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



FORM 10-Q





|S | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2008
|- | -----------------------------------------------------------------------------------------------------------------------------------------



or



|£ | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from _____ to _____
|- | --------------------------------------------------------------------------------------------------------------------------------------



Commission File Number: 000-51712

PARK PLACE ENERGY CORP.(Exact name of registrant as specified in its charter)





|Nevada                                                          |  | 71-0971567                          
|--------------------------------------------------------------- |  | ------------------------------------
|(State or other jurisdiction of 
incorporation or organization) |  | (I.R.S. Employer Identification No.)
|                                                                |  |                                     
|Suite 300, 840-6th Avenue S.W.Calgary, Alberta, Canada          |  | T2P 3E5                             
|(Address of principal executive offices)                        |  | (Zip Code)                          
|                                                                |  |                                     
|(403) 260-5375                                                  |  |                                     
|(Registrant's telephone number, including area code)            |  |                                     

Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  S
   No  £

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



|Large accelerated filer £

Non-accelerated filer £
 (Do not check if a smaller reporting company) | Accelerated filer £

Smaller reporting company S
|------------------------------------------------------------------------------------------------- | ------------------------------------------------

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

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.   64,165,335 as of November 12, 2008.



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PARK PLACE ENERGY CORP.

Quarterly Report On Form 10-Q
For The Quarterly Period Ended September 30, 2008



FORWARD-LOOKING STATEMENTS

This Form 10-Q for the quarterly period ended September 30, 2008 contains forward-looking statements that involve risks and uncertainties.  Forward-looking statements in this document include, among others, statements regarding our capital needs, business plans and expectations.  Such forward-looking statements involve assumptions, risks and uncertainties regarding, among others, the success of our business plan, availability of funds, government regulations, operating costs, our ability to achieve significant revenues, our business model and other factors.  Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements.  In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology.  In evaluating these statements, you should consider various factors, including the assumptions, risks and uncertainties set forth in our Annual Report on Form 10-KSB for the year ended December 31, 2007 and other reports and documents we have filed with or furnished to the Securities and Exchange Commission.  These factors or any of them may cause our actual results to differ materially from any forward-looking statement made in this document.  While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding future events, our actual results will likely vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.  The forward-looking statements in this document are made as of the date of this document and we do not intend or undertake to update any of the forward-looking statements to conform these statements to actual results, except as required by applicable law, including the securities laws of the United States.



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PART I - FINANCIAL INFORMATION

Item 1.            Financial Statements

The following unaudited interim consolidated financial statements of Park Place Energy Corp. are included in this Quarterly Report on Form 10-Q:

Description	Page

|Balance Sheets as at September 30, 2008 and December 31, 2007:                                                                                                                                                            |  | 4
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | -
|Consolidated Statements of Operations and Deficit and Comprehensive Income for the Three and Nine months Ended September 30, 2008 and 2007 and for the Period from May 4, 2006 (Date of Inception) to September 30, 2008: |  | 5
|Consolidated Statement of Stockholders' Equity from December 31, 2007 to September 30, 2008:                                                                                                                              |  | 6
|Consolidated Statements of Cash Flows for the Nine months Ended September 30, 2008 and 2007 and for the Period from May 4, 2006 (Date of Inception) to September 30, 2008:                                                |  | 7
|Notes to the Consolidated Financial Statements:                                                                                                                                                                           |  | 9





---





PARK PLACE ENERGY CORP.



|                                                           | September 30,
2008 | December 31,
2007
|---------------------------------------------------------- | ------------------ | -----------------
|ASSETS                                                     |                    |                  
|                                                           |                    |                  
|Current                                                    |                    |                  
|Cash                                                       | $50,782            | $117,491         
|Receivable                                                 | 64,773             | 21,937           
|Prepaid expenses                                           | 29,493             | 47,886           
|                                                           |                    |                  
|Total current assets                                       | 145,048            | 187,314          
|                                                           |                    |                  
|Fixed assets                                               |                    |                  
|Property and equipment, net                                | 2,753              | 3,414            
|                                                           |                    |                  
|Note Receivable(Note 3)                                    | 262,572            | -                
|                                                           |                    |                  
|Exploration advance                                        | 457,492            | 233,361          
|                                                           |                    |                  
|Oil and gas properties(Note 4)                             | 1,809,115          | 3,492,818        
|                                                           |                    |                  
|Total assets                                               | $2,676,980         | $3,916,907       
|LIABILITIES AND SHAREHOLDERS' EQUITY                       |                    |                  
|                                                           |                    |                  
|Current liabilities                                        |                    |                  
|Accounts payable and accrued liabilities                   | $170,575           | $128,491         
|Loan payable (Note 6)                                      | 35,000             | 225,000          
|Due to related parties (Note 9)                            | 21,385             | 110,684          
|                                                           |                    |                  
|Total current liabilities                                  | 226,960            | 464,175          
|                                                           |                    |                  
|Shareholders' equity                                       |                    |                  
|Common stock (Note 7)                                      |                    |                  
|Authorized                                                 |                    |                  
|1,200,000,000 par value $0.00001                           |                    |                  
|Issued and outstanding                                     |                    |                  
|64,165,335 common shares ( December 31, 2007 - 33,000,336) | 642                | 330              
|Additional paid-in capital (Note 7)                        | 10,845,896         | 7,932,363        
|Accumulated other comprehensive income                     | 173,023            | 114,837          
|Deficit accumulated during the exploration stage           | (8,569,541)        | (4,594,798)      
|                                                           |                    |                  
|Total shareholders' equity                                 | 2,450,020          | 3,452,732        
|                                                           |                    |                  
|Total liabilities and shareholders equity                  | $2,676,980         | $3,916,907       



The accompanying notes are in integral part of these consolidated financial statements.



---



PARK PLACE ENERGY CORP.CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT AND COMPREHENSIVE INCOME
(an Exploration Stage Company)
(expressed in Canadian Dollars)
(Unaudited)



