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 November 30, 2008





[  ]   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 January 5, 2009, there were approximately 26,350,000 shares of $0.001 par
value common stock issued and outstanding as of January 5,
2009.





GULF
UNITED ENERGY, INC.


(A
Development Stage Company)





TABLE
OF CONTENTS





Part
      I. Financial InformationItem
      1
              
              Financial
      StatementsBalance
      Sheets at November 30, 2008 and August 31,2008
              
              F-2Statements
      of Operations For the Three Months Ended November 30, 2008 and 2007 and
      the Period From Inception (September 19, 2003) to November 30,
      2008
              
              F-3Statements
      of Cash Flows For the Three Months Ended November 30, 2008 and 2007 and
      the Period from Inception (September 19, 2003) through November 30,
      2008
              
              F-4Statement
      of Changes in Stockholders' Equity (Deficiency) for the Period from
      Inception (September 19, 2003) to November 30, 2008
              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(T)
              
              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





FIRST
QUARTER


FINANCIAL
STATEMENTS








November
30, 2008


(Unaudited)


F-1


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)





BALANCE
SHEETS








November
      30,
                  
                  
                  August
      31,2008
                  
                  
                  2008(Unaudited)
                  
                  
                  (Audited)ASSETSCurrent
      AssetsCash
                  
                  $
                  510
                  
                  
                  $
                  2,191Pre-paid
      expenses
                  
                  
                  4,968
                  
                  
                  
                  4,968Deposits
                  
                  
                  7,500
                  
                  
                  
                  7,500Total
      Current Assets
                  
                  
                  12,978
                  
                  
                  
                  14,659Fixed
      Assets
                  
                  
                  3,300
                  
                  
                  
                  3,300Less:  Accumulated
      Depreciation
                  
                  
                  (1,375
                  )
                  
                  
                  (1,100
                  )Net
      Fixed Assets
                  
                  
                  1,925
                  
                  
                  
                  2,200Interest
      in joint venture projects (Note 3)
                  
                  
                  1,951,210
                  
                  
                  
                  1,951,210Total
      Assets
                  
                  $
                  1,966,113
                  
                  
                  $
                  1,968,069LIABILITIESCurrentAccounts
      payable and accrued liabilities
                  
                  $
                  52,347
                  
                  
                  $
                  43,824Loans
      payable related parties (Note 6)
                  
                  
                  26,574
                  
                  
                  
                  26,574Shareholder
      loan payable and accrued interest (Note 6)
                  
                  
                  1,946,813
                  
                  
                  
                  1,884,274Total
      Liabilities
                  
                  
                  2,025,734
                  
                  
                  
                  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 November 30, 2008 and August 31, 2008
                  
                  
                  26,350
                  
                  
                  
                  26,350Additional
      paid-in capital
                  
                  
                  686,925
                  
                  
                  
                  686,925Deficit
      Accumulated During The Development Stage
                  
                  
                  (772,896
                  )
                  
                  
                  (699,878
                  )(59,621
                  )
                  
                  
                  13,397Total
      Liabilities and Stockholders' Equity (Deficiency)
                  
                  $
                  1,966,113
                  
                  
                  $
                  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
                                
                                
                                (September
      19, 2003)November
      30
                                
                                
                                through2008
                                
                                
                                2007
                                
                                
                                November
      30, 2008Revenue
                                
                                $
                                -
                                
                                
                                $
                                -
                                
                                
                                $
                                -Expenses:Office
      and sundry
                                
                                
                                45
                                
                                
                                
                                257
                                
                                
                                
                                15,246Depreciation
      Expense
                                
                                
                                275
                                
                                
                                
                                275
                                
                                
                                
                                1,375Professional
      fees
                                
                                
                                8,775
                                
                                
                                
                                34,513
                                
                                
                                
                                248,728Consulting
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                10,455Rent
      and lease expense
                                
                                
                                15,594
                                
                                
                                
                                15,354
                                
                                
                                
                                93,995Public
      relations
                                
                                
                                320
                                
                                
                                
                                -
                                
                                
                                
                                1,265Travel
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                14,213Utilities
                                
                                
                                438
                                
                                
                                
                                1,312
                                
                                
                                
                                12,959Shareholder
      loan and other interest
                                
                                
                                47,571
                                
                                
                                
                                39,374
                                
                                
                                
                                362,486Total
      expenses
                                
                                
                                73,018
                                
                                
                                
                                91,085
                                
                                
                                
                                760,722Operating
      Loss
                                
                                
                                (73,018
                                )
                                
                                
                                (91,085
                                )
                                
