UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





FORM
      10-QSB





(Mark
      One)





x
              QUARTERLY
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE
                  ACT OF 1934





For
      the
      quarterly period ended September 30, 2007





o
              TRANSITION
                  REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF
                  1934





From
      the
      transition period from ____ to _____.





Commission
      file number 01-28911.





BRIGHTON
      OIL & GAS, INC.


(Exact
      name of small business issuer as specified in its charter)





Colorado
              91-1869677(State
                  or other jurisdiction
                of
                  incorporation or
                  organization)
              (IRS
                  Employer
                Identification
                  No.)





15851
      Dallas Parkway, Suite 190, Addison, Texas 75001


(Address
      of principal executive offices)





(972)
      450-5990


(Issuer's
      telephone number)





(Former
      name, former address and former fiscal year,


if
      changed since last report)


9595
      Wilshire Blvd., Suite 510, Beverly Hills, California 90210


(Address
      of principal executive offices)





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 12 months (or for such shorter period
      that the registrant was required to file such reports), and (2) has been subject
      to such filing requirements for the past 90 days: Yes x No o





As
      of
      October 15, 2007,82,819,811 shares of the issuer's common equity is outstanding.





Transitional
      Small Business Disclosure Format (Check one): Yes o No x









PART
      I -
      FINANCIAL INFORMATION





Item
      1.
      Financial Information




BRIGHTON
        OIL & GAS, INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 CONSOLIDATED
        FINANCIAL STATEMENTS
 JUNE
        30,
        2007





C
                O
                N T E N T SConsolidated
                Balance Sheet (Unaudited)
            F-2Consolidated
                Statements of Operations (Unaudited)
            F-3Consolidated
                Statements of Cash Flows (Unaudited)
            F-5Consolidated
                Statements of Stockholders’ Deficit (Unaudited)
            F-6Notes
                to Consolidated Financial Statements (Unaudited)
            F-7




F-1




BRIGHTON
      OIL & GAS, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      BALANCE SHEET


AS
      OF
      SEPTEMBER 30, 2007


(Unaudited)


**ASSETS****Cash
                    & cash equivalents**
                
                $
                325**LIABILITIES
                    AND STOCKHOLDERS' DEFICIT****Current
                    liabilities:****Accounts
                    payable**
                
                $
                375,831**Accrued
                    expenses**
                
                
                1,526,026**Accrued
                    interest payable to affiliate**
                
                
                47,003**Shares
                    to be issued**
                
                
                5,000,000**Loan
                    payable to affiliate**
                
                
                164,742**Notes
                    payable to affiliate, net**
                
                
                487,500**Total
                    Current Liabilities**
                
                
                7,601,102**Stockholders'
                    Deficit****Common
                    Stock, $.001 par value, 100,000,000 shares
                    authorized,****82,819,811
                    issued and outstanding**
                
                
                82,820**Additional
                    paid in capital**
                
                
                40,232,068**Prepaid
                    consulting**
                
                
                (5,085,000
                )**Accumulated
                    deficit**
                
                
                (42,830,665
                )**Total
                    stockholders' deficit**
                
                
                (7,600,777
                )**Total
                    liabilities and stockholders' deficit**
                
                $
                325




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


F-2





BRIGHTON
      OIL & GAS, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      STATEMENT OF OPERATIONS


FOR
      THE
      THREE MONTH AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 2007 AND 2006
      (Restated)


AND
      FOR
      THE PERIOD FROM JANUARY 25, 2005 (INCEPTION) TO SEPTEMBER 30, 2007


(Unaudited)


**Three
                  Month Period Ended September 30, 2007**
              
              **Three
                  Month Period Ended September 30, 2006****(Restated)****NET
                  REVENUE**
              
              $
              -
              
              $
              -**OPERATING
                  EXPENSES****Professional
                  fees**
              
              
              1,117,102
              
              
              3,949,540**Other
                  general and administrative**
              
              
              16,520
              
              
              5,473,653**Total
                  operating expenses**
              
              
              1,133,622
              
              
              9,423,193**NET
                  OPERATING LOSS**
              
              
              (1,133,622
              )
              
              (9,423,193
              )**Interest
                  expense**
              
              
              (162,500
              )
              
              -**NET
                  LOSS**
              
              $
              (1,296,122
              )
              $
              (9,423,193
              )**LOSS
                  PER SHARE - BASIC & DILUTED**
              
              $
              (0.02
              )
              $
              (0.25
              )**WEIGHTED
                  AVERAGE SHARES OUTSTANDING - BASIC & DILUTED**
              
              
              82,819,811
              
              
              37,947,302





Weighted
      average number of dilutive securities has not been taken since the effect of
      dilutive securities would be anti-dilutive.