|                                                                  | Cumulative
Amounts
From Inception 
(May 4, 2006)
To September 30
2008 | Three Months
Ended
September 30,
 2008 | Three Months 
Ended
September 30,
 2007 | Nine Months
Ended
September 30    
2008 | Nine Months
Ended
September 30,
2007
|----------------------------------------------------------------- | --------------------------------------------------------------------- | -------------------------------------- | --------------------------------------- | --------------------------------------- | ------------------------------------
|REVENUE                                                           |                                                                       |                                        |                                         |                                         |                                     
|Oil and gas                                                       | $1,034,678                                                            | $452,967                               | $8,641                                  | $939,980                                | $32,543                             
|DIRECT COSTS                                                      |                                                                       |                                        |                                         |                                         |                                     
|Depletion                                                         | 544,639                                                               | 278,510                                | 2,430                                   | 529,746                                 | 9,330                               
|Operating expenses                                                | 408,934                                                               | 230,771                                | 8,372                                   | 391,441                                 | 21,851                              
|                                                                  |                                                                       |                                        |                                         |                                         |                                     
|                                                                  | 81,105                                                                | (56,314)                               | (2,161)                                 | 18,793                                  | 1,362                               
|EXPENSES                                                          |                                                                       |                                        |                                         |                                         |                                     
|Office and general                                                | 409,583                                                               | 60,938                                 | 59,465                                  | 177,413                                 | 112,342                             
|Depreciation                                                      | 1,095                                                                 | 222                                    | -                                       | 661                                     | -                                   
|Exploration expenses                                              | 20,874                                                                | 12,871                                 | -                                       | 20,875                                  | -                                   
|Foreign exchange gain                                             | 96,034                                                                | (3,670)                                | (105,400)                               | 2,799                                   | (99,986)                            
|Professional fees                                                 | 566,974                                                               | 98,612                                 | 90,907                                  | 225,625                                 | 173,697                             
|Consulting                                                        | 1,283,262                                                             | 170,386                                | 109,731                                 | 693,541                                 | 410,149                             
|Investor relations                                                | 829,358                                                               | 346,951                                | 175,679                                 | 415,249                                 | 333,623                             
|Management fees                                                   | 535,390                                                               | 42,549                                 | 60,000                                  | 194,524                                 | 180,000                             
|Travel                                                            | 161,424                                                               | 12,796                                 | 44,353                                  | 58,222                                  | 70,121                              
|Stock-based compensation                                          | 1,837,702                                                             | 10,132                                 | 771,237                                 | 312,997                                 | 903,244                             
|                                                                  |                                                                       |                                        |                                         |                                         |                                     
|                                                                  | (5,741,696)                                                           | (751,787)                              | (1,205,972)                             | (2,101,906)                             | (2,083,190)                         
|                                                                  |                                                                       |                                        |                                         |                                         |                                     
|Loss before other items and income taxes                          | (5,660,591)                                                           | (808,101)                              | (1,208,133)                             | (2,083,113)                             | (2,081,828)                         
|                                                                  |                                                                       |                                        |                                         |                                         |                                     
|OTHER ITEMS                                                       |                                                                       |                                        |                                         |                                         |                                     
|Interest revenue                                                  | 23,233                                                                | 7,671                                  | 805                                     | 7,993                                   | 1,162                               
|Loss on sale of disposal of properties                            | (50,339)                                                              | (4,647)                                | -                                       | (50,339)                                | -                                   
|Write off oil and gas costs                                       | (3,131,755)                                                           | (223,178)                              | -                                       | (1,849,284)                             | -                                   
|                                                                  |                                                                       |                                        |                                         |                                         |                                     
|Loss before income tax                                            | (8,819,452)                                                           | (1,028,255)                            | (1,207,328)                             | (3,794,743)                             | (2,080,666)                         
|Future income tax recovery                                        | 291,060                                                               | -                                      | 74,780                                  | -                                       | 179,075                             
|Net loss for the period                                           | (8,528,392)                                                           | (1,028,255)                            | (1,132,548)                             | (3,974,743)                             | (1,901,591)                         
|                                                                  |                                                                       |                                        |                                         |                                         |                                     
|OTHER COMPREHENSIVE INCOME                                        |                                                                       |                                        |                                         |                                         |                                     
|Foreign currency translation adjustment                           | 173,023                                                               | 59,218                                 | 21,405                                  | 46,619                                  | 21,405                              
|                                                                  |                                                                       |                                        |                                         |                                         |                                     
|Comprehensive loss                                                | $(8,355,369)                                                          | $(969,037)                             | $(1,111,143)                            | $(3,928,124)                            | $(1,880,186)                        
|Basic and diluted loss per share                                  |                                                                       | $(0.02)                                | $(0.05)                                 | $       (0.08)                          | $(0.16)                             
|Weighted average number of shares outstanding - basic and diluted |                                                                       | 60,797,505                             | 23,043,099                              | 52,994.420                              | 12,006,907                          

The accompanying notes are in integral part of these consolidated financial statements.



---



PARK PLACE ENERGY CORP.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(an Exploration Stage Company)
(expressed in Canadian Dollars)
(Unaudited)

|                                             | Common Stock     |               |                            |                                        |             
|-------------------------------------------- | ---------------- | ------------- | -------------------------- | -------------------------------------- | ------------
|                                             | Number of Shares | Amount        | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Deficit     
|                                             |                  |               |                            |                                        |             
|December 31, 2007                            | 33,000,336       | $         330 | $	7,932,363                | $	114,837                              | $(4,594,798)
|Issuance of commonstock for cash             | 23,522,142       | 235           | 1,987,447                  | -                                      | -           
|Issuance of commonstock in settlementof debt | 2,142,857        | 21            | 149,979                    | -                                      | -           
|Issuance of commonstock for consulting       | 5,500,000        | 56            | 542,685                    | -                                      | -           
|Stock-basedcompensation                      | -                | -             | 301,431                    | 11,567                                 | -           
|Shares issued asprivate placementcommission  | -                | -             | 27,986                     | -                                      | -           
|Share issuance costs                         | -                | -             | (95,995)                   | -                                      | -           
|Cumulative translation 
adjustment           | -                | -             | -                          | 46,619                                 | -           
|Net loss                                     | -                | -             | -                          | -                                      | (3,974,743) 
|                                             |                  |               |                            |                                        |             
|September 30, 2008                           | 64,165,335       | $         642 | $10,845,896                | $173,023                               | $(8,569,541)















The accompanying notes are in integral part of these consolidated financial statements.



---



PARK PLACE ENERGY CORP.

CONSOLIDATED STATEMENT OF CASH FLOW

(an Exploration Stage Company)

(expressed in Canadian Dollars)

(Unaudited)

