**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549





**FORM
      10-QSB**





x
            Quarterly
                Report under Section 13 or 15(d) of the Securities Exchange Act of
                1934




For
      the
      quarterly period ended April 30, 2007





o
            Transition
                report under Section 13 or 15(d) of the Exchange
                Act




For
      the
      transition period from __________ to __________




Commission
      File Number: 000-51427





**BLACKSANDS
      PETROLEUM, INC.**


**(Formerly
        known as Lam Liang Corp.)**





(Exact
      name of Registrant as specified in its charter)





Nevada
            
            20-1740044(State
                or other jurisdiction
            
            (I.R.S.
                Employerof
                incorporation or organization
            
            Identification
                No.)





SUITE
                328, 369 ROCKY VISTA PARK DRIVECALGARY,
                ALBERTA T3G 5K7CANADA
            
            Telephone:
                (403) 870-2220(Address
                of principal executive offices)
            
            (Registrant's
                telephone number, including area
                code)





Former
      Name, Address and Fiscal Year, If Changed Since Last Report





Check
      whether the issuer: (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act 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 such filing requirements for the past 90 days. Yes x No o





We
      had a
      total of 44,854,700 shares of common stock issued and outstanding at June 12,
      2007.





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





Transitional
      Small Business Disclosure Format: Yes o No x










**PART
      I - FINANCIAL INFORMATION**




**Item
      1. Financial Statements.**





The
      interim financial statements included herein are unaudited but reflect, in
      management's opinion, all adjustments, consisting only of normal recurring
      adjustments, that are necessary for a fair presentation of our financial
      position and the results of our operations for the interim periods presented.
      Because of the nature of our business, the results of operations for the
      quarterly period ended April 30, 2007 are not necessarily indicative of the
      results that may be expected for the full fiscal year.





2




**Blacksands
                Petroleum, Inc.****(Formerly
                known as Lam Liang Corp.)****(A
                Development Stage Enterprise)****Balance
                Sheets**




**Unaudited**
            
            **Audited****As
                of**
            
            **As
                of****April
                30, 2007**
            
            **October
                31, 2006****A
              S S E T S**Current
              AssetsCash
                held at bank
            
            $
            384,074
            
            $
            752,788Cash
                held in attorney’s trust account
            
            
            **136,808**
            
            
            40,650Restricted
                Cash - held in Escrow (note 4)
            
            
            **10,854,407**
            
            
            10,854,407Prepaid
                expenses
            
            
            **28,019**
            
            
            3,494Total
                Current Assets
            
            
            **11,403,308**
            
            
            11,651,339Property
                and Equipment - net
            
            
            **29,424**
            
            
            31,325Other
                AssetsExclusivity
                agreement deposit
            
            
            **90,080**
            
            
            -Rent
                Deposit
            
            
            **10,017**
            
            
            9,902Total
                Other Assets
            
            
            **100,097**
            
            
            9,902Total
                Assets
            
            $
            11,532,829
            
            $
            11,692,566**L
                I A B I L I T I E S  A N D  S T O C K H O L D E R S’  E Q U
                I T Y**Current
                LiabilitiesAccounts
                payable and accrued liabilities
            
            $
            1,166,393
            
            $
            97,812Accounts
                payable to related party
            
            
            **2,252**
            
            
            2,226Total
                Current Liabilities
            
            
            **1,168,645**
            
            
            100,038Stockholders’
                EquityCommon
                Stock (note 3)
            
            
            **74,855**
            
            
            74,855Additional
                Paid-in-Capital
            
            
            **11,872,951**
            
            
            11,867,547Treasury
                stock, at cost
            
            
            **(50,000**
            **)**
            
            -Accumulated
                Comprehensive Loss
            
            
            **(4,816**
            **)**
            
            (2,296
            )Deficit
                accumulated during the development stage
            
            
            **(1,528,806**
            **)**
            
            (347,578
            )Total
                Stockholders' Equity
            
            
            **10,364,184**
            
            
            11,592,528Total
                Liabilities and Stockholders' Equity
            
            $
            11,532,829
            
            $
            11,692,566




See
      accompanying notes to Financial Statements.




3




**Blacksands
                Petroleum, Inc.****(Formerly
                known as Lam Liang Corp.)****(A
                Development Stage Enterprise)****Statements
                of Operations**




**Unaudited**
                  **For
                    the Six Months**
                  **Ended**
                  **April
                    30, 2007**
              
              **Unaudited**
                  **For
                    the Six Months**
                  **Ended**
                  **April
                    30, 2006**
              
              **Unaudited**
                  **For
                    the Three**
                  **Months
                    Ended**
                  **April
                    30, 2007**
              
              **Unaudited**
                  **For
                    the Three**
                  **Months
                    Ended**
                  **April
                    30, 2006**
              
              **Unaudited**
                  **From
                    Inception**
                  **(October
                    12, 2004)**
                  **through**
                  **April
                    30, 2007****Revenues:**Revenue
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -Total
                  Revenues
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -**Expenses:**Professional
                  Fees
              
              
              209,792
              
              
              625
              
              
              65,263
              
              
              625
              
              
              525,233Loss
                  on abandoned fixed assets
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              1,494Employee
                  remuneration
              
              
              25,993
              
              
              -
              
              
              13,098
              
              
              -
              
              
              55,454Website
                  & contract services
              
              
              1,060
              
              
              -
              
              
              97
              
              
              -
              
              
              11,758Depreciation
              
              
              4,006
              
              
              42
              
              
              2,059
              
              
              21
              
              
              6,449Exploration
                  expenses (note 12)
              
              
              1,124,029
              
              
              -
              
              
              1,124,029
              
              
              -
              
              
              1,124,029Office
                  and Administration
              
              
              55,846
              
              
              4,111
              
              
              26,885
              
              
              2,503
              
              
              155,020Total
                  Expenses
              
              
              1,420,726
              
              
              4,778
              
              
              1,231,431
              
              
              3,149
              
              
              1,879,439Net
                  loss from Operations
              
              
              (1,420,726
              )
              
              (4,778
              )
              
              (1,231,431
              )
              
              (3,149
              )
              
              (1,879,439
              )**Other
                  Income and Expenses:**Interest
                  Income
              
              
              238,260
              
              
              -
              
              
              117,440
              
              
              -
              
              
              374,081Gain
                  (loss) from Currency Transaction
              
              
              1,238
              
              
              -
              
              
              (171
              )
              
              -
              
              
              1,552Net
                  Loss before Taxes
              
              
              (1,181,228
              )
              
              (4,778
              )
              
              (1,114,162
              )
              
              (3,149
              )
              
              (1,503,806
              )**Provision
                  for Income Taxes:**Income
                  Tax Benefit
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -Net
                  Loss
              
              $
              (1,181,228
              )
              $
              (4,778
              )
              $
              (1,114,162
              )
              $
              (3,149
              )
              $
              (1,503,806
              )Other
                  Comprehensive Income (Loss)
              
              $
              (2,520
              )
              $
              1,823
              
              $
              8,796
              
              $
              -
              
              $
              (4,816
              )Total
                  Comprehensive Loss
              
              $
              (1,183,748
              )
              $
              (2,955
              )
              $
              (1,105,366
              )
              $
              (3,149
              )
              $
              (1,508,622
              )Basic
                  and Diluted Loss Per Common Share
              
              $
              (0.02
              )
              $
              (0.00
              )
              $
              (0.02
              )
              $
              (0.00
              )
              $
              (0.03
              )Weighted
                  Average number of Common Shares used in per share
                  calculations
              
              
              45,849,175
              
              
              63,000,000
              
              
              44,854,700
              
              
              63,000,000
              
              
              54,720,750


See
      accompanying notes to Financial Statements.