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


F-3




BRIGHTON
      OIL & GAS, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      STATEMENTS OF OPERATIONS


(Unaudited)


**Nine
                  Month Period Ended September 30, 2007**
              
              **Nine
                  Month Period Ended September 30, 2006**
              
              **Period
                  from January 27, 2005 (inception) to September 30,
                  2007****(Restated)****NET
                  REVENUE**
              
              $
              -
              
              $
              -
              
              $
              -**OPERATING
                  EXPENSES****Professional
                  fees**
              
              
              3,778,555
              
              
              19,084,489
              
              
              26,054,755**Technology
                  license royalties**
              
              
              -
              
              
              -
              
              
              160,417**Depreciation,
                  amortization and impairment**
              
              
              -
              
              
              -
              
              
              59,811**Other
                  general and administrative**
              
              
              150,226
              
              
              14,110,732
              
              
              15,582,982**Total
                  operating expenses**
              
              
              3,928,781
              
              
              33,195,221
              
              
              41,857,965**NET
                  OPERATING LOSS**
              
              
              (3,928,781
              )
              
              (33,195,221
              )
              
              (41,857,965
              )**Interest
                  expense**
              
              
              (837,500
              )
              
              -
              
              
              (837,500
              )**Gain
                  on settlement of debt**
              
              
              -
              
              
              -
              
              
              215,000**NET
                  LOSS**
              
              $
              (4,766,281
              )
              $
              (33,195,221
              )
              $
              (42,480,465
              )**LOSS
                  PER SHARE - BASIC & DILUTED**
              
              $
              (0.06
              )
              $
              (1.11
              )**WEIGHTED
                  AVERAGE SHARES OUTSTANDING - BASIC & DILUTED**
              
              
              79,943,755
              
              
              29,904,034


Weighted
      average number of dilutive securities has not been taken since the effect of
      dilutive securities would be anti-dilutive.





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




F-4




BRIGHTON
      OIL & GAS, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      STATEMENTS OF CASH FLOWS FOR THE NINE MONTH PERIODS ENDED SEPTEMBER 30, 2007
      AND
      2006 (Restated)


AND
      FOR
      THE PERIOD FROM JANUARY 25, 2005 (INCEPTION) TO SEPTEMBER 30, 2007


(Unaudited)


**Nine
                  Month Period Ended September 30, 2007**
              
              **Nine
                  Month Period Ended September 30, 2006**
              
              **Period
                  from January 27, 2005 (inception) to Septemebr 30,
                  2007****(Restated)****CASH
                  FLOWS FROM OPERATING ACTIVITIES****Net
                  loss**
              
              $
              (4,766,281
              )
              $
              (33,195,221
              )
              $
              (42,480,465
              )**Adjustments
                  to reconcile net loss to cash used by operating
                  activities:****Depreciation**
              
              
              -
              
              
              -
              
              
              3,811**Amortization
                  on investment in custer leasehold**
              
              
              -
              
              
              9,333
              
              
              9,333**Impairment
                  on investment in custer leasehold**
              
              
              -
              
              
              -
              
              
              46,667**Stock
                  issued for services**
              
              
              490,848
              
              
              37,627,700
              
              
              30,143,098**Amortization
                  of prepaid consulting fees**
              
              
              2,936,250
              
              
              -
              
              
              2,936,250**Expenses
                  paid by note payable**
              
              
              -
              
              
              -
              
              
              -**Amortization
                  of beneficial conversion feature**
              
              
              1,000,000
              
              
              -
              
              
              1,000,000**Shares
                  to be issued**
              
              
              -
              
              
              5,000,000
              
              
              5,000,000**Changes
                  in certain assets and liabilities, net of
                  divestiture****Increase
                  in Inventory**
              
              
              -
              
              
              (10,327,556
              )
              
              (29,102
              )**Increase
                  in Other assets**
              
              
              -
              
              
              -
              
              
              (2,087
              )**Increase
                  (Decrease) in Accrued expenses**
              
              
              47,003
              
              
              -
              
              
              1,366,528**Increase
                  in Accounts payable and accrued expenses**
              
              
              253,602
              
              
              395,405
              
              
              664,062**CASH
                  FLOWS USED IN OPERATING ACTIVITIES:**
              
              
              (38,578
              )
              
              (490,339
              )
              
              (1,341,905
              )**CASH
                  FLOWS FROM INVESTING ACTIVITIES:****Capital
                  expenditures**
              
              
              -
              
              
              -
              
              
              (38,952
              )**CASH
                  FLOWS FROM FINANCING ACTIVITIES****Proceeds
                  from convertible note - related party**
              
              
              164,742
              
              
              -
              
              
              564,742**Related
                  party advances**
              
              
              (125,900
              )
              
              490,540
              
              
              816,440**CASH
                  FLOWS PROVIDED BY FINANCING ACTIVITIES**
              
              
              38,842
              
              
              490,540
              
              
              1,381,182**NET
                  INCREASE IN CASH &CASH EQUIVALENTS**
              
              
              264
              
              
              201
              
              
              325**CASH
                  &CASH EQUIVALENTS, BEGINNING OF PERIOD**
              
              
              61
              
              
              -
              
              
              -**CASH
                  &CASH EQUIVALENTS, END OF PERIOD**
              
              $
              325
              
              $
              201
              
              $
              325**SUPPLEMENTAL
                  CASH FLOW INFORMATION:****Interest
                  paid**
              
              $
              -
              
              
              -
              
              $
              -**Income
                  taxes paid**
              
              $
              -
              
              
              -
              
              $
              -**SUPPLEMENTAL
                  DISCLOSURE FOR NON CASH INVESTING AND FINANCING
                  ACTIVITIES****Net
                  liabilities assumed with recapitalization**
              
              $
              -
              
              
              -
              
              $
              200,000**Divestiture
                  of subsidiary to related party**
              
              $
              -
              
              
              -
              
              $
              544,340**Common
                  stock issued for debt**
              
              $
              350,000
              
              
              -
              
              $
              750,000**Common
                  stock issued for acquiring Custer Leasehold (677,000 shares
                  issued)**
              
              $
              -
              
              
              -
              
              $
              406,200





The
      accompanying notes are an integral part


of
      these
      unaudited consolidated financial statements.


