UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
DC 20549





FORM
10-Q





[X]   Quarterly
Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934





For
the quarterly period ended May 31, 2009





[  ]   Transition
Report pursuant to 13 or 15(d) of the Securities Exchange


Act
of 1934





For the
transition period from ___________________ to ___________________





Commission
File Number    000-52322





Gulf United Energy,
Inc.


(Exact
name of small Business Issuer as specified in its charter)




Nevada
                      20-5893642(State
      or other jurisdiction of incorporation or organization)
                      (IRS
      Employer Identification
No.)





3555 Timmons Lane, Suite
1510,  Houston,
Texas      77027


(Address
of principal executive offices)  (Postal or Zip Code)




(713)
893-3543


(Registrant's
telephone number, including area code)




N/A


(Former
name, former address and former fiscal year, if changed since last
report)





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
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   [X ] Yes  [  ] 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 definitions of “large accelerated filer”, “accelerated
filer” and “smaller reporting company” in Rule 12b-2 of the Exchange
Act.





Large
      accelerated filer[  ]
            Accelerated
      filer  [  ]Non-accelerated
      filer[  ]
            Smaller
      reporting company [X]





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





APPLICABLE
ONLY TO CORPORATE ISSUERS





As
of July 6, 2009, there were 26,350,000 shares of $0.001 par value common stock
issued and outstanding.





GULF
UNITED ENERGY, INC.


(A
Development Stage Company)





TABLE
OF CONTENTS





Part
      I. Financial InformationItem
      1
              
              Financial
      Statements
              
              F-1Balance
      Sheets at May 31, 2009 and August 31, 2008
              
              F-2Statements
      of Operations For the Three Months and Nine Months Ended May 31, 2009 and
      May 31, 2008 and for the Period From Inception (September 19, 2003)
      through May 31, 2009
              
              F-3Statements
      of Cash Flows For the Nine Months Ended May 31, 2009 and May 31, 2008 and
      for the Period From Inception (September 19, 2003) through May 31,
      2009
              
              F-4Statement
      of Changes in Stockholders' Equity (Deficiency) for the Period from
      Inception (September 19, 2003) to May 31, 2009
              F-5Notes
      to the Financial  Statements
              
              F-6Item
      2
              
              Management's
      Plan of Operation
              
              3Item
      3
              
              Quantitative
      and Qualitative Disclosures About Market Risk
              
              4Item
      4
              
              Controls
      and Procedures
              
              4Part
      II. Other InformationItem
      1
              
              Legal
      Proceedings
              
              6Item
      1A
              Risk
      Factors
              
              6Item
      2
              
              Unregistered
      Sales of Equity Securities and Use of Proceeds
              
              6Item
      3
              
              Defaults
      Upon Senior Securities
              
              6Item
      4
              
              Submission
      of Matters to a Vote of Security Holders
              
              6Item
      5
              
              Other
      Information
              
              6Item
      6
              
              Exhibits
              
              6Signatures
              
              7EX-31.1
      (EXHIBIT 31.1)EX-32.1
      (EXHIBIT 32.1)


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)





PART
1 – FINANCIAL INFORMATION





Item
1.  Financial Statements





THIRD
QUARTER


FINANCIAL
STATEMENTS








May
31, 2009


(Unaudited)


F-1


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)





BALANCE
SHEETS








May
      31,
                    
                    
                    August
      31,2009
                    
                    
                    2008(Unaudited)
                    
                    
                    (Audited)ASSETSCurrent
      AssetsCash
                    
                    $
                    662
                    
                    
                    $
                    2,191Pre-paid
      expenses
                    
                    
                    -
                    
                    
                    
                    4,968Deposits
                    
                    
                    -
                    
                    
                    
                    7,500Total
      Current Assets
                    
                    
                    662
                    
                    
                    
                    14,659Computer
      Equipment at cost
                    
                    
                    3,300
                    
                    
                    
                    3,300Less:  Accumulated
      Depreciation
                    
                    
                    (1,925
                    )
                    
                    
                    (1,100
                    )Net
      computer equipment
                    
                    
                    1,375
                    
                    
                    
                    2,200Advances
      to and investment in joint venture projects (Note 3)
                    
                    
                    940,240
                    
                    
                    
                    1,951,210Total
      Assets
                    
                    $
                    942,277
                    
                    
                    $
                    1,968,069LIABILITIESCurrentAccounts
      payable and accrued liabilities
                    
                    $
                    70,644
                    
                    
                    $
                    43,824Loans
      payable related parties (Note 6)
                    
                    
                    26,574
                    
                    
                    
                    26,574Stockholder
      loan payable and accrued interest (Note 6)
                    
                    
                    2,090,491
                    
                    
                    
                    1,884,274Total
      Liabilities
                    
                    
                    2,187,709
                    
                    
                    
                    1,954,672STOCKHOLDERS'
      EQUITY (DEFICIENCY)Common
      StockAuthorized:200,000,000
      shares with a par value of $0.001Issued
      and Outstanding:26,350,000
      shares as of May 31, 2009 and August 31, 2008
                    
                    
                    26,350
                    
                    
                    
                    26,350Additional
      paid-in capital
                    
                    
                    686,925
                    
                    
                    