4




**Blacksands
                Petroleum, Inc.****(Formerly
                known as Lam Liang Corp.)****(A
                Development Stage Enterprise)****Statement
                of Changes in Stockholders’
Equity**


**(Unaudited)**




**Shares**
            
            **Par
                Value $0.001**
            
            **Additional
                Paid-In Capital**
            
            **Treasury
                Stock**
            
            **Other
                Compre-hensive Income**
            
            **Deficit
                Accumulated During Development Stage**
            
            **Stockholder’s
                Equity**Balance
                - October 12, 2004 -(inception)
            
            
            -
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -
            
            $
            -Stock
                issued for cash -October
                12, 2004(1)
            
            
            30,000,000
            
            
            30,000
            
            
            -
            
            
            -
            
            
            -
            
            
            (25,000
            )
            
            5,000Foreign
                Currency Translation Adjustment
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (
                5
            )
            
            -
            
            
            (
                5
            )Net
                Loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -Balance
                - October 31, 2004
            
            
            30,000,000
            
            
            30,000
            
            
            -
            
            
            -
            
            
            (
                5
            )
            
            (25,000
            )
            
            4,995Stock
                issued for cash -March
                4, 2005(1)
            
            
            33,000,000
            
            
            33,000
            
            
            22,000
            
            
            -
            
            
            -
            
            
            -
            
            
            55,000Foreign
                Currency Translation Adjustment
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (
                2,787
            )
            
            -
            
            
            (
                2,787
            )Net
                Loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (
                13,780
            )
            
            (
                13,780
            )Balance
                - October 31, 2005
            
            
            63,000,000
            
            
            63,000
            
            
            22,000
            
            
            -
            
            
            (
                2,792
            )
            
            (
                38,780
            )
            
            43,428Equity
                Compensation -Granted
                August 1, 2006
            
            
            -
            
            
            -
            
            
            21,620
            
            
            -
            
            
            -
            
            
            -
            
            
            21,620Deferred
                equity compensation
            
            
            -
            
            
            -
            
            
            (18,918
            )
            
            -
            
            
            -
            
            
            -
            
            
            (
                18,918
            )Stock
                issued for cash -August
                10, 2006
            
            
            10,854,700
            
            
            10,855
            
            
            10,843,845
            
            
            -
            
            
            -
            
            
            -
            
            
            10,854,700Stock
                issued on conversionof
                Debentures -August
                10, 2006
            
            
            1,000,000
            
            
            1,000
            
            
            999,000
            
            
            -
            
            
            -
            
            
            -
            
            
            1,000,000Foreign
                Currency Translation Adjustment
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            496
            
            
            -
            
            
            496Net
                Loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (
                308,798
            )
            
            (
                308,798
            )Balance
                - October 31, 2006
            
            
            74,854,700
            
            
            74,855
            
            
            11,867,547
            
            
            -
            
            
            (2,296
            )
            
            (347,578
            )
            
            11,592,528Stock
                repurchased for cash-November
                6, 2006
            
            
            (
                30,000,000
            )
            
            -
            
            
            -
            
            
            (50,000
            )
            
            -
            
            
            -
            
            
            (
                50,000
            )Equity
                compensation expensed
            
            
            -
            
            
            -
            
            
            5,404
            
            
            -
            
            
            -
            
            
            -
            
            
            5,404Foreign
                Currency Translation Adjustment
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (2,520
            )
            
            -
            
            
            (2,520
            )Net
                Loss
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            (
                1,181,228
            )
            
            (
                1,181,228
            )Balance
                - April 30, 2007
            
            
            44,854,700
            
            $
            74,855
            
            $
            11,872,951
            
            $
            (50,000
            )
            $
            (4,816
            )
            $
            (1,528,806
            )
            $
            10,364,184




(1)
                On May 6, 2006, the Company declared a 30 for 1 forward stock split
                (the
                “Stock Split”) in the form of a dividend. The record date for the stock
                split was June 21, 2006. The stock split has been recorded
                retroactively.





See
      accompanying notes to Financial Statements.




5





**Blacksands
                Petroleum, Inc.****(Formerly
                known as Lam Liang Corp.)****(A
                Development Stage Enterprise)****Statements
                of Cash Flows**




**(Unaudited)**
                **November
                  1, 2006**
                **Through**
                **April
                  30, 2007**
              
              **(Unaudited)**
                **November
                  1, 2005**
                **Through**
                **April
                  30, 2006**
              
              **(Unaudited)**
                **From
                  Inception**
                **(October
                  12, 2004)**
                **Through**
                **April
                  30, 2007**Cash
                  Flows from Operating Activities:Net
                  Loss
              
              **$**
              (1,181,228
              )
              $
              (4,778
              )
              **$**
              (1,503,806
              )Adjustments
                  to reconcile net loss tonet
                  cash used by operating activites:Foreign
                  Currency Income (Loss)
              
              
              (2,520
              )
              
              1,823
              
              
              (4,816
              )Equity
                  compensation expense
              
              
              **5,404**
              
              
              -
              
              
              **8,106**Loss
                  on abandoned fixed assets
              
              
              **-**
              
              
              -
              
              
              **1,496**Office
                  Equipment and Furniture: Depreciation
              
              
              **4,006**
              
              
              42
              
              
              **6,449**Changes
                  in Operating assets and liabilitiesPrepaid
                  expenses
              
              
              (24,525
              )
              
              -
              
              
              (28,019
              )Exclusivity
                  agreement deposit
              
              
              (90,080
              )
              
              -
              
              
              (90,080
              )Rent
                  Deposit
              
              
              (116
              )
              
              (74
              )
              
              (10,018
              )Accounts
                  payable and accrued liabilities
              
              
              **1,068,581**
              
              
              -
              
              
              **1,166,393**Payroll
                  and withholding taxes payable
              
              
              
              
              
              2,065
              
              
              **-**Accounts
                  payable to related party
              
              
              **26**
              
              
              -
              
              
              **2,252**Net
                  Cash Used in Operating Activities
              
              
              (220,452
              )
              
              (922
              )
              
              (452,043
              )Cash
                  Flows from Investing Activities:Purchase
                  of property and equipment
              
              
              (2,104
              )
              
              -
              
              
              (37,368
              )Net
                  Cash Used in Investing Activities
              
              
              (2,104
              )
              
              -
              
              
              (37,368
              )Cash
                  Flows from Financing Activities:Issue
                  of convertible debentures
              
              
              **-**
              
              
              -
              
              
              **1,000,000**Repurchase
                  of Common Stock
              
              
              (50,000
              )
              
              -
              
              
              (50,000
              )Sales
                  of Common Stock
              
              
              **-**
              
              
              -
              
              
              **10,914,700**Net
                  Cash (Used in) Provided by Financing Activities
              
              
              (50,000
              )
              
              -
              
              
              **11,864,700**Net
                  Increase (Decrease) in Cash
              
              
              (272,556
              )
              
              (924
              )
              
              **11,375,289**Cash
                  Balance, Beginning of Period
              
              
              **11,647,845**
              
              
              41,048
              
              
              **-**Cash
                  Balance, End of Period
              
              **$**
              **11,375,289**
              
              $
              49,126
              
              **$**
              **11,375,289**Supplemental
                  Disclosures:Cash
                  Paid for interest
              
              **$**
              **-**
              
              $
              -
              
              $
              -Cash
                  Paid for income taxes
              
              **$**
              **-**
              
              $
              -
              
              $
              -Non-cash
                  financing activities:Conversion
                  of debentures into stock and warrants
              
              $
              -
              
              $
              -
              
              $
              1,000,000




See
      accompanying notes to Financial Statements.


6


BLACKSANDS
        PETROLEUM, INC.
 (FORMERLY
        KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)
 NOTES
        TO
        FINANCIAL STATEMENTS




1.
            DESCRIPTION
                OF BUSINESS, HISTORY AND SUMMARY OF SIGNIFICANT ACCOUNTING
                POLICIES





Description
      of business and history -
      Blacksands Petroleum, Inc. (hereinafter referred to as the “Company”) was
      incorporated in the State of Nevada on October 12, 2004 as Lam Liang Corp.
      The
      Company was formed to design, produce and sell fashionable computer laptop
      cases
      for women through a subsidiary, which was subsequently dissolved on June 5,
      2006. The Company's operations were limited to general administrative operations
      and development of its first product line and is considered a development stage
      company in accordance with Statement of Financial Accounting Standards No.
      7,
      and exited its plan of operation on May 6, 2006. The Company does not
      currently have an operating business and is looking to capitalize on the
      experience and knowledge of its management in considering possible strategic
      transactions in the unconventional oil industry. To indicate its new direction
      into the unconventional oil industry, the Company filed a Certificate of
      Amendment to its Articles of Incorporation on June 9, 2006 to change its name
      from “Lam Liang Corp.” to “Blacksands Petroleum, Inc.”