F-5





BRIGHTON
      OIL & GAS, INC.


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      STATEMENTS OF STOCKHOLDER’S EQUITY


FOR
      THE
      CUMMULATIVE PERIOD FROM JANUARY 27, 2005 (INCEPTION) TO SEPTEMBER 30,
      2007





(Unaudited)


**Shares**
              
              **Common
                  stock amount**
              
              **Additional
                  paid in capital**
              
              **Prepaid
                  consulting**
              
              **Deficit
                  accumulated during the development stage**
              
              **Total
                  stockholder's equity/(deficit)**Balance,
                  January 27, 2005 (inception)
              
              
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -Founder's
                  stock issued
              
              
              8,380,000
              
              
              8,380
              
              
              (8,380
              )
              
              -
              
              
              -
              
              
              -Stock
                  issued for debt
              
              
              800,000
              
              
              800
              
              
              399,200
              
              
              -
              
              
              -
              
              
              400,000Shares
                  issued for license agreement
              
              
              8,618,750
              
              
              8,619
              
              
              (8,619
              )
              
              -
              
              
              -
              
              
              -Effect
                  of reverse merger
              
              
              1,384,009
              
              
              1,384
              
              
              (201,384
              )
              
              -
              
              
              -
              
              
              (200,000
              )Divestiture
                  of subsidiary to related party
              
              
              -
              
              
              -
              
              
              544,340
              
              
              -
              
              
              -
              
              
              544,340Net
                  loss for the year
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (807,600
              )
              
              (807,600
              )Balance,
                  December 31, 2005
              
              
              19,182,759
              
              
              19,183
              
              
              725,157
              
              
              -
              
              
              (807,600
              )
              
              (63,260
              )Shares
                  issued for employment
              
              
              4,550,000
              
              
              4,550
              
              
              8,482,950
              
              
              -
              
              
              -
              
              
              8,487,500Shares
                  issued for services- restated
              
              
              17,108,000
              
              
              17,108
              
              
              28,781,392
              
              
              (7,633,750
              )
              
              -
              
              
              21,164,750Shares
                  issued for lease agreement
              
              
              677,000
              
              
              677
              
              
              405,523
              
              
              -
              
              
              (350,200
              )
              
              56,000Net
                  loss for the year
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (36,906,584
              )
              
              (36,906,584
              )Balance,
                  December 31, 2006
              
              
              41,517,759
              
              $
              41,518
              
              $
              38,395,022
              
              $
              (7,633,750
              )
              $
              (38,064,384
              )
              $
              (7,261,594
              )Shares
                  issued for services
              
              
              6,302,052
              
              
              6,302
              
              
              522,046
              
              
              (387,500
              )
              
              -
              
              
              140,848Shares
                  issued for debt conversion
              
              
              35,000,000
              
              
              35,000
              
              
              315,000
              
              
              
              
              
              -
              
              
              350,000Amortization
                  of beneficial conversion feature
              
              
              
              
              
              
              
              
              1,000,000
              
              
              
              
              
              
              
              
              1,000,000Amortization
                  of shares issued for services
              
              
              
              
              
              
              
              
              
              
              
              2,936,250
              
              
              
              
              
              2,936,250Net
                  loss for the for the three months ended June 30, 2007
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (4,766,281
              )
              
              (4,766,281
              )Balance,
                  September 30, 2007
              
              
              82,819,811
              
              $
              82,820
              
              $
              40,232,068
              
              $
              (5,085,000
              )
              $
              (42,830,665
              )
              $
              (7,600,777
              )


The
      accompanying notes are an integral part


of
      these
      unaudited consolidated financial statements.




F-6




BRIGHTON
      OIL & GAS, INC.


(A
      DEVELOPMENT STAGE COMPANY)


NOTES
      TO
      UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


SEPTEMBER
      30, 2007





1.
      Summary of Significant Accounting Policies





A.
      Organization and General Description of Business





Brighton
      Oil & Gas, Inc. (“We” or “the Company”) was incorporated under the laws of
      the State of Colorado, on July 6, 2005. On July 19, 2005, the Company, completed
      the acquisition of Special Stone Surfaces, Es3, Inc., a Nevada Corporation
      ("Es3") pursuant to the terms of an Exchange Agreement (the "Exchange
      Agreement") by and among the Company, Crown Partners, Inc., a Nevada corporation
      and at such time, the largest stockholder of the Company ("Crown Partners"),
      Es3, and certain stockholders of Es3 (the "Es3 Stockholders"). Under the terms
      of the Exchange Agreement, the Company acquired all of the outstanding capital
      stock of Es3 in exchange for the issuance of 19,182,759 shares of the Company's
      common stock to the Es3 Stockholders, Crown Partners and certain consultants
      The
      transactions effected by the Exchange Agreement have been accounted for as
      a
      reverse merger. This reverse merger transaction has been accounted for as a
      recapitalization of Es3, as Es3 is the accounting acquirer, effective July
      19,
      2005. As a result, the historical equity of the Company has been restated on
      a
      basis consistent with the recapitalization. In addition, the Company changed
      its
      accounting year-end from September 30 to December 31, which was Es3's accounting
      year-end.