                    686,925Deficit
      Accumulated During The Development Stage
                    
                    
                    (1,958,707
                    )
                    
                    
                    (699,878
                    )(1,245,432
                    )
                    
                    
                    13,397Total
      Liabilities and Stockholders' Equity (Deficiency)
                    
                    $
                    942,277
                    
                    
                    $
                    1,968,069


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


F-2


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





STATEMENTS
OF OPERATIONS


(Unaudited)








Period
      FromInceptionThree
      Months Ended
                            
                            
                            Nine
      Months Ended
                            
                            
                            (September
      19, 2003)May
      31,
                            
                            
                            May
      31,
                            
                            
                            May
      31,
                            
                            
                            May
      31,
                            
                            
                            Through2009
                            
                            
                            2008
                            
                            
                            2009
                            
                            
                            2008
                            
                            
                            May
      31, 2009Revenue
                            
                            $
                            -
                            
                            
                            $
                            -
                            
                            
                            $
                            -
                            
                            
                            $
                            -
                            
                            
                            $
                            -Expenses:Office
      and sundry
                            
                            
                            -
                            
                            
                            
                            39
                            
                            
                            
                            183
                            
                            
                            
                            367
                            
                            
                            
                            15,383Depreciation
      Expense
                            
                            
                            275
                            
                            
                            
                            275
                            
                            
                            
                            825
                            
                            
                            
                            825
                            
                            
                            
                            1,925Professional
      fees
                            
                            
                            6,070
                            
                            
                            
                            27,234
                            
                            
                            
                            51,084
                            
                            
                            
                            113,264
                            
                            
                            
                            291,038Consulting
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            10,455Rent
      and lease expense
                            
                            
                            15,300
                            
                            
                            
                            14,903
                            
                            
                            
                            46,195
                            
                            
                            
                            45,477
                            
                            
                            
                            124,596Public
      relations
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            320
                            
                            
                            
                            -
                            
                            
                            
                            1,265Travel
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            14,213Utilities
                            
                            
                            881
                            
                            
                            
                            983
                            
                            
                            
                            2,203
                            
                            
                            
                            3,054
                            
                            
                            
                            14,724Stockholder
      loan and other interest
                            
                            
                            50,744
                            
                            
                            
                            44,470
                            
                            
                            
                            147,049
                            
                            
                            
                            124,362
                            
                            
                            
                            461,964Total
      expenses
                            
                            
                            73,270
                            
                            
                            
                            87,904
                            
                            
                            
                            247,859
                            
                            
                            
                            287,349
                            
                            
                            
                            935,563Operating
      Loss
                            
                            
                            (73,270
                            )
                            
                            
                            (87,904
                            )
                            
                            
                            (247,859
                            )
                            
                            
                            (287,349
                            )
                            
                            
                            (935,563
                            )Other
      Income and ExpenseImpairment
      loss
                            
                            
                            1,010,970
                            
                            
                            
                            -
                            
                            
                            
                            1,010,970
                            
                            
                            
                            -
                            
                            
                            
                            1,010,970Gain
      on settlement of debt
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (3,333
                            )Loss
      from continuing operations
                            
                            
                            (1,084,240
                            )
                            
                            
                            (87,904
                            )
                            
                            
                            (1,258,829
                            )
                            
                            
                            (287,349
                            )
                            
                            
                            (1,943,200
                            )Loss
      from discontinued operations
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (15,507
                            )Net
      Loss
                            
                            $
                            (1,084,240
                            )
                            
                            $
                            (87,904
                            )
                            
                            $
                            (1,258,829
                            )
                            
                            $
                            (287,349
                            )
                            
                            $
                            (1,958,707
                            )Basic
      And Diluted Loss per sharefrom
      continuing operations
                            
                            $
                            (0.04
                            )
                            
                            $
                            (0.00
                            )
                            
                            $
                            (0.05
                            )
                            
                            $
                            (0.01
                            )
                            
                            $
                            (0.08
                            )Basic
      And Diluted Loss per sharefrom
      discontinued operations
                            
                            $
                            (0.00
                            )
                            
                            $
                            (0.00
                            )
                            
                            $
                            (0.00
                            )
                            
                            $
                            (0.00
                            )
                            
                            $
                            (0.00
                            )Basic
      And Diluted Net Loss per share
                            
                            $
                            (0.04
                            )
                            
                            $
                            (0.00
                            )
                            
                            $
                            (0.05
                            )
                            
                            $
                            (0.01
                            )
                            
                            $
                            (0.08
                            )


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


F-3


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





STATEMENTS
OF CASH FLOWS


(Unaudited)





Period
      FromInceptionNine
      Months Ended
                              
                              
                              (September
      19, 2003)May
      31,
                              
                              
                              May
      31,
                              
                              
                              Through2009
                              
                              
                              2008
                              
                              
                              May
      31, 2009Cash
      Flows From Operating ActivitiesNet
      loss for the period
                              
                              $
                              (1,258,829
                              )
                              
                              $
                              (287,349
                              )
                              
                              $
                              (1,958,707
                              )Depreciation
      Expense
                              
                              
                              825
                              
                              
                              