Going
      Concern .
      The
      ability of the Company to continue as a going concern is dependent on additional
      sources of capital and the success of the Company's business plan. The financial
      statements do not include any adjustments that might be necessary if the Company
      is unable to continue as a going concern.





Year
      end - The
      Company's fiscal year end is October 31.





Principles
      of consolidation - The
      consolidated financial statements include the accounts of the Company and its
      subsidiary (up to the date of dissolution of the subsidiary). All significant
      inter-company transactions and balances have been eliminated.





Use
      of
      estimates - The
      preparation of consolidated 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 revenue and expenses during the reporting
      period. Actual results could differ from those estimates.




Cash
      and cash equivalents - The
      Company considers all highly liquid investments with original maturities of
      three months or less to be cash equivalents.





Concentration
      of credit risks - The
      Company's cash and cash equivalents accounts are held at financial institutions
      and are insured by the Federal Deposit Insurance Corporation ("FDIC") up to
      $100,000 and by Canada Deposit Insurance Corporation ("CDIC") up to Cdn$100,000.
      During quarter ended April 30, 2007, the Company has reached bank balances
      exceeding the FDIC and CDIC insurance limits. To reduce its risk associated
      with
      the failure of such financial institutions, the Company periodically evaluates
      the credit quality of the financial institutions in which it holds
      deposits.




Oil
      and Gas Properties





Company
      follows the successful efforts method of accounting for its oil and natural
      gas
      properties. Unproved oil and gas properties are periodically assessed and any
      impairment in value is charged to exploration expense. The costs of unproved
      properties, which are determined to be productive are transferred to proved
      oil
      and gas properties and amortized on an equivalent unit-of-production basis.
      Exploratory expenses, including geological and geophysical expenses and delay
      rentals for unevaluated oil and gas properties, are charged to expense as
      incurred. Exploratory drilling costs are initially capitalized as unproved
      property but charged to expense if and when the well is determined not to have
      found proved oil and gas reserves. In accordance with Statement of Financial
      Accounting Standards No. 19, exploratory drilling costs are evaluated
      within a one-year period after the completion of drilling.


7
  BLACKSANDS
        PETROLEUM, INC.
 (FORMERLY
        KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)
 NOTES
        TO
        FINANCIAL STATEMENTS


Property
      and equipment -
      Property and equipment are stated at cost less accumulated depreciation.
      Depreciation is provided principally on the straight-line method over the
      estimated useful lives of the assets, which are generally 3 to 27 years. The
      amounts of depreciation provided are sufficient to charge the cost of the
      related assets to operations over their estimated useful lives. Upon sale or
      other disposition of a depreciable property, cost and accumulated depreciation
      are removed from the accounts and any gain or loss is reflected in other
      income.





The
      Company periodically evaluates whether events and circumstances have occurred
      that may warrant revision of the estimated useful life of fixed assets or
      whether the remaining balance of fixed assets should be evaluated for possible
      impairment. The Company uses an estimate of the related undiscounted cash flows
      over the remaining life of the fixed assets in measuring their
      recoverability.





Income
      taxes - The
      Company accounts for its income taxes in accordance with Statement of Financial
      Accounting Standards No. 109, which requires recognition of deferred tax assets
      and liabilities for future tax consequences attributable to differences between
      the financial statement carrying amounts of existing assets and liabilities
      and
      their respective tax bases and tax credit carry forwards. Deferred tax assets
      and liabilities are measured using enacted tax rates expected to apply to
      taxable income in the years in which those temporary differences are expected
      to
      be recovered or settled. The effect on deferred tax assets and liabilities
      of a
      change in tax rates is recognized in operations in the period that includes
      the
      enactment date.





Management
      feels the Company will have a net operating loss carryover to be used for future
      years. Such losses may not be fully deductible due to the significant amounts
      of
      non-cash service costs. The Company has not established a valuation allowance
      for the full tax benefit of the operating loss carryovers due to the uncertainty
      regarding realization.





Net
      loss per common share - The
      Company computes net loss per share in accordance with SFAS No. 128, Earnings
      per Share (SFAS 128) and SEC Staff Accounting Bulletin No. 98 (SAB 98). Under
      the provisions of SFAS 128 and SAB 98, basic net loss per share is computed
      by
      dividing the net loss available to common stockholders for the period by the
      weighted average number of shares of common stock outstanding during the period.
      The calculation of diluted net loss per share gives effect to common stock
      equivalents; however, potential common shares are excluded if their effect
      is
      anti-dilutive. For the quarter ended April 30, 2007, 13,054,000 options and
      warrants were excluded from the computation of diluted earnings per share
      because their effect would be anti-dilutive. For the period from November 1,
      2005 to April 30, 2006 there were no options and warrants excluded from the
      computation of diluted earnings per share because their effect would be
      anti-dilutive.





Comprehensive
      income (loss) - Until
      May 6, 2006, the Company’s bank accounts were located in Thailand, with funds
      denominated in Thai Baht. Foreign currency translation losses up to that date
      were $969. The Company’s funds at October 31, 2006 and at April 30, 2007 were
      held in Canadian and U.S. Dollar bank accounts and trust and escrow accounts
      maintained by the Company’s lawyers in U.S. Dollars. Foreign currency
      translation gains for the quarter ended April 30, 2007 amounted to $8,796.
      Foreign currency translation losses for the six months ended April 30, 2007
      were
      $2,520. Total foreign currency translation losses from October 12, 2004 to
      April
      30, 2007 were $4,816. See note 8 regarding comprehensive income.





Foreign
      Currency Translation -
      Up to May 6, 2006, the Company's functional currency was Thai baht as
      substantially all of the Company's operations were in Thailand.  The
      Company used the United States Dollar as its reporting currency for consistency
      with registrants of the Securities and Exchange Commission (“SEC”) and in
      accordance with the SFAS No. 52 - “Foreign Currency Translation”. Assets and
      liabilities denominated in a foreign currency are translated at the exchange
      rate in effect at the period end and capital accounts are translated at
      historical rates.  Income statement accounts are translated at the average
      rates of exchange prevailing during the period.  Translation adjustments
      from the use of different exchange rates from period to period are included
      in
      the comprehensive income account in stockholder's equity, if
      applicable.





8




BLACKSANDS
      PETROLEUM, INC.


(FORMERLY
      KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      FINANCIAL STATEMENTS




1.
            DESCRIPTION
                OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)





In
      April
      2006, the Company's existing officers resigned and Darren Stevenson was
      appointed as the new President, Secretary and Chief Executive Officer of the
      Company, and on May 6, 2006, the Company's board of directors resigned and
      Mr.
      Stevenson and Bruno Mosimann became the Company's new directors. As a result
      of
      these events, the Company's operations have moved to Canada and although the
      Company maintains substantial funds in United States Dollars the functional
      currency of the Company is the Canadian Dollar. The Company continues to use
      the
      United States Dollar as its reporting currency for consistency with registrants
      of the SEC.





Transactions
      undertaken in currencies other than the functional currency of the entity are
      translated using the exchange rate in effect as of the transaction date. 
Any exchange gains and losses are included in other items on the statement
      of
      operations.





Revenue
      recognition - The
      Company has no revenues to date from its operations.





New
      accounting pronouncements -





In
      December 2004, the FASB issued SFAS No. 123 (revised 2004), Share-Based Payment,
      which is a revision of SFAS No. 123, Accounting for Stock-Based Compensation.
      SFAS No. 123(R) supersedes APB Opinion





No.
      25,
      Accounting for Stock Issued to Employees, and amends SFAS No. 95, Statement
      of
      Cash Flows. Generally, the approach in SFAS No. 123(R) is similar to the
      approach described in SFAS No. 123. However, SFAS No. 123(R) requires all
      share-based payments to employees, including grants of employee stock options,
      to be recognized in the income statement based on their fair values. Pro forma
      disclosure is no longer an alternative. The new standard became effective for
      the Company in the first interim or annual reporting period beginning after
      December 15, 2005. The Company has adopted this standard effective for the
      year
      ended October 31, 2006.