|                                                             | Cumulative 
Amounts From Inception
 on May 4,
 2006 to 
September 30, 
2008 | Nine Months Ended
 September 30,
 2008 | Nine Months Ended 
September 30,
 2007
|------------------------------------------------------------ | --------------------------------------------------------------------------- | -------------------------------------- | --------------------------------------
|                                                             |                                                                             |                                        |                                       
|CASH FLOW FROM OPERATING EXPENSES                            |                                                                             |                                        |                                       
|Loss for the period                                          | $(8,528,392)                                                                | $(3,974,743)                           | $(1,901,591)                          
|Depreciation                                                 | 1,094                                                                       | 661                                    | -                                     
|Accretion                                                    | (7,993)                                                                     | (7,993)                                | -                                     
|Stock-based compensation                                     | 1,837,702                                                                   | 312,998                                | 903,244                               
|Interest accrued on notes payable                            | 12,530                                                                      | -                                      | -                                     
|Impairment of oil and gas                                    | 1,849,284                                                                   | 1,849,284                              | -                                     
|Consulting fees paid by issuance of common stock             | 623,756                                                                     | 542,740                                | -                                     
|Investor relation fees paid by issuance of common stock      | 58,430                                                                      | -                                      | -                                     
|Depletion                                                    | 544,639                                                                     | 529,746                                | 9,330                                 
|Loss on disposal of mineral properties                       | 143,583                                                                     | 143,583                                | -                                     
|Future income tax recovery                                   | (291,060)                                                                   | -                                      | (179,075)                             
|                                                             |                                                                             |                                        |                                       
|Changes in non-cash working capital items:                   |                                                                             |                                        |                                       
|Decrease in receivable                                       | (64,773)                                                                    | (42,836)                               | (10,701)                              
|(Increase) decrease in prepaid expenses                      | (29,493)                                                                    | 18,393                                 | (148,687)                             
|Increase  in accounts payable and accrued 
      liabilities | 120,839                                                                     | 22,929                                 | 107,768                               
|Increase (decrease) in due to related parties                | 12,730                                                                      | (89,299)                               | 127,540                               
|                                                             |                                                                             |                                        |                                       
|Net cash used in operating activities                        | (3,717,124)                                                                 | (694,537)                              | (1,092,172)                           
|                                                             |                                                                             |                                        |                                       
|                                                             |                                                                             |                                        |                                       
|                                                             |                                                                             |                                        |                                       
|CASH FLOW FROM INVESTING ACTIVITIES                          |                                                                             |                                        |                                       
|Oil and gas interests                                        | (3,651,618)                                                                 | (676,172)                              | (1,398,465)                           
|Exploration advances                                         | (457,492)                                                                   | (224,131)                              | -                                     
|Mineral Properties                                           | (398,162)                                                                   | (398,162)                              | -                                     
|Loan payable                                                 | (572,000)                                                                   | (40,000)                               | (532,000)                             
|Cash acquired through recapitalization                       | 320                                                                         | -                                      | 320                                   
|Acquisition of property and equipment                        | (3,847)                                                                     | -                                      | -                                     
|                                                             |                                                                             |                                        |                                       
|Net cash used in investing activities                        | (5,082,799)                                                                 | (1,338,465)                            | (1,930,145)                           
|                                                             |                                                                             |                                        |                                       
|                                                             |                                                                             |                                        |                                       
|Continued...                                                 |                                                                             |                                        |                                       
|                                                            





The accompanying notes are an integral part of these consolidated financial statements.



---



PARK PLACE ENERGY CORP.



|                                          | Cumulative 
Amounts From Inception
 on May 4,
 2006 to 
September 30, 
2008 | Nine Months Ended September 30, 2008 | Nine Months Ended 
September 30,
 2007
|----------------------------------------- | --------------------------------------------------------------------------- | ------------------------------------ | --------------------------------------
|                                          |                                                                             |                                      |                                       
|Continued...                              |                                                                             |                                      |                                       
|                                          |                                                                             |                                      |                                       
|CASH FLOW FROM FINANCING ACTIVITIES       |                                                                             |                                      |                                       
|Proceeds from issuance of capital stock   | 8,079,277                                                                   | 1,919,674                            | 4,015,168                             
|Proceeds from loans                       | 625,000                                                                     | -                                    | -                                     
|Repurchase of common stock                | (15,028)                                                                    | -                                    | -                                     
|                                          |                                                                             |                                      |                                       
|Net cash provided by financing activities | 8,689,249                                                                   | 1,919,674                            | 4,015,168                             
|                                          |                                                                             |                                      |                                       
|                                          |                                                                             |                                      |                                       
|Effect of foreign exchange on cash        | 161,456                                                                     | 46,619                               | 6,283                                 
|                                          |                                                                             |                                      |                                       
|                                          |                                                                             |                                      |                                       
|Change in cash during the period          | 50,782                                                                      | (66,709)                             | 999,134                               
|                                          |                                                                             |                                      |                                       
|                                          |                                                                             |                                      |                                       
|Cash position, beginning of period        | -                                                                           | 117,491                              | 4,517                                 
|                                          |                                                                             |                                      |                                       
|                                          |                                                                             |                                      |                                       
|Cash position, end of period              | $50,782                                                                     | $50,782                              | $1,003,651                            



Supplemental disclosure with respect to cash flows (Note 8)

















The accompanying notes are in integral part of these consolidated financial statements.



---



PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)





1.          NATURE AND CONTINUANCE OF OPERATIONS

Park Place Energy Corp., formerly ST Online Corp. (the "Company"), was incorporated under the laws of the State of Nevada on August 27, 2004.  On June 22, 2007, the Company entered into a Business Combination Agreement with Park Place Energy Inc., a private company incorporated under the laws of the Province of Alberta, Canada, and 0794403 B.C. Ltd., a British Columbia corporation and wholly-owned subsidiary of the Company.

On July 6, 2007, the Company affected a forward split of its shares of common stock on the basis of eight new shares of common stock for each one share of common stock outstanding on that date and increased the authorized share capital from 100,000,000 shares of common stock to 800,000,000 shares of common stock.  At the same time, the Company merged with a wholly-owned subsidiary, Park Place Energy Corp. which incorporated under the laws of the State of Nevada in contemplation of the acquisition of all of the issued and outstanding shares of Park Place Energy Inc. and the name of the Company was then changed to Park Place Energy Corp.  On July 23, 2007, the Company effected a forward split of its shares of common stock on the basis of one and one-half new shares of common stock for each one share of common stock outstanding on that date and increased authorized share capital from 800,000,000 shares of common stock to 1,200,000,000 shares of common stock. Pursuant to the terms of the Business Combination Agreement, the Company issued to each shareholder of record of Park Place Energy Inc. at the time of the acquisition one share of our common stock for every two shares they held of Park Place Energy Inc.  As a result, the Company issued 8,995,662 shares of common stock to the former shareholders of Park Place Energy Inc.

On July 30, 2007, the Company acquired Park Place Energy Inc. Park Place Energy Inc. was renamed to Park Place Energy (Canada) Inc. on September 14, 2007. The business of the Company is now the acquisition and exploration of oil and gas.  Park Place Energy Corp. holds exploration interests inaproperty in Tennessee, USA.  Park Place Energy (Canada) Inc. holds the exploration interests in three properties in the provinces of British Columbia and Alberta, in Canada.  The Company has completed test drilling at certain of the properties in which it holds interests. The Company has developed certain properties for production. For accounting purposes, the merger was treated as a recapitalization with Park Place Energy Inc. being the accounting acquirer and the go-forward financial statements reflect the history of Park Place Energy Inc. from its inception on May 4, 2006. The fiscal year-end of Park Place Energy Corp. was changed to December 31 from September 30, consequently the current periods presented are for the three and nine months ended September 30, 2008 and the comparative figures presented are for the period from inception on May 4, 2006 to September 30, 2008 and for the three and nine months ended September 30, 2007.