                              825
                              
                              
                              
                              1,925Accrued
      interest added to stockholder loan
                              
                              
                              147,017
                              
                              
                              
                              124,362
                              
                              
                              
                              461,306Non-cash
      portion of interest expense
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              3,333Gain
      on settlement of debt
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              (3,333
                              )Impairment
      of investment in joint venture projects
                              
                              
                              1,010,970
                              
                              
                              
                              -
                              
                              
                              
                              1,010,970Adjustments
      to reconcile net loss to net cash used byoperating
      activities:Pre-paid
      expenses
                              
                              
                              4,968
                              
                              
                              
                              4,985
                              
                              
                              
                              -(Increase)
      decrease in deposits
                              
                              
                              7,500
                              
                              
                              
                              15,000
                              
                              
                              
                              -Accounts
      payable and accrued liabilities
                              
                              
                              26,820
                              
                              
                              
                              17,118
                              
                              
                              
                              70,644Net
      Cash Used By Operating Activities
                              
                              
                              (60,729
                              )
                              
                              
                              (125,059
                              )
                              
                              
                              (413,862
                              )Cash
      Flows From Investment ActivitiesCapital
      Expenditures
                              
                              
                              -
                              
                              
                              
                              (300
                              )
                              
                              
                              (3,300
                              )Advances
      to and investment in joint venture projects
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              (250,000
                              )Net
      cash used by investing activities
                              
                              
                              -
                              
                              
                              
                              (300
                              )
                              
                              
                              (253,300
                              )Cash
      Flows From Financing ActivitiesCapital
      stock issued
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              26,050Increase
      in loans payable to related parties
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              226,574Proceeds
      from stockholder loan payable
                              
                              
                              59,200
                              
                              
                              
                              126,000
                              
                              
                              
                              415,200Net
      cash provided by financing activities
                              
                              
                              59,200
                              
                              
                              
                              126,000
                              
                              
                              
                              667,824Increase/(Decrease)  In
      Cash During The Period
                              
                              
                              (1,529
                              )
                              
                              
                              641
                              
                              
                              
                              662Cash,
      Beginning Of Period
                              
                              
                              2,191
                              
                              
                              
                              2,326
                              
                              
                              
                              -Cash,
      End Of Period
                              
                              $
                              662
                              
                              
                              $
                              2,967
                              
                              
                              $
                              662Non-Cash
      Investing and Financing Activities:Investment
      advances paid from stockholder loan
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              1,263,985Capital
      stock issued for investment acquisition
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              687,225Settlement
      of loan payable by assignment of investment:Loan
      payable
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              (200,000
                              )Investment
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              200,000Supplementary
      Disclosure Of Cash Flow Information:Cash
      paid for:Interest
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              371Income
      taxes
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              -


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


F-4


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





STATEMENTS
OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIENCY)





PERIOD
FROM INCEPTION (SEPTEMBER 19, 2003) TO MAY 31, 2009


(Unaudited)




DEFICITACCUMULATEDCOMMON
      SHARES
                  
                  
                  ADDITIONAL
                  
                  
                  DURING
      THEPAR
                  
                  
                  PAID-IN
                  
                  
                  DEVELOPMENTNUMBER
                  
                  
                  VALUE
                  
                  
                  CAPITAL
                  
                  
                  STAGE
                  
                  
                  TOTALBalance,
      September 19,2003
      (date of inception)
                  
                  
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -
                  
                  
                  $
                  -Capital
      stock issued for cash:October
      2003 at $0.001
                  
                  
                  2,500,000
                  
                  
                  
                  2,500
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  2,500November
      2003 at $0.005
                  
                  
                  160,000
                  
                  
                  
                  160
                  
                  
                  
                  640
                  
                  
                  
                  -
                  
                  
                  
                  800December
      2003 at $0.005
                  
                  
                  1,400,000
                  
                  
                  
                  1,400
                  
                  
                  
                  5,600
                  
                  
                  
                  -
                  
                  
                  
                  7,000June
      2004 at $0.01
                  
                  
                  1,000,000
                  
                  
                  
                  1,000
                  
                  
                  
                  9,000
                  
                  
                  
                  -
                  
                  
                  
                  10,000July
      2004 at $0.25
                  
                  
                  23,000
                  
                  
                  
                  23
                  
                  
                  
                  5,727
                  
                  
                  
                  -
                  
                  
                  
                  5,750Net
      loss for the period
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (15,880
                  )
                  
                  
                  (15,880
                  )Balance,
      August 31, 2004
                  
                  
                  5,083,000
                  
                  
                  
                  5,083
                  
                  
                  
                  20,967
                  
                  
                  
                  (15,880
                  )
                  
                  
                  10,170Net
      loss for the year
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (16,578
                  )
                  
                  
                  (16,578
                  )Balance,
      August 31, 2005
                  
                  
                  5,083,000
                  
                  
                  
                  5,083
                  
                  
                  
                  20,967
                  
                  
                  
                  (32,458
                  )
                  
                  
                  (6,408
                  )November
      10, 2005 StockSplit
      Adjustment
                  
                  
                  20,332,000
                  
                  
                  
                  20,332
                  
                  
                  
