The Company is authorized to issue  10,000,000  shares of no par value preferred
stock.  As of  September  30,  2009,  the  Company  has  no  shares  issued  and
outstanding.

Common Share

The Company is  authorized  to issue  200,000,000  shares of $.001 voting common
stock.  On March 24,  2008 the  Company,  as a result of  shareholder  approval,
implemented a one share for two share  reverse stock split.  As of September 30,
2009 and 2008 there were a total of 3,905,525  (including 1 additional share for
rounding)  and  2,545,524   shares  of  common  stock  issued  and   outstanding
respectively.

During the three and nine months ended  September 30, 2009,  the Company  issued
300,000 and 960,000  shares of its common stock for  services  valued at $15,000
and $48,000  respectively  (See Note 3) or $.05 per share as well as 100,000 and
100,000 shares of its common stock for cash at $10,000 and $10,000  respectively
or $.10 per share.

                                      F-8
<PAGE>






                              BEDROCK ENERGY, INC.
                      (A Company in the Development Stage)
                          NOTES TO FINANCIAL STATEMENTS
                               September 30, 2009
                                   (Unaudited)

NOTE 2 - SHAREHOLDERS' EQUITY (continued)

Common Share (continued)

During the three and nine months ended  September 30, 2008,  the Company  issued
20,000 and 110,000 shares of its common stock for services  valued at $2,000 and
$11,000  respectively  (See Note 3) or $.10 per  share as well as 0 and  200,000
shares of its common stock for cash at $0 and $20,000  respectively  or $.10 per
share as part of a private placement.

On August 2, 2007,  the Company  authorized  the sale in a private  placement of
1,000,000  shares of common stock  (pre-reverse  stock split) at a price of $.05
per share under an exemption from  registration  provision of the Securities Act
of 1933. The funds were used to pay the costs associated with its administration
and  payment of  professional  fees to bring the  Company  to a fully  reporting
company  within  compliance  of the  Securities  Act of  1933  and  1934.  As of
September 30, 2008,  the Company sold a total of 900,000  shares of common stock
(pre  reverse  stock  split) as part of this  private  placement  for a total of
$45,000 in cash.

NOTE 3 - RELATED PARTY TRANSACTIONS

As of September  30, 2009,  the Company owes the officers and  directors a total
$6,930 plus a total of $2,368 in accrued interest  relative to previously issued
promissory notes.

During the nine months ended  September  30, 2009,  the Company  issued  350,000
shares of common stock to its two Board members in exchange for services  valued
at $17,500 of which the $17,500 is for services to be rendered during the period
March 1, 2009 through  December 31, 2009. As of September 30, 2009,  the Company
has prepaid  expense of $5,250 in consulting fees as a result of the issuance of
the above shares of common stock to its directors.

During the nine months ended  September  30, 2008,  the Company  authorized  the
issuance of 90,000 shares of common stock to its three Board members in exchange
for  services  valued at $9,000 of which the $9,000 was  comprised  of  services
rendered  during  the year 2007 in the amount of $1,500 and during the year 2008
in the amount of $7,500.

NOTE 4 - INCOME TAXES

As of September 30, 2009, the Company had net operating loss  carryforwards  for
income tax and financial  reporting purposes of approximately  $372,000 expiring
in the years 2014  through  2028.  The deferred tax assets that result from such
operating loss carryforwards of approximately  $122,000 as of September 30, 2009
have been fully reserved for in the accompanying  financial  statements.  During
the nine months ended  September 30, 2009, the valuation  allowance  established
against the net operating loss carryforwards increased by $20,000.

                                      F-9
<PAGE>




NOTE 5 - FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK AND CONTINGENCIES

The accompanying  financial  statements have been prepared  assuming the Company
will continue as a going concern. The Company has suffered recurring losses from
operations that raise  substantial doubt about the Company's ability to continue
as a going  concern.  Management's  plans in this  regard  are to raise  capital
through the  issuance  of common  shares as well as seek a merger  partner.  The
accompanying  financial statement do not include any adjustments relating to the
recovery  and  classification  of  recorded  asset  amounts  or the  amount  and
classification of liabilities that might be

                                      F-10
<PAGE>


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The  following  discussion  should  be read in  conjunction  with our  unaudited
financial  statements and notes thereto included herein. In connection with, and
because we desire to take  advantage  of, the "safe  harbor"  provisions  of the
Private  Securities  Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statements in the following  discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange  Commission.  Forward-looking
statements are statements not based on historical  information  and which relate
to future  operations,  strategies,  financial  results  or other  developments.
Forward looking  statements are necessarily based upon estimates and assumptions
that are inherently  subject to significant  business,  economic and competitive
uncertainties and  contingencies,  many of which are beyond our control and many
of which,  with  respect to future  business  decisions,  are subject to change.
These  uncertainties and contingencies can affect actual results and could cause
actual results to differ  materially from those expressed in any forward looking
statements  made by, or on our behalf.  We  disclaim  any  obligation  to update
forward-looking statements.