                                
                                (760,722
                                )Other
      Income and ExpenseGain
      on settlement of debt
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (3,333
                                )Loss
      from continuing operations
                                
                                
                                (73,018
                                )
                                
                                
                                (91,085
                                )
                                
                                
                                (757,389
                                )Loss
      from discontinued operations
                                
                                
                                -
                                
                                
                                
                                -
                                
                                
                                
                                (15,507
                                )Net
      Loss
                                
                                $
                                (73,018
                                )
                                
                                $
                                (91,085
                                )
                                
                                $
                                (772,896
                                )Basic
      And Diluted Loss per sharefrom
      continuing operations
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.03
                                )Basic
      And Diluted Loss per sharefrom
      discontinued operations
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )Basic
      And Diluted Net Loss per share
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.00
                                )
                                
                                $
                                (0.03
                                )Weighted
      Average Number of Shares Outstanding
                                
                                
                                26,350,000
                                
                                
                                
                                26,350,000
                                
                                
                                
                                24,752,169


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
      FromInceptionThree
      Months Ended
                              
                              
                              (September
      19, 2003)November
      30,
                              
                              
                              November 30,
                              
                              
                              Through2008
                              
                              
                              2007
                              
                              
                              November
      30, 2008Cash
      Flows From Operating ActivitiesNet
      loss for the period
                              
                              $
                              (73,018
                              )
                              
                              $
                              (91,085
                              )
                              
                              $
                              (772,896
                              )Pre-paid
      expenses
                              
                              
                              -
                              
                              
                              
                              4,668
                              
                              
                              
                              (4,968
                              )Depreciation
      Expense
                              
                              
                              275
                              
                              
                              
                              275
                              
                              
                              
                              1,375Accrued
      interest added to shareholder loans
                              
                              
                              47,539
                              
                              
                              
                              39,374
                              
                              
                              
                              361,828Non-cash
      portion of interest expense
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              3,333Gain
      on settlement of debt
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              (3,333
                              )Adjustments
      to reconcile net loss to net cash used byoperating
      activities:Increase
      in deposits
                              
                              
                              -
                              
                              
                              
                              -
                              
                              
                              
                              (7,500
                              )Accounts
      payable and accrued liabilities
                              
                              
                              8,523
                              
                              
                              
                              20,212
                              
                              
                              
                              52,347Net
      Cash Used By Operating Activities
                              
                              
                              (16,681
                              )
                              
                              
                              (26,556
                              )
                              
                              
                              (369,814
                              )Cash
      Flows From Investment ActivityCapital
      Expenditures
                              
                              
                              -
                              
                              
                              
                              (300
                              )
                              
                              
                              (3,300
                              )Advances
      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 shareholder loans payable
                              
                              
                              15,000
                              
                              
                              
                              25,000
                              
                              
                              
                              371,000Net
      cash provided by financing activities
                              
                              
                              15,000
                              
                              
                              
                              25,000
                              
                              
                              
                              623,624Increase/(Decrease)  In
      Cash During The Period
                              
                              
                              (1,681
                              )
                              
                              
                              (1,856
                              )
                              
                              
                              510.22Cash,
      Beginning Of Period
                              
                              
                              2,191
                              
                              
                              
                              2,326
                              
                              
                              
                              -Cash,
      End Of Period
                              
                              $
                              510
                              
                              
                              $
                              470
                              
                              
                              $
                              510Non-Cash
      Investing and Financing Activities:Investment
      advances paid from shareholder loans
                              
                              $
                              -
                              
                              
                              $
                              -
                              
                              
                              $
                              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 NOVEMBER 30, 2008


(Unaudited)








COMMON
      SHARES
                            
                            
                            ADDITIONAL
                            
                            
                            DEFICITACCUMULATEDDURING
      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
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            -
                            
                            
                            
                            (73,018
                            )
                            
                            
                            (73,018
                            )Balance,
      November 30, 2008
                            
                            
                            26,350,000
                            
                            
                            
                            26,350
                            
                            
                            
                            686,925
                            
                            
                            
                            (772,896
                            )
                            
                            
                            (59,621
                            )


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


November
30, 2008


(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 month ended November
30, 2008 are not necessarily 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 and
is seeking new projects.  The Company is a development stage company
as defined by Statement of Financial Accounting Standards (“SFAS”) No. 7. The
Company had previously been primarily engaged in the acquisition and exploration
of mineral properties. 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.





On
November 10, 2005, the Board of Directors authorized a 5-for-1 stock split of
the Company’s $0.001 par value common stock.  As a result of the
split, 20,332,000 additional shares were issued, and additional paid-in capital
was reduced by $20,332.