In
      May
      2005, the FASB issued SFAS No. 154, “Accounting Changes and Error
      Corrections” (“SFAS 154”). SFAS 154 replaces Accounting Principles
      Board Opinion No. 20 “Accounting Changes” and SFAS No. 3,
“Reporting Accounting Changes in Interim Financial Statements-An Amendment of
      APB Opinion No. 28.” SFAS 154 provides guidance on the accounting for
      and reporting of accounting changes and error corrections. SFAS 154
      requires “retrospective application” of the direct effect of a voluntary change
      in accounting principle to prior periods’ financial statements where it is
      practicable to do so. SFAS 154 also redefines the term “restatement” to
      mean the correction of an error by revising previously issued financial
      statements. SFAS 154 is effective for accounting changes and error
      corrections made in fiscal years beginning after December 15, 2005 unless
      adopted early. The Company does not expect the adoption of SFAS 154 to have
      a material impact on its consolidated financial position, results of operations
      or cash flows, except to the extent that the statement subsequently requires
      retrospective application of a future item.





9


BLACKSANDS
      PETROLEUM, INC.


(FORMERLY
      KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      FINANCIAL STATEMENTS (CONTINUED)




1.
            DESCRIPTION
                OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)





In
      February 2006, the FASB issued Statement of Financial Accounting Standards
      No. 155, Accounting for Certain Hybrid Financial Instruments (“SFAS
      No. 155”), which amends Statement of Financial Accounting Standards
      No. 133, Accounting for Derivative Instruments and Hedging Activities
      (“SFAS No. 133”) and Statement of Financial Accounting Standards
      No. 140, Accounting for Transfers and Servicing of Financial Assets and
      Extinguishments of Liabilities (“SFAS No. 140”). SFAS No. 155 permits
      fair value measurement for any hybrid financial instrument that contains an
      embedded derivative that otherwise would require bifurcation, establishes a
      requirement to evaluate interests in securitized financial assets to identify
      interests that are freestanding derivatives or hybrid financial instruments
      containing embedded derivatives. SFAS 155 is effective
      for all financial instruments acquired or issued after the beginning of an
      entity’s first fiscal year that begins after September 15, 2006. Earlier
      adoption is permitted as of the beginning of an entity’s fiscal year, provided
      the entity has not yet issued financial statements, including financial
      statements for any interim period for that fiscal year. The
      Company does not expect the adoption of SFAS 155 to have a material impact
      on its consolidated financial position, results of operations or cash
      flows.





In
      March
      2006, the FASB issued Statement of Financial Accounting Standards No. 156,
      Accounting for Servicing of Financial Assets (“SFAS No. 156”), which amends FASB
      Statement No. 140 (“SFAS No. 140”). SFAS 156 may be adopted as early as January
      1, 2006, for calendar year-end entities, provided that no interim financial
      statements have been issued. Those not choosing to early adopt are required
      to
      apply the provisions as of the beginning of the first fiscal year that begins
      after September 15, 2006 (e.g., January 1, 2007, for calendar year-end
      entities).  The intention of the new statement is to simplify accounting
      for separately recognized servicing assets and liabilities, such as those common
      with mortgage securitization activities, as well as to simplify efforts to
      obtain hedge-like accounting.  Specifically, the FASB said FAS No. 156
      permits a service using derivative financial instruments to report both the
      derivative financial instrument and related servicing asset or liability by
      using a consistent measurement attribute, or fair value. The Company does
      not expect the adoption of SFAS 155 to have a material impact on its
      consolidated financial position, results of operations or cash
      flows.





In
      September 2006, the FASB issued FASB Statement No. 157. This Statement defines
      fair value, establishes a framework for measuring fair value in generally
      accepted accounting principles (GAAP), and expands disclosures about fair value
      measurements. This Statement applies under other accounting pronouncements
      that
      require or permit fair value measurements, the Board having previously concluded
      in those accounting pronouncements that fair value is a relevant measurement
      attribute. Accordingly, this Statement does not require any new fair value
      measurements. However, for some entities, the application of this Statement
      will
      change current practices. This Statement is effective for financial statements
      for fiscal years beginning after November 15, 2007. Earlier application is
      permitted provided that the reporting entity has not yet issued financial
      statements for that fiscal year. Management believes this Statement will have
      no
      impact on the financial statements of the Company once adopted.




In
      February 2007, the FASB issued Statement of Financial Accounting Standards
      No.
      159, *The
      Fair Value Option for Financial Assets and Financial Liabilities - Including
      an
      amendment of FASB Statement No. 115* .
      This
      Statement permits entities to choose to measure many financial instruments
      and
      certain other items at fair value. The objective is to improve financial
      reporting by providing entities with the opportunity to mitigate volatility
      in
      reported earnings caused by measuring related assets and liabilities differently
      without having to apply complex hedge accounting provisions. This Statement
      applies to all entities, including not-for-profit organizations. Most of the
      provisions of this Statement apply only to entities that elect the fair value
      option. However, the amendment to FASB Statement No. 115, *Accounting
      for Certain Investments in Debt and Equity Securities* ,
      applies
      to all entities with available-for-sale and trading securities. The fair value
      option permits all entities to choose to measure eligible items at fair value
      at
      specified election dates.





10


BLACKSANDS
        PETROLEUM, INC.
 (FORMERLY
        KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)
 NOTES
        TO
        FINANCIAL STATEMENTS (CONTINUED)


1.
            DESCRIPTION
                OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(continued)





A
      business entity shall report unrealized gains and losses on items for which
      the
      fair value option has been elected in earnings (or another performance indicator
      if the business entity does not report earnings) at each subsequent reporting
      date. The fair value option may be applied instrument by instrument (with a
      few
      exceptions); is irrevocable (unless a new election date occurs); and is applied
      only to entire instruments and not to portions of instruments. This Statement
      is
      effective as of the beginning of an entity’s first fiscal year that begins after
      or before November 15, 2007, provided the entity also elects to apply the
      provisions of FASB Statement No. 157, *Fair
      Value Measurement* .
      The
      Company does not expect the adoption of SFAS 159 to materially effect the
      Company’s financial position or results of operations. Management does not
      believe that any recently issued, but not yet effective accounting
      pronouncements if currently adopted would have a material effect on the
      accompanying consolidated financial statements.




2.
              PROPERTY
                    AND EQUIPMENT





As
      of
      April 30, 2007 the Company owns the following office equipment and
      furniture:





**April
                30, 2007**
            
            **October
                31, 2006****Cost**
            
            **Accumulated**
              **depreciation**
            
            **Net
                book**
              **Value**
            
            **Net
                book**
              **Value**Furniture
                and fixtures
            
            $
            18,752
            
            $
            2,545
            
            $
            16,206
            
            $
            16,078Office
                equipment
            
            
            16,760
            
            
            3,542
            
            
            13,218
            
            
            15,247$
            35,512
            
            $
            6,087
            
            **$**
            **29,424**
            
            $
            31,325


3.
                STOCKHOLDER'S
                        EQUITY


Authorized:





On
      June
      9, 2006, the Company filed a Certificate of Amendment to its Articles of
      Incorporation with the Secretary of State of Nevada to increase the authorized
      share capital (the “Share Increase”) from 75,000,000 shares of Common Stock, par
      value $0.001, to 310,000,000 shares, comprised of 300,000,000 shares of Common
      Stock and 10,000,000 shares of Preferred Stock, par value $0.001. In
      addition, on May 6, 2006, our Board of Directors declared a 30:1 forward stock
      split (the “ Stock
      Split ”)
      in the
      form of a dividend. The record and payment date for the stock dividend was
      June
      21, 2006. Appropriate revisions have been made to the financial statements for the prior
      fiscal year to reflect the Share Increase and the Stock Split.