On November 22, 2007 a new private company, Park Place Energy (International) Inc. was incorporated under the laws of British Columbia, Canada. This company is a wholly owned subsidiary of Park Place Energy Corp.

On July 24, 2008, the Company acquired the interest in certain 5 Year Northern Petroleum and Natural Gas Leases located in Alberta, Canada.



---



PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)





1.          NATURE AND CONTINUANCE OF OPERATIONS (cont'd...)

``

These consolidated financial statements have been prepared on a going concern basis, which assumes the realization of assets and settlement of liabilities in the normal course of business. The Company has had a history of negative cash flows from operating activities.  In addition, the Company has an accumulated deficit of $8,569,541 as of September 30, 2008.  These considerations raise substantial doubt about the Company's ability to continue as a going concern.  Accordingly, the Company will require continued financial support from its shareholders and creditors until it is able to generate sufficient cash flow from operations on a sustained basis. Although there is doubt that the Company will be successful at achieving these results, during the period ended September 30, 2008 the Company raised a total of $1,919,674 in new equity. Failure to obtain the ongoing support of its stockholders and creditors may make the going concern basis of accounting inappropriate, in which case the Company's assets and liabilities would need to be recognized at their liquidation values. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and classification of liabilities that might arise from this uncertainty.

``

2.           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

``

The accompanying unaudited financial statements have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America applicable to interim financial information and with the rules and regulations of the United States Securities and Exchange Commission.  Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed, or omitted, pursuant to such rules and regulations.  In the opinion of management, the unaudited interim financial statements include all adjustments necessary for the fair presentation of the results of the interim periods presented.  All adjustments are of a normal recurring nature, except as otherwise noted below.  These financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2007, included in the Company's Form 10-KSB, filed April 15, 2008, with the Securities and Exchange Commission.  The results of operations for the interim periods are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.

``

Recent accounting pronouncements



FASB Staff Position 157-2 ("FSP FAS 157-2") delayed the effective date of FAS 157 until fiscal years beginning after November 15, 2008, and interim periods within those fiscal years, for all non-financial assets and non-financial liabilities, except for items that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually).  The Company adopted FAS 157 on January 1, 2008, and unutilized the one year deferral for non-financial assets and non-financial liabilities that was granted by FAP FAS 157-2.  The adoption of FAS 157 did not have a material impact on the Company's consolidated financial statements.



In February, 2007, the FASB issued SFAS No. 159 "The Fair Value Option for Financial Assets and Financial Liabilities".  SFAS No. 159 permits entities to choose to measure many financial assets and financial liabilities at fair value.  Unrealized gains and losses on items for which the fair value option has been elected are reported in earning.  SFAS No. 159 is effective for fiscal years beginning after November 15, 2007.  The adoption on FAS 159 did not have a material impact on the Company's consolidated financial statements.



---



PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)



2.           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd...)

In December 2007, the FASB issued SFAS 141(R), which replaces SFAS 141 and retains the fundamental requirements in SFAS 141, including that the purchase method be used for all business combinations and for an acquirer to be identified for each business combination. This standard defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control instead of the date that the consideration is transferred. SFAS 141(R) requires an acquirer in a business combination, including business combinations achieved in stages (step acquisition), to recognize the assets acquired, liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values as of that date, with limited exceptions. It also requires the recognition of assets acquired and liabilities assumed arising from certain contractual contingencies as of the acquisition date, measured at their acquisition-date fair values. SFAS 141(R) becomes effective for the first annual reporting period beginning on or after December 15, 2008. Management has determined that the adoption of SFAS 141(R) will not have a material impact on the Financial Statements.

In March 2008, the FASB issued FAS No. 161, "Disclosures about Derivative Instruments and Hedging Activities" ("FAS 161").  FAS 161 changes the disclosure requirements for derivative instruments and hedging activities by requiring enhanced disclosures about how and why an entity uses derivative instruments, how derivative instruments and related hedged items are accounted for under FAS 133, and how derivative instruments and related hedged items affect an entity's operating results, financial position, and cash flows.  The Company is currently reviewing the provision of FAS 161 and has not yet adopted the statement.  However, as the provision of FAS 161 are only related to disclosure of derivative and hedging activities, the Company does not believe the adoption of FAS 161 will have a material impact on its consolidated operating results, financial position or cash flows.

In April 2008, the FASB issued FSP No. FAS 142-3, "Determination of the Useful Life of Intangible Assets," (FSP FAS 142-3). FSP FAS 142-3 amends the factors that should be considered in developing renewal or extension assumptions used to determine the useful life of a recognized intangible asset under FASB Statement No. 142, "Goodwill and Other Intangible Assets," (SFAS 142) in order to improve the consistency between the useful life of a recognized intangible asset under SFAS 142 and the period of expected cash flows used to measure the fair value of the asset under SFAS 141(R) and other GAAP. FSP FAS 142-3 is effective for fiscal years beginning after December 15, 2008. Management has determined that the adoption of FSP FAS 142-3 will not have an impact on the Financial Statements.

In May 2008, the FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted Accounting Principles". SFAS 162 identifies the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles in the United States.  It is effective 60 days following the SEC's approval of the Public Company Accounting Oversight Board amendments to AU Section 411, "The Meaning of Present Fairly in Conformity With Generally Accepted Accounting Principles". The adoption of this statement is not expected to have a material effect on the Company's financial statements.

In June 2008, the FASB issued FSP No. EITF 03-6-1, "Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities," (FSP EITF 03-6-1). FSP EITF 03-6-1 states that unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are participating securities and shall be included in the computation of earnings per share pursuant to the two-class method. FSP EITF 03-6-1 is effective for fiscal years beginning after December 15, 2008. Management has determined that the adoption of FSP EITF 03-6-1 will not have an impact on the Financial Statements.



---



PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)





3.           NOTE RECEIVABLE



On June 26, 2008, the Company received a promissory note in the amount of US$385,000 in consideration for the sale of the Company's interest in the mineral property described in Note 5.  The note is non-interest bearing, unsecured and due on June 26, 2013.  The issuer is to repay the promissory note with 20% of the net proceeds from any diamonds sold from the property or 20% of the proceeds from the sale of the interest in the properties.  The Company recognized a discount of $145,945 at an effective rate of 10%.  During the nine month period ended September 30, 2008, the Company recorded amortization of the discount of $7,671 as interest revenue.