 OPERATIONS
 ----------

We had no  operations  prior to and we had no  revenues  during the nine  months
ended  September  30, 2009.  We have minimal  capital and minimal  cash.  We are
illiquid  and need cash  infusions  from  investors or  shareholders  to provide
capital, or loans from any sources.

We are an oil and gas exploration and development  company focused on creating a
portfolio of North  American  assets,  located in the central and Western United
States  that  exhibit  consistent,   predictable,   and  long-lived   production
capabilities.   We  plan  to  build  value  for  its  shareholders  through  the
acquisition  and  development of gas and oil assets that contain proven reserves
in domestic areas where reserves can be  economically  produced at a low risk to
us relying  on joint  venture  partners  to supply  most of the funds  needed to
explore or develop these properties.

We intend to participate in oil and gas prospects located in the states of Utah,
Wyoming,  Kansas, New Mexico, and Colorado. Our main emphasis will be to acquire
production  or revenue  generating  opportunities  either by lease  purchase  or
farmout, when available, with third parties and industry partners.

On February  12, 2009,  we acquired a 100% net revenue  interest in 240 acres in
Morgan County Colorado which is located  approximately forty five miles north of
Denver,  Colorado  and lies in what is called the  Denver,  Julesberg  Basin (DJ
Basin).  The DJ  Basin  is the  predominant  geological  structure  in  Northern
Colorado.  The shallow "J" and "D" sand formations of the DJ Basin constitutes a
common  source of oil and gas. The acreage in Morgan  County has forty (40) acre
drilling and spacing  units for the  production  of oil and gas from the "D" and
"J" sand formations.

                                       1
<PAGE>




The acreage  contained within these leases have a 10-year "primary term" (2018),
but  may be  extended  if  drilling  operations  are in  progress,  or if  other
conditions  are met.  The term of a lease  can  continue  as long as the  lessee
produces oil and gas in paying quantities during the term of the lease.

We will need  substantial  additional  capital to support  our  proposed  future
energy  operations.  We have no revenues.  We have no  committed  source for any
funds as of date  hereof.  No  representation  is made  that any  funds  will be
available when needed.  In the event funds cannot be raised when needed,  we may
not be able to carry out our business  plan,  may never achieve sales or royalty
income, and could fail in business as a result of these uncertainties.

Decisions  regarding future  participation  in exploration  wells or geophysical
studies or other activities will be made on a case-by-case basis. We may, in any
particular   case,   decide  to   participate  or  decline   participation.   If
participating,  we may pay our  proportionate  share of costs  to  maintain  our
proportionate  interest  through  cash  flow  or debt or  equity  financing.  If
participation  is  declined,  we may  elect  to  farmout,  non-consent,  sell or
otherwise  negotiate  a  method  of cost  sharing  in  order  to  maintain  some
continuing interest in the prospect.

RESULTS OF OPERATIONS

For the Three Months Ended September 30, 2009 Compared to the Three Months Ended
September 30, 2008

During the three months ended  September 30, 2009 and 2008, we did not recognize
any revenues from our business activities.

During the three months ended  September 30, 2009, we incurred  total  operating
expenses of $14,157  compared to $17,824 during the three months ended September
30, 2008.  The decrease of $3,667 was a result of $4,595  decrease in travel and
entertainment expenses offset by an increase of $1,225 in service fees.

During the three months  ended  September  30,  2009,  we incurred a net loss of
$14,157  compared  to a net  loss of  $17,824  during  the  three  months  ended
September 30, 2008. The decrease of $3,667 is a result of the $4,595 decrease in
travel and  entertainment  expenses  offset by an  increase of $1,225 in service
fees, as discussed above.

For the Nine Months Ended  September  30, 2009 Compared to the Nine Months Ended
September 30, 2008

During the nine months ended  September  30, 2009 and 2008, we did not recognize
any revenues from our business activities.