Issued:


**Number
                of Shares**
            
            **Par
                Value**
            
            **Additional
                Paid in Capital**October
                12, 2004 - Issued for cash
            
            
            1,000,000
            
            $
            1,000
            
            $
            4,000March
                2005 - Issued for cash
            
            
            1,100,000
            
            
            1,100
            
            
            53,900**Balance
                October 31, 2005**
            
            
            2,100,000
            
            
            2,100
            
            
            57,900June
                21, 2006 - Stock Split 30:1
            
            
            60,900,000
            
            
            60,900
            
            
            (57,900
            )August
                9, 2006 - Issued for cash
            
            
            10,854,700
            
            
            10,855
            
            
            10,843,845August
                9, 2006 - On conversion ofConvertible
                Debentures
            
            
            1,000,000
            
            
            1,000
            
            
            999,000**Balance,
                October 31, 2006**
            
            
            74,854,700
            
            $
            74,855
            
            $
            11,842,845Repurchase
                of stock for cash - November. 6, 2006
            
            
            (30,000,000
            )
            
            (30,000
            )
            
            (20,000
            )**Balance,
                April 30, 2007**
            
            
            44,854,700
            
            $
            44,855
            
            $
            11,822,845





11


3.
                STOCKHOLDER'S
                        EQUITY





The
      issued and outstanding shares were issued as follows:





30,000,000
      common shares (post-split) were issued to Alan Teegardin on October 12, 2004
      for
      the sum of $5,000 in cash which were subsequently transferred to Dr. Anchana
      Chayawatana on November 19, 2004 for the same amount. On May 6, 2006, Dr.
      Chayawatana sold her 30,000,000 shares to Darren Stevenson. 33,000,000 common
      shares (post-split) were issued to 29 investors in the Company's SB-2 offering
      for the aggregate sum of $55,000 in cash. The Regulation SB-2 offering was
      declared effective by the Securities and Exchange Commission on February 15,
      2005 and completed in March 2005.





On
      June
      9, 2006, the Company filed a Certificate of Amendment to its Articles of
      Incorporation to increase its authorized capital stock to 310,000,000 authorized
      shares, consisting of 300,000,000 shares of common stock, par value $0.001
      each,
      and 10,000,000 shares of preferred stock, par value $0.001 each. The Company's
      Board of Directors may issue the preferred stock in one of more series, with
      such voting powers, designations, preferences and rights or qualifications,
      limitations or restrictions thereof as shall be stated in the resolution or
      resolutions adopted by them.





Effective
      August 9, 2006, the Company closed a private placement of Units of its
      securities. 10,854,700 Units were issued at a price of $1.00 per Unit, resulting
      in gross proceeds of $10,854,700. The offering was conducted pursuant to the
      exemption from the registration requirements of the federal securities laws
      provided by Regulation S and Section 4(2) of the Securities Act of 1993, as
      amended (the “Securities Act”) and Rule 506 of Regulation D under the Securities
      Act. Each Unit consisted of one share, on a post-split basis, of the Company's
      common stock and one warrant to purchase a share of common stock (the
      "Warrants"). Each Warrant is exercisable for two years commencing October 1,
      2006 and entitles its holder to purchase one share of Common Stock at $3.00
      per
      share. Following the closing of the offering, the funds will remain in escrow
      until a suitable acquisition candidate in the unconventional petroleum industry
      is identified and acquired. If the Company fails to complete a business
      acquisition within 12 months after the closing of the offering, subscription
      proceeds will be promptly returned to investors without interest or deduction.





On
      May 6,
      2006 the Company issued $1,000,000 of convertible debentures (see note 10 below)
      to two accredited investors. The Debentures converted into Units on August
      9,
      2006 at a conversion price of $1.00 per Unit for a total of 1,000,000 Units.
      Each Unit consisted of one share, on a post-split basis, of the Company's common
      stock and one warrant to purchase a share of common stock. Each Warrant is
      exercisable for two years commencing October 1, 2006 and entitles its holder
      to
      purchase one share of Common Stock at $3.00 per share.





As
      at
      April 30, 2007 there are 11,854,700 Warrants outstanding. Each Warrant is
      exercisable for two years commencing October 1, 2006 and entitles its holder
      to
      purchase one share of Common Stock at $3.00 per share.


4.
                  RESTRICTED
                            CASH - HELD IN
                            ESCROW





Effective
      August 9, 2006, the Company closed a private placement of 10,854,700 Units
      of
      its securities at a price of $1.00 per Unit. The proceeds from the offering
      will
      remain in escrow until a suitable business acquisition candidate is identified
      and acquired. If the Company fails to complete a business acquisition within
      12
      months after the closing of the offering, subscription proceeds will be promptly
      returned to investors without interest
      or deduction.


5.
                  LOAN
                            FROM OFFICERS AND
                            DIRECTORS





As
      of
      April 30, 2007, there are no loans to the Company from any officers and
      directors.





12


6.
                  RELATED
                            PARTY
                            TRANSACTIONS





As
      of
      April 30, 2007, there are no significant related party transactions between
      the
      Company and any of its officers or directors other than an employment agreement
      with Darren Stevenson. Included in accounts payable is $2,252 payable to the
      president in respect of the employment agreement. Prepaid expenses of $9,909
      are
      travel advances to the president.


7.
                  STOCK
                            OPTIONS





On
      April
      18, 2006, the Company entered into an employment agreement and a stock option
      agreement with Darren Stevenson. Under
      the
      Stock Option Agreement, Mr. Stevenson was, on April 18, 2006, granted options
      to
      purchase 1,000,000 shares of common stock of the Company on a post-split
      basis. All
      of
      the options, once vested, are exercisable at $2.00 per share. Options expire
      two
      years after the date of the grant. Options
      to purchase 100,000 shares vested on June 9, 2006 when the Company filed with
      the Secretary of State of Nevada an amendment to its Articles of Incorporation,
      which among other things, increased its authorized common stock to 300,000,000
      shares and changed its name to “Blacksands Petroleum, Inc.” Options to purchase
      200,000 shares vested on August 9, 2006 when the Company completed a common
      stock placement of US$10,854,700. Options to purchase 200,000 shares vested
      on
      January 1, 2007, and options to purchase 500,000 shares will vest if the Company
      conducts a placement of at least US$50,000,000. The Company enacted a 30:1
      forward Stock Split on June 9, 2006, and all of the share amounts for which
      the
      options are exercisable are on a post-split basis.





The
      Company valued the options issued to Mr. Stevenson at a $0 value based on a
      closing price of $0.03, an exercise price of $ 2.00, and a term of 2 years.
      The
      company used the average historical volatility of 3 companies deemed to be
      in
      the same industry as the company as 50.86%.





On
      August
      1, 2006 the Company entered into a consulting agreement and a stock warrant
      agreement with Gregg Layton. Under
      the
      Stock Warrant Agreement, Mr. Layton received warrants to purchase 200,000 shares
      of our common stock (on a post-split basis as described below) with 50,000
      warrants vesting on August 1, 2006. Warrants to purchase 25,000 shares of common
      stock vested on January 1, 2007, warrants to purchase 25,000 shares of common
      stock vested August 9, 2006 and warrants to purchase 100,000 shares of common
      stock will vest if the Company conducts a placement of at least US$50,000,000.
      The Company enacted a 30:1 forward stock split on June 9, 2006, and all of
      the
      share amounts for which the warrants are exercisable are on a post-split basis.
      All of the warrants, once vested, are exercisable at $2.00 per share until
      July
      31, 2008.





The
      Company valued the warrants issued to Mr. Layton at a $21,620 value based on
      a
      closing price of $1.00, an exercise price of $2.00, and a term of 2 years.
      The
      Company used the average historical volatility of 3 companies deemed to be
      in
      the same industry as the Company as 50.86%.





The
      Company has issued no other options or entered into stock option agreements
      with
      any other persons.