                  (20,332
                  )
                  
                  
                  -
                  
                  
                  
                  -Net
      loss for the year
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (31,577
                  )
                  
                  
                  (31,577
                  )Balance,
      August 31, 2006
                  
                  
                  25,415,000
                  
                  
                  
                  25,415
                  
                  
                  
                  635
                  
                  
                  
                  (64,035
                  )
                  
                  
                  (37,985
                  )Capital
      stock issued for investment:January
      2007 at $0.735 per share
                  
                  
                  185,000
                  
                  
                  
                  185
                  
                  
                  
                  135,790
                  
                  
                  
                  -
                  
                  
                  
                  135,975July
      2007 at $0.735 per share
                  
                  
                  750,000
                  
                  
                  
                  750
                  
                  
                  
                  550,500
                  
                  
                  
                  -
                  
                  
                  
                  551,250Net
      loss for the year
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (257,804
                  )
                  
                  
                  (257,804
                  )Balance,
      August 31, 2007
                  
                  
                  26,350,000
                  
                  
                  
                  26,350
                  
                  
                  
                  686,925
                  
                  
                  
                  (321,839
                  )
                  
                  
                  391,436Net
      loss for the year
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (378,039
                  )
                  
                  
                  (378,039
                  )Balance,
      August 31, 2008
                  
                  
                  26,350,000
                  
                  
                  
                  26,350
                  
                  
                  
                  686,925
                  
                  
                  
                  (699,878
                  )
                  
                  
                  13,397Net
      loss for the period
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (1,258,829
                  )
                  
                  
                  (1,258,829
                  )Balance,
      May 31, 2009
                  
                  
                  26,350,000
                  
                  
                  $
                  26,350
                  
                  
                  $
                  686,925
                  
                  
                  $
                  (1,958,707
                  )
                  
                  $
                  (1,245,432
                  )
  The
accompanying notes are an integral part of these financial
statements.


F-5


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


May
31, 2009


(Unaudited)








The
unaudited financial information furnished herein reflects all adjustments, which
in the opinion of management are necessary to fairly state the Company’s
financial position and the results of its operations for the periods
presented.  This report on Form 10-Q should be read in conjunction
with the Company’s financial statements and notes thereto included in the
Company’s Form 10-KSB for the fiscal year ended August 31, 2008.  The
Company assumes that the users of the interim financial information herein have
read or have access to the audited financial statements for the preceding fiscal
year and that the adequacy of additional disclosures needed for a fair
presentation may be determined in that context.  Accordingly, footnote
disclosures, which would substantially duplicate the disclosure contained in the
Company’s Form 10-KSB for the fiscal year ended August 31, 2008 have been
omitted.  The results of operations for the three months and nine
months ended May 31, 2009 are not indicative of results for the entire fiscal
year ending August 31, 2009.





1.
            NATURE
      AND CONTINUANCE OF OPERATIONS





Gulf
United Energy, Inc. (“the Company”) was incorporated in the State of Nevada,
U.S.A., on September 19, 2003. The Company currently has limited
operations.  The Company is a development stage company as defined by
Statement of Financial Accounting Standards (“SFAS”) No. 7.  The
Company acquired joint venture interests with a private Mexican company in a
proposed natural gas pipeline project and a proposed liquefied natural gas (LNG)
regasification and storage facility in Mexico.





These
financial statements have been prepared on a going concern basis. The Company
has incurred losses since inception resulting in an accumulated deficit of
$1,958,707 and further losses are anticipated in the development of its
business raising substantial doubt about the Company’s ability to continue as a
going concern. Its ability to continue as a going concern is dependent upon the
ability of the Company to generate profitable operations in the future and/or to
obtain the necessary financing to meet its obligations and repay its liabilities
arising from normal business operations when they come due. Management has
discussed the need to seek additional capital through a private placement and/or
public offering of its common stock; however, efforts to raise additional
capital have been unsuccessful as of this date and there are no assurances that
the Company will be successful in its efforts to raise additional capital. The
financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts of and
classification of liabilities that might be necessary in the event the Company
cannot continue in existence.





SUBSEQUENT
EVENT





As
reported on the 8K filed June 11, 2009, on June 8, 2009, Gulf United Energy,
Inc. (the “Company”) entered into an agreement between the Company and its joint
venture partner, Cia. Mexicana de Gas Natural, S.A. de C.V., to sell all of the
Company’s shares in Fermaca LNG de Cancun , S.A. de C.V. and Fermaca Gas de
Cancun, S.A. de C.V. for a total amount of $1,000,000.  The
transaction is expected to close within thirty days and the purchase price will
be paid in six payments:  $200,000 at the close of the purchase
transaction, four installments of $150,000 payable three, six, nine and twelve
months after the close and a final payment of $200,000 payable at fifteen months
after the close of the purchase transaction.  As a result of this
anticipated sale, the Company at May 31, 2009 has impaired its advances to and
investment in joint venture projects by $1,010,970 to $940,240 to reflect the
estimated present value of the anticipated sale, discounted at 10%.