4.           OIL AND GAS PROPERTIES

The Company entered into agreements to acquire interests in various oil and gas properties in Canada and the United States as follows:



|                                     | As at
September 30,
2008
|------------------------------------ | ------------------------
|                                     |                         
|OIL AND GAS INTERESTS                |                         
|                                     |                         
|Proven Properties                    |                         
|Canada                               | $      649,888          
|USA                                  | -                       
|                                     |                         
|Total Proven Properties              | $      649,888          
|                                     |                         
|Unproven Properties                  |                         
|Canada                               | $         623,930       
|USA                                  | 535,297                 
|                                     |                         
|Total Unproved Properties            | $         1,159,227     
|                                     |                         
|Total Proven and Unproved Properties | $      1,809,115        
|                                     |                         

5.           MINERAL PROPERTIES



In February, 2008, the Company entered into a purchase and sale agreement with a third party pursuant to which the Company acquired a 51% interest in five diamond concessions in the state of Goias, Brazil for $250,000.  An additional $12,184 has been spent on acquisition of a 51% interest in a sixth diamond concession offsetting the other concessions.  In June, 2008, the Company sold its 51% interest in the six diamond concessions in consideration for a US$385,000 promissory note described in Note 3.  The Company recognized a loss of $143,583 on the sale of the concessions.







---



PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)



6.           LOAN PAYABLE

The Company entered into a loan agreement with an arms length third party in the amount of $225,000 on December 28, 2007. The associated Demand Promissory Note does not contain any interest and the holder has the option to convert the loan in to common shares of the Company.

The Company converted $150,000 out of a total $225,000 to 2,142,857 units at a price of $0.07 per unit on March 3, 2008.  Each unit consisted of one common stock of the Company and one share purchase warrant. Each warrant entitles the holder to purchase one share at an exercise price of $0.10 per share in the first year and at an exercise price of $0.15 per share in the second year.  During the nine month period ended September 30, 2008, the Company repaid $40,000 reducing the amount outstanding to $35,000.

7.           COMMON STOCK

The Company's Articles Of Incorporation provide for the issuance of up to 1,200,000,000 shares of common stock, par value $0.00001.  Effective July 6, 2007 the Company implemented a stock split of its common stock by issuing eight new shares for every one old share.  Effective July 23, 2007 the Company implemented a further a stock split of its common stock by issuing one and a half new shares for every old share.  Except as otherwise stated to the contrary in these financial statements, all references to shares and prices per shares have been adjusted to give retroactive effect to the stock splits.

On February 13, 2008, the Company issued 4,435,714 shares of common stock at a price of US$0.07 for gross proceeds of US$310,500.

On February 20, 2008, the Company issued 750,000 shares of common stock for consulting services of  US$75,000.

On February 29, 2008, the Company issued 8,536,428 shares of common stock at a price of US$0.07 for gross proceeds of US$597,550.

On March 3, 2008, the Company issued 2,142,857 shares of common stock as a settlement of debt to an arms length party at a price of $0.07 for gross proceeds of $150,000.

In April, 2008, the Company issued 9,000,000 units at a price of US$0.10 per unit for total proceeds of US$900,000.  Each unit consisted of one common share and one share purchase warrant entitling the holder to purchase a common share up to 1 year at a price of US$0.20.  The Company paid a Finder's Fee of $45,000 and issued Finder's Warrants with a fair value of $27,986 to acquire 450,000 common shares of the Company at $0.10 for one year.

On June 16, 2008, the Company issued 2,400,000 shares of common stock at a price of US$0.09 to settle all obligations with a consultant pursuant to a Consulting Agreement between a consultant and the Company for gross proceeds of $216,000.

On July 3, 2008, the Company issued 1,475,000 shares of common stock at a price of US$0.10 for gross proceeds of US$147,500 and 75,000 shares of common stock at a price of US$0.15 for gross proceeds of US$11,250.

On September 8, 2008, the Company issued 600,000 shares of common stock at a price of US$0.125 in settlement of an amount of US$75,000 for the consulting services.

On September 8, 2008, the Company issued 1,750,000 shares of common stock at a price of US$0.10 in settlement of amount of US$175,000 for the consulting services.



---



PARK PLACE ENERGY CORP.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)



``

7.           COMMON STOCK (cont'd...)

Stock Options

The Company adopted an incentive Stock Option plan as at October 11, 2007 whereby the total number of authorized options to be granted is up to total of 6,000,000 Common Shares.  Under the plan, the exercise price of each option shall not be less that the market price of the Company's stock as calculated immediately preceding the day of the grant.  The vesting schedule for each option shall be specified by the Company at the time of grant.

``

On January 29, 2008 all outstanding stock options (3,160,000) were repriced to US$0.15.



As at September 30, 2008, the Company had outstanding stock options, enabling the holders to acquire further common shares as follows:

``



|                                 | Number
of Options | Exercise
Price
(US$) | Expiry Date       
|-------------------------------- | ----------------- | -------------------- | ------------------
|                                 | 300,000           | 0.15                 | April 2, 2011     
|                                 | 125,000           | 0.15                 | May 15, 2010      
|                                 | 125,000           | 0.15                 | May 15, 2010      
|                                 | 100,000           | 0.15                 | September 25, 2009
|                                 | 150,000           | 0.15                 | October 11, 2009  
|                                 | 200,000           | 0.15                 | November 16, 2009 
|                                 | 100,000           | 0.15                 | December 1, 2008  
|                                 | 100,000           | 0.15                 | December 16, 2009 
|                                 | 250,000           | 0.15                 | February 21, 2010 
|                                 | 50,000            | 0.10                 | June 19, 2009     
|                                 | 1,790,000         | 0.10                 | June 19, 2010     
|Balance as of September 30, 2008 | 3,290,000         |                      |                   

``

During the nine month period ended September 30, 2008, various consultants, directors and officers ceased to work for the Company and pursuant to their stock option agreements, their stock options subsequently expired.  Refer to Note 13.



---



PARK PLACE ENERGY CORP.





7.           COMMON STOCK (cont'd...)

Stock option transactions are summarized as follows:



|                                          | September 30, 2008 | December 31, 2007                    
|----------------------------------------- | ------------------ | -------------------------------------
|                                          | Number of
Options  | Weighted
Average
Exercise
Price
(US$)
|                                          |                    |                                      
|Balance, beginning of period (post split) | 3,160,000          | $          0.76                      
|                                          |                    |                                      
|Granted                                   | 2,440,000          | 0.11                                 
|                                          |                    |                                      
|Expired / cancelled                       | (2,310,000)        | 0.15                                 
|                                          |                    |                                      
|Balance, end of period                    | 3,290,000          | $          0.71                      
|Options exercisable, end of period        | 3,290,000          | $          0.71                      

Options - Stock-Based Compensation

As of September 30, 2008, the Company granted incentive stock options in accordance with its share option plan to directors and officers with an estimated fair value of $161,781.  An additional $139,650 was recorded due to the re-pricing of the options.

The following weighted-average assumptions were used for the Black-Scholes valuation of stock options granted during the noted period:



|                         | 2008   
|------------------------ | -------
|Risk-free interest rate  | 3.31%  
|Expected life of options | 2 years
|Annualized volatility    | 134.09%
|Dividend rate            | 0.00%  

The weighted fair value of options granted was $0.07.