These
financial statements have been prepared on a going concern basis. The Company
has incurred losses since inception resulting in an accumulated deficit of
$772,896 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
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.


F-6


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


November
30, 2008


(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
and Cash Equivalents





Cash and
cash equivalents include cash and all highly liquid financial instruments with
purchased maturities of three months or less.





As of
November 30, 2008 and August 31, 2008, the Company had no cash
equivalents.





Leases





The
Company recognizes operating lease expense monthly over the minimum lease term
on a straight-line basis.





Fair
Value of Financial Instruments





The
Company’s financial instruments consist of cash and accounts payable, accrued
liabilities and debt.  Unless otherwise noted, 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, unless otherwise
noted.  The carrying amount of these financial instruments
approximates fair value due either to length of maturity or interest rates that
approximate prevailing market rates unless otherwise disclosed in these
financial statements.


F-7


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


NOVEMBER
30, 2008


(Unaudited)





Basic
Loss Per Share





The
Company is required to provide basic and dilutive 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 November 30, 2008, and August 31, 2008, there were no
potentially dilutive securities issued so diluted net loss per common share
equals basic net loss per share.





Computer
      Equipment





Additions
to computer equipment and software are recorded at cost.  Depreciation
of computer equipment and software is recorded on a straight-line basis over the
estimated useful lives of the assets.  Computer equipment and software
are being depreciated over 36 months.





Recent
Accounting Pronouncements





In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162,
“The Hierarchy of Generally Accepted Accounting Principles.”  SFAS No.
162 sets forth the level of authority to a given accounting pronouncement or
document by category. Where there might be conflicting guidance between two
categories, the more authoritative category will prevail. SFAS No. 162 will
become effective 60 days after the SEC approves the PCAOB’s amendments to AU
Section 411 of the AICPA Professional Standards. SFAS No. 162 has no effect on
the Company’s financial position, statements of operations, or cash flows at
this time.








3.      INVESTMENTS





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 shareholder 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 shareholder 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 shareholder, (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.  Our
investment in the joint ventures is recorded at cost.


F-8


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


NOVEMBER
30, 2008


(Unaudited)








The
Company has entered into a loan agreement with a shareholder 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 January 15, 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
shareholder.  In connection with the loan agreement, the Company has
agreed to pay a finder’s fee to the lending shareholder equal to 8.5% of any
proceeds the Company receives from the joint venture.





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
      shareholder's equity
                          
                          
                          2,633,917
                          
                          
                          
                          1,573,619Total
      Liabilities and Shareholders' Equity
                          
                          $
                          5,259,911
                          
                          
                          $
                          3,133,795


The joint
venture balance sheets reflected above are consolidated with 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 in process shown in the above
condensed balance sheets.





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


NOVEMBER
30, 2008


(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
November 30, 2008, 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 $772,896 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 November 30, 2008:





Short-term
                  
                  
                  Long-termUnsecured
      loans to related parties
                  
                  $
                  26,574
                  
                  
                  $
                  0Secured
      loan and interest payable to shareholder
                  
                  $
                  1,946,813
                  
                  
                  $
                  0


Two
shareholders 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 shareholder totaling $1,946,813; this amount
includes total interest of $361,828 as of November 30,
2008.   These funds have been used primarily to purchase our
interest in the Mexican joint ventures.  That total amount is
comprised of $1,213,985 of advances for the joint ventures, $371,000 for
operating costs and $361,828 in interest cost.  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 January 15, 2009.  The
Company may, at any time, satisfy the loan in its entirety by transferring its
interest in the joint ventures to the shareholder.





7.
            COMMITMENTS
      AND CONTRACTUAL OBLIGATIONS





LEASES





The
Company accounts for rent expense monthly over the minimum lease
term.  The Company occupies office space under a non-cancelable
sub-lease expiring May 2009.


F-10


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)





NOTES
TO THE FINANCIAL STATEMENTS


NOVEMBER
30, 2008


(Unaudited)








Future
minimum lease payments under non-cancelable leases at November 30, 2008 were as
follows:





Period
      EndingNovember 30,
                    Amount2009
                    $30,600





JOINT
VENTURE COMMITMENTS





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 amounts due 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.  As also stated herein, 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 shareholder who has provided the funding
reflected in the accompanying balance sheet as of November 30, 2008 and August
31, 2008.  Due to the current state of the world economy, the melt
down of the financial markets and low oil and gas prices, among other things,
there are no assurances that either of these projects will be
constructed.


F-11


GULF UNITED ENERGY,
INC.