F-6


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


May
31, 2009


(Unaudited)




2.
            SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES




Basis
      of Accounting





The
Company maintains its accounts on the accrual method of accounting in accordance
with accounting principles generally accepted in the United States of America.
The accompanying financial statements of Gulf United Energy, Inc., have been
prepared in accordance with accounting principles generally accepted in the
United States of America and the rules of the Securities and Exchange Commission
(SEC). In the opinion of management, all adjustments necessary for a fair
presentation of financial position and the results of operations have been
reflected herein.





Use
      of Estimates and Assumptions





The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that directly affect the reported amounts of assets,
liabilities, revenues and expenses. Actual results could differ from those
estimates.





Cash





Cash
includes cash in a demand deposit account with a Houston bank.





Fair
Value of Financial Instruments





The
Company’s financial instruments consist of cash and accounts payable, accrued
liabilities and debt.  It is management’s opinion that the Company is
not exposed to significant interest or credit risks arising from these financial
instruments. The fair value of these financial instruments approximates their
carrying values.  The carrying amount of these financial instruments
approximates fair value due either to length of maturity or interest rates that
approximate prevailing market rates.





Impairment
of Long-lived Assets





The
Company evaluates impairment when events or circumstances indicate that a
long-lived asset’s carrying value may not be recovered.  These events
include market declines, decisions to sell an asset and adverse changes in the
legal or business environment.  If events or circumstances indicate
that a long-lived asset’s carrying value may not be recoverable, the Company
estimates the future undiscounted cash flows from the asset for which the lowest
level of separate cash flows may be determined, to determined if the asset is
impaired.  If the total undiscounted future cash flows are less than
the carrying amount for the asset, the Company estimates the fair value of the
asset through reference to sales data for similar assets, or by using a
discounted cash flow approach.  The asset’s carrying value is then
adjusted downward to the estimated fair value.  These cash flow
estimates and assumptions could change significantly either positively or
negatively.  During the quarter ended May 31, 2009, the Company
recorded an impairment of $1,010,970 in the value for its investment in and
advances to joint venture projects to reflect the present value of the expected
to be recovered in the anticipated sale of the joint venture interests (see Note
1 – Subsequent Event).


F-7


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


MAY
31, 2009


(Unaudited)





Basic
Loss Per Share





The
Company is required to provide basic and diluted earnings (loss) per common
share information.





The basic
net loss per common share is computed by dividing the net loss applicable to
common stockholders by the weighted average number of common shares
outstanding.





Diluted
net loss per common share is computed by dividing the net loss applicable to
common stockholders, adjusted on an "as if converted" basis, by the weighted
average number of common shares outstanding plus potential dilutive securities.
For the periods ended May 31, 2009 and 2008, there were no potentially dilutive
securities issued so diluted net loss per common share equals basic net loss per
share.




3. 
INVESTMENTS  (See Note 1 – Subsequent Event)





On March
22, 2006, the Company entered into a letter of intent with Cia. Mexicana de Gas
Natural, S.A. de C.V. (“CMGN”), a private Mexican corporation, whereby the
Company would acquire a 50% interest in a joint venture to be formed (the “Gulf
United/CMGN Joint Venture”). The Company contributes cash to the Gulf
United/CMGN Joint Venture and CMGN contributed its 24% equity interest in a
proposed project to design, construct, operate and maintain an open access
natural gas pipeline between Valladolid, Cancun and Punta Venado, as well as its
initial 24% equity interest in a project to build a proposed LNG storage and
regasification facility. The Company borrowed $200,000 from a stockholder to
make the initial advance required under the letter of intent. No additional
payments were made. The letter of intent was terminated on May 22, 2006 and the
investment in the joint venture was transferred to a stockholder of the Company
in full settlement of the debt.





Subsequent
to August 31, 2006, the Company entered into an amended letter of intent with
CMGN whereby the general terms of the initial letter of intent were reinstated.
The amended letter of intent acknowledged $1,038,985 had been advanced to CMGN
on behalf of the Company, by a Company stockholder, (including the initial
advance of $200,000) pursuant to the original letter of intent. In order to earn
its 50% in the Gulf United/CMGN Joint Venture, the Company paid an additional
$409,410 to CMGN and issued 750,000 shares of the Company’s restricted stock to
CMGN following the execution of the joint venture agreements.





The
Company has entered into a loan agreement with a stockholder regarding funds
advanced on its behalf. The loan is secured by the Company’s equity interest in
the joint venture entities, bears interest at a rate of 10% per annum,
compounded monthly, and is due in full on June 1, 2009.  The Company
may, at any time, satisfy the loan in its entirety by transferring its
interest in the joint venture entities to the lending stockholder.  In
connection with the loan agreement, the Company has agreed to pay a finder’s fee
to the lending stockholder equal to 8.5% of any proceeds the Company receives
from the joint venture.





The value
of the joint venture investment was impaired in the amount of $1,010,970 and
adjusted as of May 31, 2009 to reflect the present value of the agreed sale
amount of $1,000,000 as discussed in Note 1 – Subsequent Event.


F-8


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


MAY
31, 2009


(Unaudited)











Condensed
audited balance sheets for the joint venture entities as of August 31, 2008 are
included below:





Fermaca
      Gas de Cancun, S.A. de C.V.
                          