Accordingly
      the financial statements contained in report include the operations of the
      Company in its new line of business. As a result of the transactions
      contemplated by the Exchange Agreement, the Company had one active operating
      subsidiary--Es3. Es3 was formed in January 2005 and began operations in March
      2005 in the business of manufacturing and distributing a range of decorative
      stone veneers and finishes based on proprietary Liquid Stone Coatings(TM) and
      Authentic Stone Veneers(TM). Effective October 1, 2005, the Company sold all
      of
      its shares in Es3.





On
      April
      3, 2006 the Board of Directors approved a change of direction for the Company,
      from the business of Manufacturing and distributing decorative stone veneers
      and
      finishes, to the business of oil and gas exploration and production, mineral
      lease purchasing and all activities associated with acquiring, operating and
      maintaining the assets of such operations. As such the Company changed it’s name
      from National Healthcare Technology, Inc., to Brighton Oil & Gas, Inc., on
      June 6, 2007.





B.
      Basis
      of Presentation and Organization





The
      accompanying unaudited consolidated financial statements have been prepared
      by
      the Company pursuant to the rules and regulations of the Securities and Exchange
      Commission (the "SEC") Form 10-QSB and Item 310 of Regulation S-B, and Generally
      Accepted Accounting Principles for interim financial reporting. The consolidated
      financial statements include the accounts of the Company. The information
      furnished herein reflects all adjustments consisting of normal recurring
      accruals and adjustments) which are, in the opinion of management, necessary
      to
      fairly present the operating results for the respective periods. Certain
      information and footnote disclosures normally present in annual consolidated
      financial statements prepared in accordance with accounting principles generally
      accepted in the United States of America have been omitted pursuant to such
      rules and regulations. These consolidated financial statements should be read
      in
      conjunction with the audited consolidated financial statements and footnotes
      for
      the year ended December 31, 2006 included in the Company's Annual Report on
      Form
      10-KSB. The results of the nine month periods ended September 30, 2007 and
      2006
      are not necessarily indicative of the results to be expected for the full year
      ending December 31, 2007.





C.
      Use of
      Estimates





The
      preparation of financial statements in conformity with generally accepted
      accounting principles requires management to make estimates and assumptions
      that
      affect the reported amounts of assets and liabilities and the disclosure of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting period.
      Actual results could differ from those estimates. Estimates and assumptions
      are
      reviewed periodically and the effects of revisions are reflected in the
      financial statements in the period they are determined.




D.
      Cash
      and Cash Equivalents




Cash
      and
      cash equivalents include cash in hand and cash in time deposits, certificates
      of
      deposit and all highly liquid debt instruments with original maturities of
      three
      months or less.





E.
      Long-Lived Assets




Effective
      January 1, 2002, the Company adopted Statement of Financial Accounting Standards
      No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” (“SFAS
      144”), which addresses financial accounting and reporting for the impairment or
      disposal of long-lived assets and supersedes SFAS No. 121, “Accounting for the
      Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of,”
and the accounting and reporting provisions of APB Opinion No. 30, “Reporting
      the Results of Operations for a Disposal of a Segment of a Business.” The
      Company periodically evaluates the carrying value of long-lived assets to be
      held and used in accordance with SFAS 144. SFAS 144 requires impairment losses
      to be recorded on long-lived assets used in operations when indicators of
      impairment are present and the undiscounted cash flows estimated to be generated
      by those assets are less than the assets’ carrying amounts. In that event, a
      loss is recognized based on the amount by which the carrying amount exceeds
      the
      fair market value of the long-lived assets. Loss on long-lived assets to be
      disposed of is determined in a similar manner, except that fair market values
      are reduced for the cost of disposal. Based on its review as of December 31,
      2006 the Company believed that the investment in Custer oil & well lease of
      $56,000 was impaired and recorded an impairment loss of $46,667 at December
      31,
      2006.




F-7




F.
      Fair
      Value of Financial Instruments





Statement
      of financial accounting standard No. 107, Disclosures about fair value of
      financial instruments, requires that the Company disclose estimated fair values
      of financial instruments. The carrying amounts reported in the statements of
      financial position for current assets and current liabilities qualifying as
      financial instruments are a reasonable estimate of fair value.




G.
      Technology License and Royalties




The
      Company's former principal business activity focused on the commercialization
      of
      distributing decorative coatings that can be used to resemble stone, which
      the
      Company licensed from related parties. Minimum annual royalties for these
      arrangements were accrued in 2005 on the Company's balance sheet till disposal
      of the subsidiary.




The
      Company’s current principal activity focuses on oil and gas exploration. During
      2006 the Company acquired the rights to drill and otherwise exploit certain
      underlying reserves and agreed to pay a 3% royalty on the value of the oil
      removed or produced and on the net proceeds from all gas sold. To date there
      are
      no applicable accruals on the Company’s balance sheet as there has been no
      production or proceeds related to the acquired rights.