(A
Development Stage Company)












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




Plan
of Operation




Our plan
of operation for the twelve months following the date of this quarterly report,
through our two joint ventures, includes the anticipated commencement of
engineering, procurement and construction of the proposed natural gas pipeline
after the end of fiscal 2009. The proposed pipeline system has two options for
natural gas provision: an interconnection with the established Mayacan system,
owned by Gaz de France, and a proposed LNG plant located on a port near Punta
Venado, Quintana Roo.  The original project plan called for the 16-inch
diameter pipeline to transport up to 183 million cubic feet of natural gas daily
from the Mayacan system within the Mexican states of Quintana Roo and Yucatan,
thus meeting the industrial demand for natural gas in the region, as well as the
demand of power generation plants located in the cities of Valladolid, Cancun
and Nizuc. We estimate that it will take approximately one year to complete
after construction commences. Environmental impact and environmental risk
permit applications were submitted in September, 2007 and are still under review
by the relevant Mexican government authorities.  We are not aware of any
significant problems with the review and approval process, as all requested
information has been submitted.  Although the mandated time frame set by
the approving authorities has been exceeded, they have requested more time for
evaluation.  We have granted an extension of time as we wish to continue to
work closely with the authorities during this period of uncertainty in the oil
and gas industry.  Due to the current state of the world economy, the
melt down of the financial markets and low oil and gas prices, among other
things, there are no assurances that either of these projects will be
constructed.





The
proposed pipeline is expected to cost about $140,000,000. Our share of these
projected costs will be approximately $16,800,000. We hope to raise these funds
through secured debt financing and through the sale of our equity; however, we
have no financing currently in place and, therefore, there is no guarantee that
we will be able to raise the necessary funding for completion of the proposed
natural gas pipeline project, the proposed LNG plant or other
projects.  If we fail to raise the funds necessary to fulfill our
obligations under the joint venture agreement, we will be in breach of the
agreement and it may terminate.  If the joint venture agreements
terminate, it would have a material adverse effect on our continued operations
and we would likely need to curtail or cease our operations.





Recently
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.  This action
has intensified the necessity for the re-gasification plant near Punta
Venado.  The joint-venture companies are aggressively pursuing an
acceptable LNG arrangement with the major LNG supply companies around the
world.  The joint-venture companies continue to work closely with the
relevant government authorities to procure a long term LNG supply
contract.





As of
November 30, 2008, 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 valued
at $687,225 to finance the projects.  In consideration for acquiring a
24% interest in Fermaca Gas and Fermaca LNG, we have 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).





At
November 30, 2008, the Company has current assets of $12,978, current
liabilities of $2,025,734, and a working capital deficit of
$2,012,757.  Other than a shareholder loan totaling $1,946,813, which
is secured by substantially all of the Company 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 from this shareholder to continue to fund
short-term.


-3-


GULF
UNITED ENERGY, INC.


(A
Development Stage Company)








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





working
capital requirements. The Company has no other sources of financing and will
continue to rely on borrowings from this shareholder. The failure to extend the
shareholder loan and to borrow additional funds there under will likely result
in the Company curtailing operations or transferring the investment in the joint
venture projects to repay this debt.




Results
of Operations for Quarter Ended November 30, 2008






We have
not earned any revenues during the period from inception through November 30,
2008. 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 complete; accordingly, we currently do not
have any revenue generating operations.  No construction has commenced
as of November 30, 2008 or through the date of the Form 10-Q.




We
incurred operating expenses and a net loss in the amount of $73,018 for the
quarter ended November 30, 2008, as compared to a $91,085 loss for the same
quarter in fiscal 2007. The decrease in our net loss in 2008 was primarily the
result of a decrease in professional fees of $25,738 offset by an increase in
interest expense of $8,197.  The operating expenses in the quarter
ended November 30, 2008 were comprised of professional fees of $8,775, rent and
lease expense of $15,594, interest expense of $47,571, office, sundry, public
relations, utilities and depreciation totaling $1,078.




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




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 evaluated, with the participation of our
Certifying Officers, the effectiveness of our disclosure controls and procedures
as of January 5, 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 November 30,
2008, 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




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 Agreement31.1
                Certifications
      pursuant to Rule 13a-14(a) under the Securities Exchange
      Act of 193432.1
                Certifications
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant
      to Section 906 of the Sarbanes-Oxley Act of 2002*Incorporated by
      reference to Form 8K filed on October 28,
2008.


-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:  January
20, 2009








/S/ DAVID
POMERANTZ


___________________________


David
Pomerantz, CFO


Principal
Financial Officer and


Principal
Accounting Officer





DATED:  January
20, 2009


-7-