---



PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)





7.           COMMON STOCK (cont'd...)

Warrants



|                            | Number of
Warrants | US$ Exercise
Price
First Year | US$ Exercise
Price
Second Year
|--------------------------- | ------------------ | ----------------------------- | ------------------------------
|                            |                    |                               |                               
|Balance, December 31, 2007  | 7,356,914          | US$     0.50                  | US$     0.75                  
|                            |                    |                               |                               
|February 13, 2008           | 4,435,714          | US$     0.10                  | US$     0.15                  
|February 29, 2008           | 8,536,428          | US$     0.10                  | US$     0.15                  
|March 3, 2008               | 2,142,857          | CAD$   0.10                   | CAD$   0.15                   
|April 2, 2008               | 7,500,000          | US$     0.20                  | -                             
|April 2, 2008               | 1,500,000          | US$     0.20                  | -                             
|May 20, 2008                | 450,000            | US$     0.10                  | -                             
|                            |                    |                               |                               
|Balance, September 30, 2008 | 31,921,913         |                               |                               

8.           SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS



|                                             | Nine months
Ended
 September 30,
2008 | Nine months
Ended
 September 30,
2007
|-------------------------------------------- | ------------------------------------- | -------------------------------------
|Cash paid during the period for interest     | $       -                             | $       -                            
|Cash paid during the period for income taxes | $       -                             | $       -                            

``

Significant non-cash transactions during the nine month period ended September 30, 2008 included:

a)   Included in accounts payable and accrued liabilities is $31,950 related to oil and gas expenditures.

b)   During the nine month period ended September 30, 2008 the Company sold its interest in a mineral property for a US$385,000 note receivable.

c)   During the nine month period ended September 30, 2008, the Company issued 2,142,857 common shares at a price of $0.07 per share for settlement of an outstanding debt in the amount of $150,000.

d)   During the nine month period ended September 30, 2008, the Company issued 5,500,000 common shares for consulting services of US$541,000.

There were no significant non-cash transactions for the nine month period ended September 30, 2007.



---

PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)



9.           RELATED PARTY TRANSACTIONS

During the nine month period ended September 30, 2008 the Company entered into the following transactions with related parties:

The Company amended the management agreement dated January 1, 2007 with the Chairman who was paid $20,000 per month as part of the remuneration for his duties.  The agreement is for a three-year period ended December 31, 2010.  Effective as of April 1, 2008, the Chairman now receives $10,000 per month for services rendered.  On May 14, 2008, the Chairman resigned.

The Company paid or accrued management fees of $142,500 (September 30, 2007 - $180,000) to the former Chairman and to the former President & CEO of the Company.Also included in due to related parties as of September 30, 2008 is $21,385 (December 31, 2007 - $110,684) that is owing to the former Chairman of the Company and a company related to the former Chairman for payment of expenses on behalf of the Company.  The amount is unsecured, non-interest bearing, and has no specific terms of repayment.

Related party transactions are in the normal course of operations, occurring on terms and conditions that are similar to those of transactions with unrelated parties and, therefore, are measured at the exchange amount.

10.         SEGMENTED INFORMATION

The Company's operations are in the resource industry in Canada and the United States.



Geographical information is as follows:

``



|                       |  | September 30 2008 | 
|---------------------- |  | ----------------- | 
|Oil and gas properties |  |                   | 
|Canada                 |  | $1,273,818        | 
|United States          |  | 535,297           | 
|                       |  |                   | 
|                       |  | $1,809,115        | 

``

All of the Company's oil and gas revenues are in Canada.

11.         FINANCIAL INSTRUMENTS

The Company's financial instruments consist of cash, receivable, accounts payable and accrued liabilities, loan payable and due to related parties. Unless otherwise noted, it is management's opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair value of these financial instruments approximates their carrying value, unless otherwise noted.



---



PARK PLACE ENERGY CORP.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(an Exploration Stage Company)
(expressed in Canadian Dollars)
AS AT SEPTEMBER 30, 2008
(Unaudited)



12.         COMMITMENT

On September 1, 2008, the Company entered into a consulting agreement with a consultant who will receive CAD$4,700 per month.

13.         STOCK OPTIONS

Pursuant to the stock option agreements of various consultants, officers and directors, 1,250,000 options with an exercise price of US$0.15 and expiration dates between September 25, 2009, and November 16, 2012, expired thirty days after they ceased working for the Company.

14.         SUBSEQUENT EVENT

On September 22, 2008 the Company signed agreement to dispose of its right title and interest in certain 5 Year Northern Petroleum and Natural Gas Leases located in Alberta to Fifth Avenue Diversified Inc. In exchange for its interest the company will receive total consideration of CDN$200,000, that will paid by way of promissory note and issued to the Company 200,000 common shares of Fifth Avenue Diversified Inc. (the at a deemed price of $0.25 per share).



On October 31, 2008 the Company terminated a consulting agreement dated June 19, 2008 as per the terms of the agreement.



---



Item 2.            Management's Discussion and Analysis

As used in this quarterly report: (i) the terms "we", "us", "our" and the "Company" mean Park Place Energy Corp.; (ii) "SEC" refers to the Securities and Exchange Commission; (iii) "Exchange Act" refers to the United States Securities Exchange Act of 1934, as amended; (iv) "Securities Act" refers to the United States Securities Act of 1933, as amended; and (v) all dollar amounts are in Canadian dollars unless otherwise indicated.

The following discussion of our plan of operations, results of operations and financial condition as at and for the nine months ended September 30, 2008 should be read in conjunction with: (i) our unaudited interim consolidated financial statements and related notes for the nine months ended September 30, 2008 included in this Quarterly Report; and (ii) our Annual Report on Form 10-KSB for the year ended December 31, 2007, including our annual audited financial statements set forth therein.

Overview

General

Prior to our acquisition of Park Place Energy Inc. ("Park Place Canada") in July 2007, we operated an e-commerce website.  However, this business did not progress as anticipated and we determined to pursue other opportunities.

On July 30, 2007, we completed the acquisition of all of the issued and outstanding shares of Park Place Canada, which was engaged in the exploration for oil and natural gas.  In addition, pursuant to the terms of the acquisition, we disposed of our interest in and to the e-commerce website and acquired the shares of our common stock held by certain former officers and directors of our company.

For more information relating to the acquisition and related reorganization, see our Annual Report on Form 10-KSB for the year ended December 31, 2007 filed with the SEC on April 15, 2008.

The closing of the acquisition of Park Place Canada represented a change in control of our Company. For accounting purposes, this change in control constitutes a re-capitalization of the Company, and the acquisition has been accounted for as a reverse merger whereby we, as the legal acquirer, are treated as the acquired entity, and Park Place Canada, as the legal subsidiary, is treated as the acquiring company with the continuing operations.