H.
      Stock-Based Compensation





The
      Company adopted SFAS No. 123 (Revised 2004), Share Based Payment ("SFAS No.
      123R"), under the modified-prospective transition method on January 1, 2006.
      SFAS No. 123R requires companies to measure and recognize the cost of employee
      services received in exchange for an award of equity instruments based on the
      grant-date fair-value. Share-based compensation recognized under the
      modified-prospective transition method of SFAS No. 123R includes share-based
      compensation based on the grant-date fair value determined in accordance with
      the original provisions of SFAS No. 123, Accounting for Stock-Based
      Compensation, for all share-based payments granted prior to and not yet vested
      as of January 1, 2006 and share-based compensation based on the grant-date
      fair-value determined in accordance with SFAS No. 123R for all share-based
      payments granted after January 1, 2006. SFAS No. 123R eliminates the ability
      to
      account for the award of these instruments under the intrinsic value method
      prescribed by Accounting Principles Board ("APB") Opinion No. 25, Accounting
      for
      Stock Issued to Employees, and allowed under the original provisions of SFAS
      No.
      123. Prior to the adoption of SFAS No. 123R, the Company accounted for stock
      option plans using the intrinsic value method in accordance with the provisions
      of APB Opinion No. 25 and related interpretations.




I.
      Income
      Taxes




The
      Company accounts for its income taxes using the Financial Accounting Standards
      Board Statements of Financial Accounting Standards No. 109, "Accounting for
      Income Taxes," which requires the establishment of a deferred tax asset or
      liability for the recognition of future deductible or taxable amounts and
      operating loss and tax credit carry forwards. Deferred tax expense or benefit
      is
      recognized as a result of timing differences between the recognition of assets
      and liabilities for book and tax purposes during the year.




Deferred
      tax assets and liabilities are measured using enacted tax rates expected to
      apply to taxable income in the years in which those temporary differences are
      expected to be recovered or settled. Deferred tax assets are recognized for
      deductible temporary differences and operating loss, and tax credit carry
      forwards. A valuation allowance is established to reduce that deferred tax
      asset
      if it is "more likely than not" that the related tax benefits will not be
      realized.




J.
      Basic
      and Diluted Net Earnings (loss) per Share




The
      Company adopted the provisions of SFAS No. 128, "Earnings Per Share" ("EPS").
      SFAS No. 128 provides for the calculation of basic and diluted earnings per
      share. Basic EPS includes no dilution and is computed by dividing income or
      loss
      available to common shareholders by the weighted average number of common shares
      outstanding for the period. Diluted EPS reflects the potential dilution of
      securities that could share in the earnings or losses of the entity. For the
      periods ended September 30, 2007 and 2006 and from inception through September
      30, 2007, basic and diluted loss per share are the same since the calculation
      of
      diluted per share amounts would result in an anti-dilutive calculation.




K.
      Recent
      Accounting Pronouncements




In
      September 2006, FASB issued SFAS 157 ‘Fair Value Measurements’. This Statement
      defines fair value, establishes a framework for measuring fair value in
      generally accepted accounting principles (GAAP), and expands disclosures about
      fair value measurements. This Statement applies under other accounting
      pronouncements that require or permit fair value measurements, the Board having
      previously concluded in those accounting pronouncements that fair value is
      the
      relevant measurement attribute. Accordingly, this Statement does not require
      any
      new fair value measurements. However, for some entities, the application of
      this
      Statement will change current practice. This Statement is effective for
      financial statements issued for fiscal years beginning after November 15, 2007,
      and interim periods within those fiscal years. The management is currently
      evaluating the effect of this pronouncement on financial statements.




In
      September 2006, FASB issued SFAS 158 ‘Employers’ Accounting for Defined Benefit
      Pension and Other Postretirement Plans—an amendment of FASB Statements No. 87,
      88, 106, and 132(R)’ This Statement improves financial reporting by requiring an
      employer to recognize the over-funded or under-funded status of a defined
      benefit postretirement plan (other than a multiemployer plan) as an asset or
      liability in its statement of financial position and to recognize changes in
      that funded status in the year in which the changes occur through comprehensive
      income of a business entity or changes in unrestricted net assets of a
      not-for-profit organization. This Statement also improves financial reporting
      by
      requiring an employer to measure the funded status of a plan as of the date
      of
      its year-end statement of financial position, with limited exceptions. An
      employer with publicly traded equity securities is required to initially
      recognize the funded status of a defined benefit postretirement plan and to
      provide the required disclosures as of the end of the fiscal year ending after
      December 15, 2006. An employer without publicly traded equity securities is
      required to recognize the funded status of a defined benefit postretirement
      plan
      and to provide the required disclosures as of the end of the fiscal year ending
      after June 15, 2007. However, an employer without publicly traded equity
      securities is required to disclose the following information in the notes to
      financial statements for a fiscal year ending after December 15, 2006, but
      before June 16, 2007, unless it has applied the recognition provisions of this
      Statement in preparing those financial statements. The requirement to measure
      plan assets and benefit obligations as of the date of the employer’ s fiscal
      year-end statement of financial position is effective for fiscal years ending
      after December 15, 2008. The management is currently evaluating the effect
      of
      this pronouncement on financial statements.


F-8


In
      February 2007, FASB issued FASB Statement No. 159, The Fair Value Option for
      Financial Assets and Financial Liabilities. FAS 159 is effective for fiscal
      years beginning after November 15, 2007. Early adoption is permitted subject
      to
      specific requirements outlined in the new Statement.