                          
                          Fermaca
      LNG de Cancun, S.A. de C.V.Receivables
                          
                          $
                          7,366
                          
                          
                          $
                          8,724Capitilized
      value added tax
                          
                          
                          84,367
                          
                          
                          
                          166,237Projects
      in process
                          
                          
                          5,168,178
                          
                          
                          
                          2,958,834Total
      Assets
                          
                          $
                          5,259,911
                          
                          
                          $
                          3,133,795Income
      tax withholding
                          
                          $
                          393
                          
                          
                          $
                          295Minority
      interest
                          
                          
                          2,625,601
                          
                          
                          
                          1,559,881Total
      liabilities
                          
                          
                          2,625,994
                          
                          
                          
                          1,560,176Total
      stockholders' equity
                          
                          
                          2,633,917
                          
                          
                          
                          1,573,619Total
      Liabilities and Stockholders' Equity
                          
                          $
                          5,259,911
                          
                          
                          $
                          3,133,795


The joint
venture balance sheets reflected above are consolidated with their subsidiaries,
Energia YAAX, S.A de C.V (the company that will construct and own the proposed
natural gas pipeline) and SIIT Energy, S.A. de C.V. (the company that will
construct and own the proposed LNG plant), which are the operating companies in
which the joint venture companies hold a 50% interest.  Because all
costs incurred by the joint ventures and the underlying entities relate to the
proposed development of the pipeline and LNG terminal, the joint venture
companies have capitalized all costs and there are no revenues or expenses
during the construction phase.  The minority interest shown in these
balance sheets is the investment of the other 50% owner in the operating
companies that will own the natural gas pipeline and the LNG storage and
regasification plant.  The Company owns a 24% interest in the joint
venture companies and a 12% net interest in the proposed projects shown in the
above condensed balance sheets.





The
Company does not have any financial information on the joint venture companies
more recent than the August 31, 2008 financial information, but the Company
believes that the financial information has not changed substantially subsequent
to that date.





The
supply of gas to the proposed pipeline is currently in question because Pemex,
the Mexican national oil company, has increased gas re-injection in its oil
fields in an effort to increase oil production, thus decreasing the amount of
gas available for distribution through the Mayacan
system.  Preliminary engineering for the pipeline project has
commenced; however, because of the lack of available natural gas noted above,
procurement for the pipeline project is not expected to commence until after the
end of fiscal 2009 and construction would then require approximately one
year.


F-9


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


MAY
31, 2009


(Unaudited)








4.  COMMON
STOCK





The total
number of shares of stock which the Company shall have the authority to issue is
two hundred million (200,000,000) shares of Common Stock with a par value of one
tenth of one cent ($.001) per share.





As of May
31, 2009, the Company had 26,350,000 shares of its $.001 par value common stock
issued and outstanding.





5.  INCOME
TAXES





Potential
benefits of income tax losses are not recognized in the accounts until
realization is more likely than not.  The Company has incurred net
operating losses totaling $1,958,707 which commence expiring in 2023 if not
previously utilized. Pursuant to SFAS No. 109, the Company is required to
compute tax asset benefits for net operating losses carried forward. The
potential benefit of net operating losses has been offset by a valuation
allowance in these financial statements because the Company cannot be assured it
is more likely than not it will utilize the net operating losses carried forward
in future years.





6.
            LOANS
      PAYABLE





Notes
payable consist of the following as of May 31, 2009:


Short-term
                
                
                Long-termUnsecured
      loans to related parties
                
                $
                26,574
                
                
                $
                0Secured
      loan and interest payable to stockholder
                
                $
                2,090,491
                
                
                $
                0





Two
stockholders and former directors of the Company provided loans totalling
$26,574.  The loans are non-interest bearing, unsecured and payable
upon demand.





The
Company has received loans from one stockholder totaling $2,090,491. This amount
includes accumulated and unpaid interest of $461,306 as of May 31,
2009.  These funds have been used primarily to purchase our interest
in the Mexican joint ventures.  That total loan amount is comprised
of: $1,213,985 of advances to the joint ventures,
$415,200         used for operating
costs and $461,306 of interest.  The loan is secured by the Company’s
equity interest in the joint ventures.  The loan bears interest at a
rate of 10% per annum and is due June 1, 2009.  Management is
negotiating an extension of the loan which it believes will be
granted.  The Company may, at any time, satisfy the loan in its
entirety by transferring its interest in the joint ventures to the
stockholder.