During the nine  months  ended  September  30,  2009,  we  incurred  operational
expenses of $65,007  compared to $68,428 for the nine months ended September 30,
2008.  The  decrease of $3,421 was a result of $3,325  increase in service  fees
offset by a $5,100  decrease in travel and  entertainment  expenses and a $1,140
decrease in general and administrative expenses.

During the nine  months  ended  September  30,  2009,  we incurred a net loss of
$65,007  compared to $68,428 for the nine months ended  September 30, 2009.  The
decrease of $3,421 was a result of $3,325  increase in service  fees offset by a
$5,100  decrease in travel and  entertainment  expenses and a $1,140 decrease in
general and administrative expenses.

                                       2
<PAGE>





LIQUIDITY

At September 30, 2009, we had total current assets of $6,044, consisting of cash
of $794 and a prepaid  expense of $5,250.  At September  30, 2009,  we had total
liabilities of $15,559, consisting of $4,879 in accounts payables and $10,680 in
loans from  affiliates  and  shareholders.  At  September  30,  2009,  we had an
accumulated deficit of $457,168.

During the nine months ended  September 30, 2009, we used net cash of $19,746 in
operational activities. During the nine months ended September 30, 2008, we used
net cash of $29,003 in  operational  activities.  During the nine  months  ended
September 30, 2009, we recognized a net loss of $65,007,  which was adjusted for
a non-cash activity of $48,000 in common stock that was issued for services.

During the nine months ended  September  30, 2009,  the Company  issued  350,000
shares of common stock to its two Board members in exchange for services  valued
at $17,500  respectively  of which the  $17,500 is for  services  to be rendered
during the period March 1, 2009 through  December 31, 2009.  As of September 30,
2009, the Company has prepaid  expense of $5,250 in consulting  fees as a result
of the issuance of the above shares of common stock to its directors.

During the nine months ended  September 30, 2009, the Company used $1,122 in its
investing  activities.  The  funds  were  used to  purchase  a 100% net  revenue
interest in 240 acres in Morgan  County,  Colorado as discussed  in  Operations.
During the nine months ended  September 30, 2008, the Company  neither  received
nor used funds in its investing activities.

During the nine months ended  September 30, 2009, the Company  received  $10,000
from its financing activities.  During the nine months ended September 30, 2009,
Company issued 100,000 shares of its restricted stock for cash of $10,000 ($0.10
per share).

During the nine months ended  September 30, 2008, the Company  received  $20,000
from its financing  activities.  The $20,000 was from the sale of 200,000 shares
of the Company's restricted common stock.

We have minimal cash at September 30, 2009 and no other  assets,  and we will be
reliant upon shareholder loans or private  placements of equity to fund any kind
of operations. We have secured no sources of loans or private placements at this
time.

Capital Resources

We have only common stock as our capital resource.

We have no material  commitments for capital  expenditures within the next year,
however if operations are commenced,  substantial  capital will be needed to pay
for participation, investigation, exploration, acquisition and working capital.

Need for Additional Financing

We do not have capital  sufficient to meet our cash needs.  We will have to seek
loans or equity placements to cover such cash needs. Once exploration commences,
our needs for additional financing is likely to increase substantially.

                                       3
<PAGE>





No commitments to provide  additional  funds have been made by our management or
other stockholders.  Accordingly,  there can be no assurance that any additional
funds will be  available  to us to allow it to cover our expenses as they may be
incurred.

In  addition,  the  United  States is  experiencing  severe  instability  in the
commercial  and investment  banking  systems which is likely to continue to have
far-reaching   effects  on  the   economic   activity  in  the  country  for  an
indeterminable period. The long-term impact on the United States economy and the
Company's operating  activities and ability to raise capital cannot be predicted
at this time, but may be substantial.

ITEM 3.  QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable

ITEM 4.  CONTROLS AND PROCEDURES

Disclosures Controls and Procedures

We have adopted and maintain disclosure controls and procedures (as such term is
defined in Rules 13a 15(e) and 15d-15(e)  under the  Securities  Exchange Act of
1934,  as  amended  (the  "Exchange  Act"))  that are  designed  to ensure  that
information  required to be disclosed in our reports  under the Exchange Act, is
recorded,  processed,  summarized and reported within the time periods  required
under  the  SEC's  rules and forms  and that the  information  is  gathered  and
communicated to our management, including our Chief Executive Officer (Principal
Executive Officer) and Chief Financial Officer (Principal Financial Officer), as
appropriate, to allow for timely decisions regarding required disclosure.