The
      new
      Statement allows entities to choose, at specified election dates, to measure
      eligible financial assets and liabilities at fair value that are not otherwise
      required to be measured at fair value. If a company elects the fair value option
      for an eligible item, changes in that item's fair value in subsequent reporting
      periods must be recognized in current earnings. FAS 159 also establishes
      presentation and disclosure requirements designed to draw comparison between
      entities that elect different measurement attributes for similar assets and
      liabilities. Although early adoption in 2007 is permitted, management has
      elected not to implement FASB Statement No. 159 at this time.




2.
      Going
      Concern




The
      accompanying financial statements have been prepared in conformity with
      generally accepted accounting principles, which contemplate the continuation
      of
      the Company as a going concern. The Company reported a cumulative net loss
      of
      $42,480,465 and had a stockholder’s deficit of $7,600,777 at September 30, 2007.
      The information included in this Form 10-QSB should be read in conjunction
      with
      Management’s Discussion and Analysis and Financial Statements and notes thereto
      included in the Company’s December 31, 2006 Form 10-KSB.




3.
      Income
      Taxes





The
      Company utilizes SFAS No. 109, "Accounting for Income Taxes," which requires
      the
      recognition of deferred tax assets and liabilities for the expected future
      tax
      consequences of events that have been included in the financial statements
      or
      tax returns. Under this method, deferred income taxes are recognized for the
      tax
      consequences in future years of differences between the tax bases of assets
      and
      liabilities and their financial reporting amounts at each period end based
      on
      enacted tax laws and statutory tax rates applicable to the periods in which
      the
      differences are expected to affect taxable income. Valuation allowances are
      established, when necessary, to reduce deferred tax assets to the amount
      expected to be realized.





4.
      Accrued Expenses





As
      of
      September 30, 2007, the accrued expenses comprise of the
      following:


Payroll
                  taxes
              
              $
              1,285,651Dispute
                  settlement
              
              
              13,000Compensation
              
              
              6,375Audit
                  fee
              
              
              6,000Consulting
                  fee
              
              
              215,000$
              1,526,026


5.
      Note
      Payable




On
      January 11, 2007 the company entered into an agreement with Camden Holdings,
      Inc., also an affiliate of the Company, wherein the Company memorialized its
      obligation to pay Camden Holdings, Inc $650,000 by December 31, 2007 for monies
      owed to Camden. The Company also gave Camden the right to convert all or part
      of
      this debt into shares of the Company's common stock at $.01 per share. The
      company recorded a beneficial conversion of $650,000 on the note which is being
      amortized over the life of the note. During the nine month period ended
      September 30, 2007, the Company amortized $487,500 of this unamortized discount
      as interest expense. As of September 30, 2007, the company has recorded
      unamortized discount of $162,500. The note is being shown net of the unamortized
      discount in the accompanying financials. The Company recorded an interest
      payable of $47,003 for the nine month period ended September 30,
      2007.





6.
      Equity
      Transactions





The
      Company is authorized to issue 100,000,000 shares of common shares with a par
      value of $.001 per share. These shares have full voting rights. There were
      82,819,811 issued and outstanding as of September 30, 2007.




F-9




A.
      Issuance of Common Stock




In
      February 2005, the Company issued 8,380,000 shares of unregistered common stock
      at par value of $0.001 to founding stockholders without consideration, including
      6,250,000 shares to Boston Equities Corporation (a related party).





In
      June
      2005, the Company issued 800,000 shares of unregistered common stock at par
      value of $0.001 in exchange for the debt  arising
      out of monies advanced to the Company in the amount of $400,000 by Boston
      Equities Corporation pursuant to a convertible debt agreement dated March 1,
      2005. The terms of the convertible debt agreement allowed Boston Equities
      Corporation to convert its debt to shares of common stock at $.50 per
      share.




In
      June
      2005, the Company's issued an aggregate of 8,618,750 shares of unregistered
      common at par value of $0.001 stock to the shareholders of Aronite Industries,
      Inc. ("Aronite") in connection with the license of certain trademarks from
      Aronite. Certain officers, directors and shareholders of the Company are former
      or current officers, directors and shareholders of Aronite. Aronite and the
      Company are under common control and, therefore, the transaction was recorded
      at
      Aronite's basis, which was zero.




In
      July
      2005, in accordance with the terms of the Exchange Agreement, the Company issued
      400,000 shares of registered common stock to two consultants, d.b.a. WB
      International, Inc. in accordance with the terms of the Exchange
      Agreement.




In
      July
      2005, the Company issued for no consideration 78,571 shares of its unregistered
      common stock at par value of $0.001 to the former shareholders of National
      Healthcare Technologies, Inc. and an additional 905,438 shares of its
      unregistered common stock at par value of $0.001 to Crown Partners, a former
      major shareholder of National Healthcare Technologies, Inc. in accordance with
      the terms of the Exchange Agreement.




In
      April
      2006, the Company issued 1,800,000 shares of its unregistered common stock
      to
      its Chief Executive Officer and Director, Ross-Lyndon James, in accordance
      with
      the terms of the Management Employment Agreement. The shares, which vested
      upon
      issuance, were recorded at the fair market value of $3,690,000 on the date
      of
      issuance.




In
      April
      2006, the Company issued 1,800,000 shares of its unregistered common stock
      to
      its Chief Financial Officer and Director, Brian Harcourt, in accordance with
      the
      terms of the Management Employment Agreement. The shares, which vested upon
      issuance, were recorded at the fair market value of $3,690,000 on the date
      of
      issuance.