As
      of
      June 26, 2006, the Company’s Board of Directors approved, and a majority of the
      Company’s stockholders ratified, the adoption of the Company’s 2006 Stock Option
      Plan (the “Plan”), pursuant to which the Board of Directors is given the ability
      to provide incentives through the issuance of options, stock, restricted stock,
      and other stock-based awards, representing up to 6,000,000 shares of the
      Company’s common stock, to certain employees, outside directors, officers,
      consultants and advisors. No awards have been granted under the Plan as of
      the
      date of this Report .




13




BLACKSANDS
      PETROLEUM, INC.


(FORMERLY
      KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      FINANCIAL STATEMENTS (CONTINUED)


8.
                  COMPREHENSIVE
                            INCOME





Up
      to May
      6, 2006 the Company's bank accounts were located in Thailand, with funds in
      Thai
      baht, while the financial statements are prepared in US Dollars. Foreign
      currency translation gains were $496 for the year ended October
      31, 2006. The before-tax amount and after-tax amount were the same for the
      Company. The Company maintained account balances including petty cash of Baht
      1,505,789 at April 30, 2006, while the exchange rate was $0.0266, thus the
      equivalent amount in US Dollars was $40,124.





In
      April
      2006, the Company’s officers resigned, on May 6, 2006 the Company’s board of directors
      resigned and the Company's operations moved to Canada and the functional
      currency of the Company became the Canadian Dollar. At April 30, 2007 the
      Company maintained account balances of Cdn$85,054 (approximately US$76,616)
      and
      US$11,298,673.


9.
                  LITIGATION





As
      of
      April 30, 2007, the Company is not aware of any current or pending litigation,
      which may affect the Company's operations.


10.
                  CONVERTIBLE
                            DEBENTURES





On
      May 6,
      2006, the Company issued $1,000,000 principal amount of its debentures
      ("Debentures") to two accredited investors. The Debentures were unsecured,
      bore
      interest at the rate of 9% per annum, which interest was to begin to accrue
      commencing 150 days from issuance, and were for a term of three years. The
      Debentures were payable in consecutive monthly installments of principal and
      interest, commencing 150 days from the date of their issuance. The Debentures
      become convertible and were automatically converted, as to their outstanding
      principal amount plus accrued interest, if any, into units ("Units") of the
      Company's securities, following the completion of a private placement to
      accredited investors of $10,854,700 (the "PPO") of its Units on August 9, 2006.
      Each Unit consists of one share, on a post-split basis, of the Company's common
      stock and one warrant to purchase a share of common stock (the "Warrants").
      Each
      Warrant will be exercisable for two years commencing October 1, 2006 and will
      entitle its holder to purchase one share of Common Stock at $3.00 per share. Simultaneously
      with the closing of the PPO the Debentures converted into 1,000,000 Units at
      a conversion price of $1.00 per Unit, equal to the price per Unit in the
      PPO. No
      interest had accrued on the Debentures as of the date of
      conversion.


11.
                  LEASE
                            COMMITMENTS





The
      Company has renegotiated the lease for office space commencing April 1, 2007
      for
      a period of one year at a monthly rent of Cdn$6,572 (approximately
      US$5,920).


12.
                  SUBSEQUENT
                            EVENTS





On
      November 10, 2006, the Company entered into an Exclusivity Agreement with Access
      Energy Inc. (“Access”). Pursuant to the agreement, Access agreed that until
      March 10, 2007 it would refrain from soliciting or encouraging the submissions
      of proposals or offers from any person other than the Company relating to the
      purchase of all or a significant portion of the assets of Access or its
      subsidiaries. On March 9, 2007, the parties extended the exclusivity period
      until May 9, 2007. On May 4, 2007, the period was further extended through
      August 7, 2007.




14




BLACKSANDS
      PETROLEUM, INC.


(FORMERLY
      KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      FINANCIAL STATEMENTS (CONTINUED)


12.
                  SUBSEQUENT
                            EVENTS(continued)




On
      May
      17, 2007, the Company loaned Access $250,000. These funds were placed into
      an
      escrow account and can only be disbursed to Access if the Company and Access
      issue joint written instructions to the escrow agent to do so. The Company
      is
      under no obligation, contingent or otherwise, to issue such instructions. The
      loan was made pursuant to a loan agreement and promissory note. The note becomes
      due on August 7, 2007 and bears interest at 9%, payable monthly. The loan will
      be forgiven if the Company engages in a transaction relating to the purchase
      of
      equity or all or a significant portion of Access’s assets where the proceeds of
      the loan offset part of the purchase price.





On
      May
      24, 2007, the Company purchased certain two dimensional seismic data (the
“Seismic”) from Synterra Technologies for approximately US$1,045,000. This
      amount was accrued at April 30, 2007.





15




BLACKSANDS
      PETROLEUM, INC.


(FORMERLY
      KNOWN AS LAM LIANG CORP.)(A DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      FINANCIAL STATEMENTS (CONTINUED)


**Item
      2. Management's Discussion and Analysis or Plan of
      Operation.**




Plan
      of Operation





Since
      inception and through April 30, 2006, our plan of operation was to design,
      contract for manufacture and distribute "high-end", quality computer bags for
      a
      reasonable price. On May 6, 2006, three of our directors resigned and two new
      directors were appointed to our board of directors. In addition, on June 5,
      2006, Maha San Lam Liang Co. Ltd., our 99.94% owned Thai subsidiary, was
      dissolved. As a result, we have exited our previous plan of operation.





We
      do not
      currently have an operating business and are looking to capitalize on the
      experience and knowledge of our management in considering possible strategic
      transactions in the unconventional oil industry. We are looking to invest in
      the
      exploration and development in the unconventional oil industry through an
      acquisition. We have established an office in Calgary, Alberta and will be
      pursuing acquisition opportunities that will meet our objective of commencing
      our oil and gas exploration activities.





Results
      of Operations





For
      the
      six months ended April 30, 2007 and since the date of inception, we have not
      generated any revenues.





We
      incurred total operating expenses of $ 1,420,726 for the
      six months ended April 30, 2007, as compared to total operating expenses of
      $4,778 for the six months ended April 30, 2006. These expenses consisted of
      general operating expenses incurred in connection with the day-to-day operation
      of our business and the preparation and filing of our periodic reports as well
      as the salary paid to Darren Stevenson, our Chief Executive Officer, pursuant
      to
      an employment agreement that Mr. Stevenson entered into with us on April 18,
      2006. The significant operating expenses include professional fees of $209,792
      for the six months ended April 30, 2007 incurred in connection with filing
      of
      periodic reports, SEC compliance filings, audit and accounting fees and general
      corporate matters  as
      compared with professional fees of $625 the six months ended April 30, 2006.
      The
      office and administration expenses of $55,846 for the six months ended April
      30,
      2007 include rent, travel, telephone and other office expenses as compared
      to
      office and administration expenses of $4,111 for the six months ended April
      30,
      2006.




During
      the six months ended April 30, 2007, we agreed to purchase certain two
      dimensional seismic data (the "Seismic") from Synterra Technologies which
      relates to approximately 750 kilometers of land in northern Saskatchewan
      where the Company intends to explore deposits of oil sands. The seismic data
      was
      gathered by digitized sound waves penetrating the earth and being reflected by
      geologic formations, then analyzed by geophysicists and geologists. During
      the six months ended April 30, 2007, we incurred total costs of $1,124,029
      which
      includes the purchase price of the seismic as well as the costs of analyzing
      and
      processing the data. These costs have been expensed as geophysical and
      geological expenses.




16




We
      earned
      total interest income of $238,260 for the six months ended April 30, 2007,
      as
      compared to total interest income of $0 for the six months ended April 30,
      2006.
      The interest was earned on the proceeds of private placement on August 9, 2006
      of $10,854,700 currently held in escrow as restricted cash.





Our
      total
      comprehensive loss for the six months ended April 30, 2007 was $1,183,748,
      as
      compared to total comprehensive loss of $2,995 for the six months ended April
      30, 2006, and a total comprehensive loss of $1,508,622 from inception on October
      12, 2004 to April 30, 2007.





We
      are
      still in our development stage and have not generated any revenues.