Our Business

As a result of the acquisition, we are an exploration stage company engaged in the exploration for conventional oil and natural gas.  In the projects in which we hold interests, another party typically acts as the operator of the project and we provide to the operator timely funding for our proportionate share of costs, as well as technical input on best developing the related property.  To control our overhead, we engage the services of consultants who have technical expertise to best represent our interests.  We currently hold interests in oil and gas properties in the Provinces of British Columbia and Alberta, Canada and in Morgan County, Tennessee.

In March 2008, we acquired a 51% interest in six diamond concessions in Central Brazil in exchange for the payment of $262,184.  On July 10, 2008, we divested our entire 51% interest in these concessions for $385,000 by way of a promissory note.

Revenues are currently being generated from our Eight Mile Gas Property in Northeast British Columbia.  We continue to work on developing our other properties as well identifying new properties for acquisition.

Recent Events

On July 24, 2008, Park Place Energy (Canada) Inc. (a subsidiary of Park Place Energy Corp.) acquired an interest in certain 5 Year Northern Petroleum and Natural Gas Leases located in Alberta, Canada.



---

On September 22, 2008, Park Place Energy (Canada) Inc. disposed of its right, title and interest in these 5 Year Northern Petroleum and Natural Gas Leases to Fifth Avenue Diversified Inc.  In exchange for its interest, Park Place Energy (Canada) Inc. received total consideration of $200,000, which was paid by way of a promissory note and issue to Park Place Energy (Canada) Inc. of 200,000 common shares of Fifth Avenue Diversified Inc. at a deemed price of $0.25 per share.

For more information regarding our business, see our Annual Report on Form 10-KSB filed with the SEC on April 15, 2008.

Plan Of Operations

Overview

Our Plan Of Operations for the next 12 months is to concentrate on two core projects: developing our Eight Mile Property in British Columbia, Canada for production; and completing test wells on our Tennessee property.

Over the next 12 months, we plan to conduct the following: (i) on the Eight Mile Property in British Columbia, we expect to drill two to four more wells at an estimated net expense of $900,000 per well and (ii) on the Morgan Highpoint Project in Tennessee, we expect to complete wells at an estimated net expense of $250,000.  Further, we expect to spend approximately $250,000 in the next 12 months in office and general expenses, as well as approximately $800,000 in professional, consulting and management fees.

Estimated Capital Costs

Based on our current plan of operations as set forth above, we estimate that we will require approximately $4,900,000 to pursue our plan of operations over the next 12 months.  As at September 30, 2008, we had cash of $50,782 and a working capital deficit of $81,912.  Consequently, we will require additional financing to pursue our plan of operations over the next 12 months.  There can be no assurance that we will obtain any additional financing in the amounts required or on terms favorable to us.  If we are unable to obtain additional financing, we may have to re-evaluate or abandon our business activities and revise our plan of operations.

We believe that debt financing will not be an alternative for funding as we do not have any significant tangible assets to secure any debt financing. We anticipate that additional funding will be in the form of equity financing from the sale of our common stock. However, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our plan of operations going forward. In the absence of such financing, our business plan will fail. Even if we are successful in obtaining equity financing, there is no assurance that we will obtain the funding necessary to pursue our business plan. If we do not continue to obtain additional financing going forward, we will be forced to re-evaluate or abandon our plan of operations.

Result of Operations

Nine months Ended September 30, 2008 Compared to the Nine months Ended September 30, 2007

The following table sets out our net loss for the periods indicated:



---





|                             | Nine months Ended
September 30, 2008 | Nine months Ended
September 30, 2007
|---------------------------- | ------------------------------------ | ------------------------------------
|                             | (Unaudited)                          | (Unaudited)                         
|Oil and Gas Revenue          | $939,980                             |                                     
|Direct Costs                 |                                      |                                     
|Depletion                    | 529,746                              |                                     
|Operating expenses           | 391,441                              |                                     
|Expenses                     |                                      |                                     
|Office and general           | 177,413                              |                                     
|Depreciation                 | 661                                  |                                     
|Exploration expenses         | 20,875                               |                                     
|Foreign exchange gain (loss) | 2,799                                |                                     
|Professional fees            | 225,625                              |                                     
|Consulting                   | 693,541                              |                                     
|Investor relations           | 415,249                              |                                     
|Management fees              | 194,524                              |                                     
|Travel                       | 58,222                               |                                     
|Stock-based compensation     | 312,997                              |                                     
|Net Loss                     | $(2,101,906)                         |                                     

Oil and Gas Revenue

Our oil and gas revenue for the nine month period ended September 30, 2008 was $939,980, compared to $32,543 for the prior period of 2007.  This revenue is offset by direct costs of $529,746 in depletion and $391,441 in operating expenses for the nine month period ended September 30, 2008, compared to $9,330 in depletion and $21,851 in operating expenses for the prior period of 2007.

Office and General Expenses

Our office and general expenses increased to $177,413 for the nine months ended September 30, 2008 from $112,342 for the prior period of 2007 primarily as a result of increased business activity.

Exploration Expenses

In the nine months ended September 30, 2008, we incurred exploration expenses of $20,875, compared to $Nil in the prior period of 2007, relating to our properties.

Foreign Exchange Gain

In the nine months ended September 30, 2008, we realized a foreign exchange gain of $2,799, compared to a foreign exchange loss of $99,986 for the prior period of 2007.  This increase is the result of currency fluctuations among the Canadian dollar and  the United States dollar.



---

Professional Fees

Our professional fees increased to $225,625 for the nine months ended September 30, 2008 from $173,697 for the prior period of 2007 as a result of increased business activity.

Consulting Expenses

Our consulting expenses increased to $693,541 for the nine months ended September 30, 2008 from $410,149 for the prior period of 2007 as a result of increased business activity.

Investor Relations Expenses

Our investor relations expense for the nine months ended September 30, 2008 increased to $415,249 compared to $333,623 for the prior period of 2007, due to growth of our investor base.

Management Fees

Our management fees increased to $194,524 for the nine months ended September 30, 2008 from $180,000 for the prior period of 2007 as a result of increased business activity.

Travel Expenses

Our travel expenses decreased to $58,222 for the nine months ended September 30, 2008 from $70,121 for the prior period of 2007.

Stock-Based Compensation Expenses

Our stock-based compensation expenses decreased to $312,997 for the nine months ended September 30, 2008 from $903,244 for the prior period of 2007 as a result of decreased stock-based compensation to our consultants.

Net Loss

As a result of the above, our net loss before other items and taxes for the nine months ended September 30, 2008 was $2,083,113, compared to $2,081,828 for the prior period of 2007.  Our comprehensive loss for the nine months ended September 30, 2008 was $3,928,124, compared to $1,880,186 for the prior period of 2007.  The reason for this increase in our comprehensive loss is primarily due to a write-off of oil and gas costs of $1,849,284 during the nine months ended September 30, 2008, compared to $nil for the prior period of 2007.