7.
            COMMITMENTS
      AND CONTRACTUAL OBLIGATIONS





JOINT
VENTURE COMMITMENTS (See Note 1 – Subsequent Event)





As
reflected herein, the Company has entered into a joint venture agreement to
provide funding currently estimated to be approximately $16,800,000 with respect
to the Company's 12% interest in the proposed pipeline
project.  Additional amounts will be required to fund the Company’s
12% interest in the proposed LNG storage and re-gasification project. At this
time, the Company does not know, and cannot reasonably estimate, its portion of
the costs associated with the proposed LNG storage and re-gasification project.
Because the Company is solely an investor in the joint ventures and not the
operator, management of the Company is currently unable to determine precisely
when the funding amounts will become due or the amounts that will be required.
However, it is anticipated by management that the amountsdue will be paid during
the next three fiscal years for the proposed pipeline project and during the
next five fiscal years for the proposed LNG storage and re-gasification
project.  The Company currently does not have adequate resources
available to meet its funding requirements.  Should the Company be
unable to fund the required amounts on a timely basis, the joint venture
interests may revert to the stockholder who has provided the funding reflected
in the accompanying balance sheet as of May 31, 2009 and August 31, 2008; or the
joint venture interests may be forfeited to the Company’s joint venture
partner.  Due to the current state of the world economy, the
difficulties of the financial markets and relatively low oil and gas prices,
among other things, there are no assurances that either of these projects will
be constructed.  Because construction of these proposed projects has
not commenced, and because the Company lacks the resources to fund its share of
construction costs coupled with the current state of the world economy, it is
possible that these projects will not be built according to schedule or may not
be built at all.  In the event that the projects are postponed for a
lengthy period of time, or are cancelled altogether, the value of the Company’s
advances and interest in the joint venture projects will decline precipitously
and may not retain any value.


F-10


GULF
UNITED ENERGY, INC.
 (A
Development Stage Company)


ITEM
2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION







Plan
of Operation – (See Financial Statement Note 1 – Subsequent Event)




Our plan
of operation for the twelve months following the date of this quarterly report
is to close on the sale of our joint venture interests and to use the proceeds
to invest in other upstream drilling or pipeline projects (See Financial
Statement Note 1 – Subsequent Event).





As of May
31, 2009, we have contributed $1,951,210 to the joint ventures made up of
$1,263,985 in cash and 935,000 shares of our restricted common stock then valued
at $687,225 to finance the projects.  In consideration for acquiring a
24% interest in Fermaca Gas and Fermaca LNG, we agreed to pay 12% of the costs
incurred by Yaax and SIIT Energy (Yaax and SIIT Energy are the operating
companies that will build and operate the proposed pipeline and LNG projects,
respectively) (See Financial Statement Note 1 – Subsequent Event).





At May
31, 2009, the Company has current assets of $662, current liabilities of
$2,187,709, and a working capital deficit of $2,187,047.  Other than a
stockholder loan totaling $2,090,491, which is secured by substantially all of
the Company’s assets and $26,574 in loans payable to related parties, the
Company has no other credit facilities.  Management believes that it
will be able to borrow additional monies to continue to fund short-term working
capital requirements. The Company has no other sources of financing and will
continue to rely on borrowings from this stockholder. However, there are no
commitments from this stockholder or assurance that this stockholder can or will
continue to fund our cash needs.  In the event that the Company does
not sell its joint venture interests and fails to extend the stockholder loan
and/or to borrow additional funds thereunder, these events will likely result in
the Company transferring the investment in the joint venture projects to repay
this debt or forfeiting its interests in the projects to its joint venture
partner.





On June
8, 2009, the Company entered into an agreement with its joint venture partner to
sell its interest in the joint venture projects to the partner for $1,000,000
that will be paid over a period of 15 months beginning at the closing, which is
scheduled for mid- to late-August 2009.  The proceeds from this sale
may be used to pay accounts payable, reduce the Company’s debt and for other
investments and other operating expenses.




Results
of Operations for Quarter Ended May 31, 2009




We have
not earned any revenues during the period from inception through May 31, 2009.
The design of the proposed open access natural gas pipeline between Valladolid,
Cancun and Punta Venado and a proposed LNG storage and regasification facility
are not yet completed and construction has not yet commenced; accordingly, we
currently do not have any revenue generating operations.




We
incurred operating expenses of $73,270 and recorded an impairment loss on our
advances to and investment in joint venture projects of $1,010,970, resulting in
a net loss in the amount of $1,084,240 for the quarter ended May 31, 2009, as
compared to a $87,904 loss for the same quarter in fiscal 2008. The increase in
our net loss in 2009 was primarily the result of the recognition of impairment
of our joint venture investment in the amount of $1,010,970; additionally, we
had a decrease in professional fees of $21,164 offset by an increase in interest
expense of $6,274.  The operating expenses in the quarter ended May
31, 2009 were comprised of professional fees of $6,070, rent and lease expense
of $15,300, interest expense of $50,744, utilities and depreciation totaling
$1,156 as well as the impairment loss noted above.




We have
not attained profitable operations and are, therefore, dependent upon obtaining
additional debt or equity financing. If we are unable to sell our joint venture
interests or obtain additional financing, there is substantial doubt that we
will be able to continue as a going concern.


-3-


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)








MANAGEMENT’S
DISCUSSION AND ANALYSIS OR PLAN OF OPERATION, Cont.





LIQUIDITY
AND CAPITAL RESOURCES





At May
31, 2009, the Company's current assets total $662.  Total current
liabilities are $2,187,709, resulting in negative working capital of
$2,187,047.  As of May 31, 2009, we had $662 in cash.  For
the nine-month period ended May 31, 2008, our average monthly cash flow used in
operating activities was approximately $6,700.  If the joint venture
interest sale does not close, we will need to raise at least $16,800,000 in
order to meet our obligations under the joint venture agreement for the pipeline
project.  The Company has funded operations to date through a
combination of utilizing cash on hand, issuing common stock to settle certain
obligations and borrowing from a stockholder.  Company operations for
the nine months ended May 31, 2009, were funded largely by stockholder advances
of $59,200.