Selected
      Financial Information





**April
                30, 2007**
            
            **October
                31, 2006**Current
                Assets (1)
            
            **$**
            **11,403,308**
            
            $
            11,651,339Total
                Assets
            
            
            **11,532,829**
            
            
            11,692,566Current
                Liabilities
            
            
            **1,168,645**
            
            
            100,038Stockholders’
                Equity
            
            
            **10,364,184**
            
            
            11,592,528





(1)
      The
      April 30, 2007 current assets include restricted cash - held in escrow of
      $10,854,407. These funds are held in escrow pending our entering a strategic
      transaction. That amount has subsequently been reduced by US$1,000,000. See
      “-Liquidity” below. If we fail to complete a business acquisition by August 8,
      2007, subscription proceeds will be promptly returned to investors without
      interest or deduction.





Liquidity
      and Capital Resources





At
      April
      30, 2007, we had cash in the bank of Cdn$85,054 and US$307,458, (approximately
      US$384,074 in the aggregate). We also had US$136,808 in our attorney’s trust
      account.





On
      May
      17, 2007, we loaned Access Energy, Inc. (“Access”) Cdn$250,000 (approximately
      US$227,506). These funds were placed into an escrow account and can only be
      disbursed to Access if we and Access issue joint written instructions to the
      escrow agent to do so. We are under no obligation, contingent or otherwise,
      to
      issue such instructions. The loan was made pursuant to a loan agreement and
      promissory note. The note becomes due on August 7, 2007 and bears interest
      at
      9%, payable monthly. The loan will be forgiven if we engage in a transaction
      relating to the purchase of equity or all or a significant portion of Access’
assets where the proceeds of the loan offset part of our purchase
      price.





At
      April
      30, 2007, we also have restricted cash of US$10,854,407 held in escrow pending
      our entering a strategic transaction. These
      funds were received pursuant to the completion of a private placement of units
      of our securities on August 9, 2006. The
      proceeds of the offering will remain in escrow until a suitable acquisition
      candidate is identified and acquired. If we fail to complete a business
      acquisition by August 8, 2007, subscription proceeds will be returned to
      investors without interest or deduction.




17




On
      May
      24, 2007, we purchased the Seismic for US$1,044,886. US$1,000,000 was
      released from the restricted cash escrow account by four investors and the
      balance of the purchase price US$44,886 was paid from the existing cash
      accounts.





Our
      management intends to consider possible strategic transactions in the
      unconventional oil industry. We expect to be able to satisfy our cash
      requirements for at least the next 12 months without having to raise additional
      funds or seek bank loans. After that 12-month period, we may have to raise
      additional monies through sales of our equity securities or through loans from
      banks or third parties to continue our business plans; however, no such plans
      have yet been implemented.





Our
      stockholders' equity at April 30, 2007 was $10,364,184.





Off-Balance
      Sheet Arrangements





We
      have
      no off-balance sheet arrangements.





Critical
      Accounting Policies





Our
      financial statements are based on the selection and application of generally
      accepted accounting principles, which require us to make estimates and
      assumptions about future events that affect the amounts reported in our
      financial statements and the accompanying notes. Future events and their effects
      cannot be determined with certainty. Therefore, the determination of estimates
      requires the exercise of judgment. Actual results could differ from those
      estimates, and any such differences may be material to our financial statements.
      We believe that our policies may involve a higher degree of judgment and
      complexity in their application than our other accounting policies and represent
      the critical accounting policies used in the preparation of our financial
      statements. If different assumptions or conditions were to prevail, the results
      could be materially different from our reported results. Our significant
      accounting policies are presented in the notes to our financial
      statements.





When
      we
      prepare our consolidated financial statements, we use estimates and assumptions
      that may affect reported amounts and disclosures. We base these estimates on
      historical results and various other assumptions believed to be reasonable,
      the
      results of which form the basis for making estimates concerning the carrying
      value of assets and liabilities that are not readily available from other
      sources. Actual results could differ from the amounts previously estimated,
      which were based on the information available at the time the estimates were
      made. Changes in estimates are recorded if and when better information becomes
      available.





We
      consider an accounting estimate to be critical if: (1) the accounting estimate
      requires us to make an assumption about a matter that was highly uncertain
      at
      the time the estimate was made, and (2) changes in the estimate that are
      reasonably likely to occur from period to period, or use of a different estimate
      that we reasonably could have used in the current period, could have a material
      impact on our consolidated results of operations or financial
      condition.





As
      we are
      currently a development stage company, with no revenues, we do not yet have
      an
      audit committee.





New
      Accounting Pronouncements





In
      December 2004, the FASB issued SFAS No. 123 (revised 2004), Share-Based Payment,
      which is a revision of SFAS No. 123, Accounting for Stock-Based Compensation.
      SFAS No. 123(R) supersedes APB Opinion No. 25, Accounting for Stock Issued
      to
      Employees, and amends SFAS No. 95, Statement of Cash Flows. Generally, the
      approach in SFAS No. 123(R) is similar to the approach described in SFAS No.
      123. However, SFAS No. 123(R) requires all share-based payments to employees,
      including grants of employee stock options, to be recognized in the income
      statement based on their fair values. Pro forma disclosure is no longer an
      alternative. The new standard became effective for us in the first interim
      or
      annual reporting period beginning after December 15, 2005. We adopted this
      standard effective for the year ended October 31, 2006.





18




In
      May
      2005, the FASB issued SFAS No. 154, “Accounting Changes and Error
      Corrections” (“SFAS 154”). SFAS 154 replaces Accounting Principles
      Board Opinion No. 20 “Accounting Changes” and SFAS No. 3,
“Reporting Accounting Changes in Interim Financial Statements-An Amendment of
      APB Opinion No. 28.” SFAS 154 provides guidance on the accounting for
      and reporting of accounting changes and error corrections. SFAS 154
      requires “retrospective application” of the direct effect of a voluntary change
      in accounting principle to prior periods’ financial statements where it is
      practicable to do so. SFAS 154 also redefines the term “restatement” to
      mean the correction of an error by revising previously issued financial
      statements. SFAS 154 is effective for accounting changes and error
      corrections made in fiscal years beginning after December 15, 2005 unless
      adopted early. We do not expect the adoption of SFAS 154 to have a material
      impact on our consolidated financial position, results of operations or cash
      flows, except to the extent that the statement subsequently requires
      retrospective application of a future item.





In
      February 2006, the FASB issued Statement of Financial Accounting Standards
      No. 155, Accounting for Certain Hybrid Financial Instruments (“SFAS
      No. 155”), which amends Statement of Financial Accounting Standards
      No. 133, Accounting for Derivative Instruments and Hedging Activities
      (“SFAS No. 133”) and Statement of Financial Accounting Standards
      No. 140, Accounting for Transfers and Servicing of Financial Assets and
      Extinguishments of Liabilities (“SFAS No. 140”). SFAS No. 155 permits
      fair value measurement for any hybrid financial instrument that contains an
      embedded derivative that otherwise would require bifurcation, establishes a
      requirement to evaluate interests in securitized financial assets to identify
      interests that are freestanding derivatives or hybrid financial instruments
      containing embedded derivatives. SFAS 155 is effective
      for all financial instruments acquired or issued after the beginning of an
      entity’s first fiscal year that begins after September 15, 2006. Earlier
      adoption is permitted as of the beginning of an entity’s fiscal year, provided
      the entity has not yet issued financial statements, including financial
      statements for any interim period for that fiscal year. We do not
      expect the adoption of SFAS 155 to have a material impact on our
      consolidated financial position, results of operations or cash
      flows.





In
      March
      2006, the FASB issued Statement of Financial Accounting Standards No. 156,
      Accounting for Servicing of Financial Assets (“SFAS No. 156”), which amends FASB
      Statement No. 140 (“SFAS No. 140”). SFAS 156 may be adopted as early as January
      1, 2006, for calendar year-end entities, provided that no interim financial
      statements have been issued. Those not choosing to early adopt are required
      to
      apply the provisions as of the beginning of the first fiscal year that begins
      after September 15, 2006 (e.g., January 1, 2007, for calendar year-end
      entities).  The intention of the new statement is to simplify accounting
      for separately recognized servicing assets and liabilities, such as those common
      with mortgage securitization activities, as well as to simplify efforts to
      obtain hedge-like accounting.  Specifically, the FASB said FAS No. 156
      permits a service using derivative financial instruments to report both the
      derivative financial instrument and related servicing asset or liability by
      using a consistent measurement attribute, or fair value. We do not expect
      the adoption of SFAS 155 to have a material impact on our consolidated
      financial position, results of operations or cash flows.