Liquidity and Capital Resources

|                          | As at
September 30, 2008(Unaudited) | As at
December 31, 2007(Audited)
|------------------------- | ----------------------------------- | --------------------------------
|Cash                      | $50,782                             |                                 
|Working capital (deficit) | (81,912)                            |                                 
|Total assets              | 2,676,980                           |                                 
|Total liabilities         | 226,960                             |                                 
|Shareholders' equity      | 2,450,020                           |                                 

We anticipate that we will require approximately $4,900,000 to pursue our plan of operations over the next 12 months.  As at September 30, 2008, we had cash of $50,782 and a working capital deficit of  $81,912.  Consequently, we will require additional financing to pursue our plan of operations over the next 12 months.  There can be no assurance that we will obtain any additional financing in the amounts required or on terms favorable to us.  If we are unable to obtain additional financing, we may have to re-evaluate or abandon our business activities and plan of operations.



---

Cash Used in Operating Activities

Net cash used in operating activities in the nine months ended September 30, 2008 decreased to $694,537 from $1,092,172 in the prior period of 2007, primarily as a result of our recording of an impairment of oil and gas of $1,849,284 for the nine month period ended September 30, 2008 as compared to $nil for the prior period of 2007.

Cash Used In Investing Activities

Net cash used in investing activities in the nine months ended September 30, 2008 was $1,338,465, compared to $1,930,145 in the prior period of 2007.  These represent investments in our oil and gas properties and loans to another oil and gas exploration company.

Cash Provided By Financing Activities

We have funded our business to date primarily from sales of our common stock.  In the nine months ended September 30, 2008, we received cash of $1,919,674 as a result of proceeds from the sale of our capital stock, compared to $4,015,168 in the prior period of 2007.

Going Concern

As shown in the accompanying financial statements, we have incurred significant losses since inception and have not generated any revenues to date.  The future of our company is dependent upon our ability to obtain sufficient financing and upon achieving future profitable operations.  These factors, among others, raise substantial doubt about our company's ability to continue as a going concern.  The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Future Financings

We anticipate continuing to rely on equity sales of our common shares in order to continue to fund our business operations.  Issuances of additional shares will result in dilution to our existing shareholders.  There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our business plan.

Critical Accounting Policies

Our financial statements are impacted by the accounting policies used and the estimates and assumptions made by management during their preparation.  A complete summary of these policies is included in Note 2 of the notes to our historical financial statements for the year ended December 31, 2007.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.



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Item 3.            Quantitative and Qualitative Disclosure About Market Risk

Not Applicable.

Item 4.            Controls And Procedures

As required by Rule 13a-15 under the Exchange Act, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of September 30, 2008, being the date of our most recently completed quarter. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Principal Accounting Officer. Based upon that evaluation, our Chief Executive Officer and Principal Accounting Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the SEC.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Principal Executive Officer and our Principal Accounting Officer, to allow timely decisions regarding required disclosure. However, a control system, no matter how well conceived and operated, can provide only reasonable, but not absolute, assurance that the objectives of the control system are met.

During the fiscal quarter ended September 30, 2008, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to affect, our internal control over financial reporting.







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PART II - OTHER INFORMATION

Item 1.             Legal Proceedings

We currently are not a party to any material legal proceedings and, to our knowledge, no such proceedings are threatened or contemplated.

Item 1A.           Risk Factors

Not Applicable.

Item 2.             Unregistered Sales of Equity Securities

On September 8, 2008, we issued 600,000 shares of common stock at a deemed issuance price of US$0.125 per shares in settlement of an amount of US$75,000 for consulting services.  The issuance of these shares was exempt from the registration requirements of the Securities Act pursuant to Section 4(2) thereof and Rule 506 of Regulation D.

On September 8, 2008, we issued 1,750,000 shares of common stock at deemed issuance price of US$0.10 per share in settlement of amount of US$175,000 for consulting services.  The issuance of these shares was exempt from the registration requirements of the Securities Act pursuant to Section 4(2) thereof and Regulation S.

Item 3.             Defaults Upon Senior Securities

None.

Item 4.             Submission of Matters to a Vote of Security Holders

None.

Item 5.             Other Information

None.

Item 6.             Exhibits

The following exhibits are included with this Quarterly Report on Form 10-Q:



|ExhibitNumber | Description of Exhibit                                                                                                                                                                                                                  
|------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1           | Articles of Incorporation, as amended.  Incorporated by reference to our Current Report on Form 8-K/A filed on August 8, 2007.                                                                                                          
|3.2           | Bylaws.  Incorporated by reference to our Registration Statement on Form SB-2 filed December 9, 2004.                                                                                                                                   
|10.1          | Amending Agreement to Business Combination Agreement among ST Online Corp., Park Place Energy Inc. and 0794403 B.C. Ltd dated effective July 4, 2007.  Incorporated by reference to our Current Report on Form 8-K filed July 19, 2007. 
|10.2          | Amending Agreement to Business Combination Agreement among ST Online Corp., Park Place Energy Inc. and 0794403 B.C. Ltd dated effective July 18, 2007.  Incorporated by reference to our Current Report on Form 8-K filed July 19, 2007.



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|ExhibitNumber | Description of Exhibit                                                                                                                                                                                                                                                               
|------------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.3          | Reorganization Asset and Share Purchase and Sale Agreement, dated effective July 30, 2007, among Park Place Energy Corp., Scott Pedersen, David Stadnyk and Elena Avdasseva.  Incorporated by reference to our Current Report on Form 8-K filed August 14, 2007.                     
|10.4          | Loan Agreement dated August 8, 2007 between Park Place Energy Inc. and Great Northern Oil Sands Inc.  Incorporated by reference to our Current Report on Form 8-K filed August 14, 2007.                                                                                             
|10.5          | Debt Settlement Agreement, dated August 9, 2007 among Park Place Energy Corp., Park Place Energy Inc. and 1284810 Alberta Ltd.  Incorporated by reference to our Current Report on Form 8-K filed August 14, 2007.                                                                   
|10.6          | Amended and Restated Reorganization Asset and Share Purchase and Sale Agreement, dated effective July 30, 2007, among Park Place Energy Corp., Scott Pedersen, David Stadnyk and Elena Avdasseva.  Incorporated by reference to our Current Report on Form 8-K filed August 17, 2007.
|31.1          | Rule 13a-14(a)/15(d)-14(a) Certification of Principal Executive Officer and Principal Financial Officer.                                                                                                                                                                             
|32.1          | 18 U.S.C. Section 1350 Certification of Principal Executive Officer and Principal Financial Officer.                                                                                                                                                                                 







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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



| | PARK PLACE ENERGY CORP."David Johnson"David Johnson
President and Chief Executive Officer
| | -----------------------------------------------------------------------------------------
| |                                                                                          

Dated:  November 13, 2008