In
      April
      2006, in accordance with the terms of a Consulting Agreement, the Company issued
      3,500,000 shares of the Company's common stock to Credit First Holding Limited,
      a related party, for consulting services. The Company recorded the shares at
      the
      fair market value of $7,175,000. The expense is being amortized over the period
      of the consulting agreement as the services are being performed. During the
      year
      ended December 31, 2006 the Company amortized $1,793,750 as consulting expense.
      During the three month and nine month period ended September 30, 2007, the
      Company amortized $597,917 and $1,793,750 respectively.




In
      April
      2006, in accordance with the terms of a Consulting Agreement, the Company issued
      700,000 shares of the Company's common stock to Monterosa Group Limited for
      consulting services. The Company recorded the shares at the fair market value
      of
      $1,435,000. The expense is being amortized over the period of the consulting
      agreement as the services are being performed. During the year ended December
      31, 2006 the Company amortized $358,750 as consulting expense. During the three
      month and nine month period ended September 30, 2007, the Company amortized
      $119,583 and $358,750 respectively.





In
      April
      2006, in accordance with the terms of a Consulting Agreement, the Company issued
      2,800,000 shares of the Company's common stock to Design, Inc., a related party,
      for consulting services. The Company recorded the expense at the fair market
      value of shares of $6,440,000.




In
      April
      2006, in accordance with the terms of a Consulting Agreement, the Company issued
      2,500,000 shares of the Company's common stock to Camden Holdings, Inc., a
      related party, for consulting services. The Company recorded the expense at
      the
      fair market value of shares of $5,750,000.




In
      April
      2006, in accordance with the terms of a Consulting Agreement, the Company issued
      1,800,000 shares of the Company's common stock to Summit Oil & Gas, a
      related party, for consulting services The Company recorded the expense at
      the
      fair market value of shares of $3,690,000




In
      April
      2006, in accordance with the terms of a Consulting Agreement, the Company issued
      700,000 shares of the Company's common stock to Bluefin, LLC for consulting
      services. The Company recorded the shares at the fair market value of
      $1,435,000. The expense is being amortized over the period of the consulting
      agreement as the services are being performed. During the year ended December
      31, 2006 the Company amortized $358,750 as consulting expense. During the three
      month and nine month period ended September 30, 2007, the Company amortized
      $119,583 and $358,750, respectively.




On
      June
      16, 2006, we issued 375,000 shares each to John McDermit and John E. Havens,
      who
      served on our advisory board. The shares, which vested upon issuance, were
      recorded at the fair market value on the date of issuance, for a total of
      $1,027,500.




In
      August, 2006, in accordance with an agreement between the parties, the Company
      issued 677,000 shares of the Company's common stock to Summitt Oil & Gas to
      acquire certain lease rights. The shares were valued at $406,200. The Company
      recorded the asset at the historical cost of $56,000 to the related party and
      recorded $350,200 as a deemed dividend to the related party.




In
      August, 2006, in accordance with the terms of a Consulting Agreement, the
      Company issued 209,000 shares of its common stock to Catalyst Consulting, Inc.
      In September, 2006, pursuant to the terms of a Consulting Agreement, the Company
      issued an additional 209,000 shares of its common stock to Catalyst Consulting,
      Inc., under the Company's 2006-1 Consultant and Employee Services Plan. These
      shares issuances represent prepaid consulting services for the period of July
      1,
      2006 through December 31, 2006. The Company recorded the expense at the fair
      market value of shares of $209,000.




F-10




On
      August
      17, 2006, in accordance with the terms of a Consulting Agreement, the Company
      issued 500,000 shares of its common stock to Ramp International, Inc. In
      September, 2006, pursuant to the terms of a Consulting Agreement, the Company
      issued 500,000 shares of its common stock to Ramp International, Inc., under
      the
      Company's 2006-1 Consultant and Employee Services Plan. This share issuance
      represents prepaid consulting expense for the period from September 2, 2006
      through February 2, 2007 with this expense to be amortized over 18 months.
      The
      agreement was based on fair market value totaling $500,000 of which $400,000
      was
      amortized during the year ended December 31, 2006. During the three month period
      ended March 31, 2007, the Company amortized $100,000. The Company also owed
      Ramp
      a cash payment of $215,000 which was waived off by Ramp as of December 31,
      2006,
      so this amount has been recorded as a gain on settlement of debt.




On
      August
      17, 2006, in accordance with the terms of a Consulting Agreement, the Company
      issued 100,000 shares of its common stock to Jon Konheim. The Company recorded
      the expense at the fair market value of shares of $60,000.




In
      August
      2006 in accordance with the terms of a Consulting Agreement, the Company issued
      100,000 shares of its common stock to Linda Contreras. The Company recorded
      the
      expense at the fair market value of shares of $120,000




In
      September, 2006, pursuant to the terms of a Consulting Agreement, the Company
      issued 2,700,000 shares of its common stock to Summitt Ventures, under the
      Company's 2006-1 Consultant and Employee Services Plan. The Company recorded
      the
      expense at the fair market value of shares of $1,680,000





The
      Company issued 200,000 shares of its common stock to its former president,
      Samuel Petrossian, in September, 2006 as compensation for services, pursuant
      to
      an employment agreement. Mr. Petrossian resigned in November, 2006. The Company
      recorded the expense at the fair market value of shares of $80,000.