In
      September 2006, the FASB issued FASB Statement No. 157. This Statement defines
      fair value, establishes a framework for measuring fair value in generally
      accepted accounting principles (GAAP), and expands disclosures about fair value
      measurements. This Statement applies under other accounting pronouncements
      that
      require or permit fair value measurements, the Board having previously concluded
      in those accounting pronouncements that fair value is a relevant measurement
      attribute. Accordingly, this Statement does not require any new fair value
      measurements. However, for some entities, the application of this Statement
      will
      change current practices. This Statement is effective for financial statements
      for fiscal years beginning after November 15, 2007. Earlier application is
      permitted provided that the reporting entity has not yet issued financial
      statements for that fiscal year. Management believes this Statement will have
      no
      impact on our financial statements once adopted.




19


In
      February 2007, the FASB issued Statement of Financial Accounting Standards
      No.
      159, *The
      Fair Value Option for Financial Assets and Financial Liabilities - Including
      an
      amendment of FASB Statement No. 115* .
      This
      Statement permits entities to choose to measure many financial instruments
      and
      certain other items at fair value. The objective is to improve financial
      reporting by providing entities with the opportunity to mitigate volatility
      in
      reported earnings caused by measuring related assets and liabilities differently
      without having to apply complex hedge accounting provisions. This Statement
      applies to all entities, including not-for-profit organizations. Most of the
      provisions of this Statement apply only to entities that elect the fair value
      option. However, the amendment to FASB Statement No. 115, *Accounting
      for Certain Investments in Debt and Equity Securities* ,
      applies
      to all entities with available-for-sale and trading securities. The fair value
      option permits all entities to choose to measure eligible items at fair value
      at
      specified election dates. A business entity shall report unrealized gains and
      losses on items for which the fair value option has been elected in earnings
      (or
      another performance indicator if the business entity does not report earnings)
      at each subsequent reporting date. The fair value option may be applied
      instrument by instrument (with a few exceptions); is irrevocable (unless a
      new
      election date occurs); and is applied only to entire instruments and not to
      portions of instruments. This Statement is effective as of the beginning of
      an
      entity’s first fiscal year that begins after or before November 15, 2007,
      provided the entity also elects to apply the provisions of FASB Statement No.
      157, *Fair
      Value Measurement* .
      The
      Company does not expect the adoption of SFAS 159 to materially effect the
      Company’s financial position or results of operations. Management does not
      believe that any recently issued, but not yet effective accounting
      pronouncements if currently adopted would have a material effect on the
      accompanying consolidated financial statements.





**Item
      3. Controls and Procedures.**





Evaluation
      of Disclosure Controls





We
      evaluated the effectiveness of our disclosure controls and procedures as of
      the
      date of this report. This evaluation was conducted by our President, Secretary,
      Chief Executive Officer and acting principal accounting officer, Mr. Darren
      R.
      Stevenson.





Disclosure
      controls are controls and other procedures that are designed to ensure that
      information that we are required to disclose in the reports we file pursuant
      to
      the Securities Exchange Act of 1934 is recorded, processed, summarized and
      reported.





Limitations
      on Effective Controls





Our
      management does not expect that our disclosure controls or our internal controls
      over financial reporting will prevent all error and fraud. A control system,
      no
      matter how well conceived and operated, can provide only reasonable, but no
      absolute, assurance that the objectives of a control system are met. Further,
      any control system reflects limitations on resources, and the benefits of a
      control system must be considered relative to its costs. These limitations
      also
      include the realities that judgments in decision-making can be faulty and that
      breakdowns can occur because of simple error or mistake. Additionally, controls
      can be circumvented by the individual acts of some persons, by collusion of
      two
      or more people or by management override of a control. A design of a control
      system is also based upon certain assumptions about potential future conditions;
      over time, controls may become inadequate because of changes in conditions,
      or
      the degree of compliance with the policies or procedures may deteriorate.
      Because of the inherent limitations in a cost-effective control system,
      misstatements due to error or fraud may occur and may not be
      detected.





Conclusions





Based
      upon his evaluation of our controls, the Chief Executive Officer and acting
      principal accounting officer has concluded that, subject to the limitations
      noted above, the disclosure controls are effective in providing reasonable
      assurance that material information relating to us is made known to management
      on a timely basis during the period when our reports are being prepared. There
      were no changes in our internal controls that occurred during the period covered
      by this report that have materially affected, or are reasonably likely to
      materially affect our internal controls.




20


**PART
      II—OTHER INFORMATION**





**Item
      5. Other Information**





On
      November 10, 2006, we entered into an Exclusivity Agreement with Access Energy
      Inc. (“Access”) pursuant to which Access agreed that until March 10, 2007, it
      would refrain from soliciting or encouraging the submissions of proposals or
      offers from any person other than us relating to the purchase of all or a
      significant portion of the assets of Access or its subsidiaries. We extended
      the
      period of exclusivity on March 9, 2007 to May 8, 2007, and again on May 4,
      2007
      through August 7, 2007. No additional consideration was paid for these
      extensions; and all other terms of the Exclusivity Agreement remain unchanged
      and in force.





On
      May
      17, 2007, we loaned Access Energy, Inc. (“Access”) Cdn$250,000. These funds were
      placed into an escrow account and can only be disbursed to Access if we and
      Access issue joint written instructions to the escrow agent to do so. We are
      under no obligation, contingent or otherwise, to issue such instructions. The
      loan was made pursuant to a loan agreement and promissory note. The note becomes
      due on August 7, 2007 and bears interest at 9%, payable monthly. The loan will
      be forgiven if we engage in a transaction relating to the purchase of equity
      or
      all or a significant portion of Access’ assets where the proceeds of the loan
      offset part of our purchase price. We made this loan to assist Access in its
      negotiations with the Buffalo River Dene Nation to secure exclusive rights
      to
      explore and develop potential natural gas and petroleum reserves on land
      belonging to the Dene Nation.





On
      May
      24, 2007, we purchased the Seismic. See "Management's Discussion and
      Analysis-Results of Operations."




At
      June
      12, 2007, amount of restricted cash held in escrow was
      US$9,854,407.




21


**Item
      6. Exhibits.**





Exhibit
                No.
            
            Description10.1
            
            Amendment
                of Exclusivity Agreement, dated May 4, 2007, between the Registrant
                and
                Access Energy Inc.(1)10.2
            
            Loan
                Agreement, dated May 17, 2007, between the Registrant and Access
                Energy,
                Inc.(2)10.3
            
            Promissory
                Note, dated May 17, 2007, issued by Access Energy,
                Inc.(2)31.1
            
            Sec.
                302 Certification of Principal Executive Officer31.2
            
            Sec.
                302 Certification of Principal Financial Officer (3)32.1
            
            Sec.
                906 Certification of Principal Executive Officer32.2
            
            Sec.
                906 Certification of Principal Financial Officer
                (4)





(1)
            Incorporated
                by reference to the Registrant’s Form 8-K, filed on May 7,
                2007(2)
            Incorporated
                by reference to the Registrant’s Form 8-K, filed on May 21,
                2007(3)
            Included
                in Exhibit 31.1 filed herewith(4)
            Included
                in Exhibit 32.1 filed herewith





22





**SIGNATURES**




Pursuant
      to the requirements of Section 13(a) or 15(d) of the Securities Exchange Act
      of
      1934, the Registrant has duly caused this report to be signed on its behalf
      by
      the undersigned, thereunto duly authorized.




**BLACKSANDS
                PETROLEUM, INC.**Date: June
              14, 2007
            By:
            /s/ Darren
              StevensonName:
              Darren StevensonTitle:
                President and Chief Executive
                Officer




23