As  required  by SEC Rule  15d-15(b),  our  Chief  Executive  Officer  and Chief
Financial  Officer for the quarter  ended  September  30,  2009,  carried out an
evaluation  under the supervision and with the  participation of our management,
of the effectiveness of the design and operation of our disclosure  controls and
procedures  pursuant  to  Exchange  Act Rule  15d-14 as of the end of the period
covered by this report. Based on the foregoing evaluation,  Messrs.  Nichols and
Sears have concluded  that our disclosure  controls and procedures are effective
in timely alerting them to material  information  required to be included in our
periodic SEC filings and to ensure that information  required to be disclosed in
our periodic SEC filings is  accumulated  and  communicated  to our  management,
including our Chief  Executive  Officer and Chief  Financial  Officer,  to allow
timely decisions  regarding required disclosure as a result of the deficiency in
our internal control over financial reporting discussed below.

ITEM 4T. CONTROLS AND PROCEDURES

Management's Report on Internal Control over Financial Reporting

This  quarterly  report  does not  include a report of  management's  assessment
regarding internal control over financial  reporting or an attestation report of
the  Company's  registered  public  accounting  firm due to a transition  period
established by rules of the  Securities and Exchange  Commission of newly public
companies.

                                       4
<PAGE>




                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

                NONE

ITEM 1A.  RISK FACTORS

            NONE

ITEM 2.  CHANGES IN SECURITIES

The Company made the following unregistered sales of its securities from July 1,
2009 through September 30, 2009.

<TABLE>
<CAPTION>
<S>                                                                              <C>

  DATE OF SALE     TITLE OF SECURITIES   NO. OF SHARES       CONSIDERATION       CLASS OF PURCHASER

------------------ -------------------- ---------------- ----------------------- -----------------------------
 September 2009       Common Stock          100,000             $10,000               Business Associate
------------------ -------------------- ---------------- ----------------------- -----------------------------
 September 2009       Common Stock          300,000       $15,000 in Services        Business Associates
------------------ -------------------- ---------------- ----------------------- -----------------------------
</TABLE>

Exemption From Registration Claimed

All of the sales by the Company of its unregistered  securities were made by the
Company in reliance upon Section 4(2) of the  Securities Act of 1933, as amended
(the "1933  Act").  All of the  individuals  and/or  entities  listed above that
purchased the unregistered securities were almost all existing shareholders, all
known  to  the  Company  and  its  management,   through  pre-existing  business
relationships,   as  long  standing  business  associates  and  employees.   All
purchasers  were  provided  access  to  all  material  information,  which  they
requested,  and all  information  necessary to verify such  information and were
afforded access to management of the Company in connection with their purchases.
All  purchasers of the  unregistered  securities  acquired such  securities  for
investment and not with a view toward distribution, acknowledging such intent to
the Company.  All certificates or agreements  representing  such securities that
were issued contained  restrictive legends,  prohibiting further transfer of the
certificates or agreements representing such securities, without such securities
either being first  registered  or  otherwise  exempt from  registration  in any
further resale or disposition.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

                NONE.

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

               NONE.

                                       5
<PAGE>




ITEM 5.  OTHER INFORMATION

               NONE.

ITEM 6.  EXHIBITS

Exhibits.  The  following is a complete  list of exhibits  filed as part of this
Form 10-Q.  Exhibit  numbers  correspond  to the numbers in the Exhibit Table of
Item 601 of Regulation S-K.

     Exhibit 31.1  Certification of Chief Executive  Officer pursuant to Section
     302 of the Sarbanes-Oxley Act

     Exhibit 31.2  Certification of Chief Financial  Officer pursuant to Section
     302 of the Sarbanes-Oxley Act

     Exhibit 32.1  Certification  of  Principal  Executive  Officer  pursuant to
     Section 906 of the Sarbanes-Oxley Act

     Exhibit 32.1  Certification  of  Principal  Financial  Officer  pursuant to
     Section 906 of the Sarbanes-Oxley Act 5

                                       6
<PAGE>




                                   SIGNATURES


     Pursuant to the  requirements  of Section 12 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.





                              BEDROCK ENERGY, INC.
                                  (Registrant)



Dated:   November 6,  2009          By: /s/ W. Edward Nichols
                                            ---------------------
                                            W. Edward Nichols, President, Chief
                                            Executive Officer





November 6, 2009                    By: /s/Herbert T. Sears
                                        -------------------
                                           Herbert T. Sears, Chief Financial
                                           Officer





                                        7