As of May
31, 2009, the Company requires additional working capital to pursue its business
strategy and operations, potentially including contributions to the two joint
ventures and general working capital purposes.  Therefore, we will
need to raise additional capital for the remainder of fiscal 2009.  We
do not have any credit facilities available with financial institutions or other
third parties and as such, we must rely upon best efforts funding from
individual accredited investors.  We will use our best efforts to
raise additional funds through increased debt or sales of equity securities to
meet future working capital requirements.  There can be no assurance
that we will be successful in raising funds from debt or equity offerings or
from any future best efforts financing efforts.  If we are unable to
either obtain financing from external sources or to generate liquidity from
anticipated future operations, we may need to cease operations.





On June
8, 2009, the Company entered into an agreement with its joint venture partner to
sell its interest in the joint venture projects to the partner for $1,000,000
that will be paid over a period of 15 months beginning at the closing, which is
scheduled for mid- to late-August 2009.  The proceeds from this sale
may be used to pay accounts payable, reduce the Company’s debt and for other
investments and other operating expenses.





ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK





Market
risk represents the risk of loss that may impact our financial position due to
adverse changes in financial market prices and rates. Our market risk exposure
results from fluctuations in foreign exchange rates.  The Company is
exposed to foreign exchange risk based on the Company’s investment in two joint
venture entities based in Mexico.  The Company funds the joint
venture and reports the joint venture investment in US dollars, but the
financial statements of the entities are prepared in Mexican pesos and are
converted to US dollars.  Fluctuations in the value of the United
States dollar relative to the value of the Mexican peso could affect the value
of our investment.  We don’t expect that this risk will have a
material impact on future financial statements.  The Company is not
exposed to market risks related to fluctuations in interest
rates.  The interest rate on the Company’s debt is
fixed.  We do not currently own marketable securities, use interest
rate swaps, futures contracts or options on futures or other types of derivative
financial instruments. We do not hold or issue financial instruments for
trading purposes.




ITEM
4.  CONTROLS AND PROCEDURES




Evaluation
of Disclosure Controls




Our
Principal Executive Officer and Principal Financial Officer, after evaluating
the effectiveness of our disclosure controls and procedures (as defined in Rule
13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period
covered by this report, have concluded that, based on the evaluation of these
controls and procedures, that our disclosure controls and procedures were
effective.   We maintain disclosure controls and procedures that
are designed to ensure that information required to be disclosed by us in the
reports that we file or submit to the Securities and Exchange Commission under
the Securities Exchange Act of 1934, as amended, is recorded, processed,
summarized, and reported within
the time periods specified by the Securities and Exchange Commission's rules and
forms, and that information is accumulated and communicated to our management,
including our principal executive and principal financial officers (whom we
refer to in this periodic report as our Certifying Officers), as appropriate to
allow timely decisions regarding required disclosure. Our management, which is
limited to our Certifying Officers, evaluated the effectiveness of our
disclosure controls and procedures as of May 31, 2009, pursuant to Rule
13a-15(b) under the Securities Exchange Act.


-4-


GULF
UNITED ENERGY, INC.
 (A
Development Stage Company)


Based
upon that evaluation, our Certifying Officers concluded that, as of May 31,
2009, our disclosure controls and procedures were effective.  There
were no changes in our internal control over financial reporting that occurred
during our most recently completed fiscal quarter that have materially affected,
or are reasonably likely to materially affect, our internal control over
financial reporting.




Limitations
on the Effectiveness of Controls




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




Conclusions




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


-5-


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)







PART II- OTHER INFORMATION




Item
1. Legal Proceedings




None.




Item
1A.  Risk Factors




For this
reporting period, there have been no material changes to the risk factors
previously disclosed under item 1 of the Company’s form 10-KSB filed with the
United States Securities and Exchange Commission on December 15,
2008.




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




None.




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 and Reports on Form 8-K





*10.1
              Amended
      Loan Agreement**10.2
              Letter
      agreement between Gulf United Energy, Inc. and Cia. Mexicana de Gas
      Natural, S.A. de C.V.31.1
              Certifications
      pursuant to Rule 13a-14(a) under the SecuritiesExchange
      Act of 193432.1
              Certifications
      pursuant to 18 U.S.C. Section 1350, as adoptedpursuant
      to Section 906 of the Sarbanes-Oxley Act of
2002





*Incorporated by reference to
Form 8K filed on April 17, 2009.





**
Incorporated by reference to Form 8K filed on June 11, 2009.


-6-


SIGNATURES





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





Gulf
United Energy, Inc.





/S/ DON
WILSON


___________________________


Don
Wilson, President and C.E.O.


(Principal
Executive Officer)





DATED:  July
14, 2009








/S/ DAVID
POMERANTZ


___________________________


David
Pomerantz, CFO


Principal
Financial Officer and


Principal
Accounting Officer





DATED:  July
14, 2009


-7-