In
      September, 2006, the Company adopted the 2006-1 Consultant and Employee Services
      Plan wherein the Company registered 3,800,000 shares of its common stock for
      issuance to consultants and employees of the Company.




In
      September, 2006, pursuant to the terms of a Consulting Agreement, the Company
      issued 190,000 shares of its common stock to Frank Layton under the Company's
      2006-1 Consultant and Employee Services Plan. The Company recorded the expense
      at the fair market value of shares of $76,000.




In
      September, 2006, pursuant to the terms of a Consulting Agreement, the Company
      issued 150,000 shares, of its common stock to Linda Contreras under the
      Company's 2006-1 Consultant and Employee Services Plan. The Company recorded
      the
      expense at the fair market value of shares of $60,000.




In
      September, 2006, pursuant to the terms of a Consulting Agreement, the Company
      issued 400,000 shares of its common stock to Raymond Robinson under the
      Company's 2006-1 Consultant and Employee Services Plan. The Company recorded
      the
      expense at the fair market value of shares of $160,000.




In
      October, 2006, pursuant to the terms of a Consulting Agreement, the Company
      issued 50,000 shares of its common stock to Claudia J. Zaman, attorney., under
      the Company's 2006-1 Consultant and Employee Services Plan. The Company recorded
      the expense at the fair market value of shares of $8,500.




On
      January 11, 2007 the company entered into an agreement with Summitt Oil and
      Gas,
      Inc., also an affiliate of the Company, wherein the Company memorialized its
      obligation to pay Summitt $350,000 by December 31, 2007 for monies owed to
      Summitt. The Company also gave Summitt the right to convert all or part of
      this
      debt into shares of the Company's common stock at $.01 per share, which right
      Summitt has exercised. As a result of this conversion, Summitt was issued
      35,000,000 shares of the Company's common stock, in restricted form, and the
      Company has extinguished the debt of $350,000 owed to Summitt. The company
      recorded a beneficial conversion of $350,000 on the note. The Company
      extinguished the debt of $350,000 to the related party on conversion of the
      note
      and recorded $350,000 as interest expense. Additionally, the Company entered
      into a consulting agreement with Summitt wherein the Company agreed to pay
      Summitt $450,000 and issue Summitt five million shares of the Company's common
      stock, in restricted form, in consideration for Summitt's services through
      December 31, 2007. The shares were issued in January, 2007. The company recorded
      the consulting expense based on the cash and the fair value of the shares on
      the
      date of issuance. The expense is being amortized over the term of the consulting
      agreement. During the three month and nine month period ended September 30,
      2007, the Company amortized $162,500 and $487,500, respectively.




In
      April,
      2007, pursuant to the terms of a consulting agreement, the Company issued
      100,000 shares of its common stock to Claudia J. Zaman, attorney. The Company
      recorded the transaction at the fair market value of shares of $24,000,
      recognized $10,000 of expense in April, 2007 and recorded and additional $10,000
      of expense in June, 2007. At September 30, 2007 the prepaid expense was fully
      amortized and there was $0 as prepaid legal fees on the Balance
      Sheet.




In
      April,
      2007, pursuant to the terms of a consulting agreement, the Company issued
      100,000 shares of its common stock to Stephen Taylor, consultant. The Company
      recorded the transaction at the fair market value of shares of $48,000. The
      full
      $48,000 was expensed in April, 2007.




In
      April,
      2007, pursuant to the terms of a consulting agreement, the Company issued
      1,000,000 shares of its common stock to Dieu Vuong, consultant. The Company
      recorded the transaction at the fair market value of shares of $180,000. The
      full $180,000 was expensed in April, 2007.




B.
      Warrants




In
      February 2005, the Company issued a warrant to acquire up to 600,000 shares
      of
      unregistered common stock at an exercise price of $0.60 per share to W.B.
      International, Inc., in exchange for consulting services. All shares vested
      upon
      grant. The warrant expires 5 years from the date of issuance.




F-11




In
      June
      2005, the Company issued a warrant to acquire up to 600,000 shares of
      unregistered common stock at an exercise price of $0.70 per share to each of
      Liquid Stone Manufacturing, Inc. and Stone Mountain Finishes, Inc. in
      consideration of certain license agreements. All shares vested upon grant.
      The
      warrants expire 5 years from the date of issuance.




In
      June
      2005, the Company issued a warrant to an employee to purchase up to 100,000
      shares of the company's restricted common stock at an exercise price of $0.70
      per share The shares vested monthly over three years and have a 10 year option
      period. The employee was terminated in February 2006 and the warrants were
      forfeited.




No
      warrants were granted during the nine month period ended September 30, 2007:




The
      weighted average remaining contractual life of warrants outstanding is1.95years at
      September 30, 2007.


Outstanding
                  Warrants
              
              
              
              Exercisable
                  WarrantsRange
                  of Exercise Price
              
              Number
              
              Average
                  Remaining Contractual Life
              
              Average
                  Intrinsic Value
              
              Number$0.67
              
              1,800,000
              
              1.95
              
              -
              
              1,800,000




The
      Company estimated the fair value of each stock warrant at the grant date by
      using the Black-Scholes option-pricing mode.




The
      weighted-average assumptions used in estimating the fair value of warrants
      outstanding as of September 30, 2007, along with the weighted-average grant
      date
      fair values, were as follows.




2006Expected
                volatility
            
            
            80.0
            %Expected
                life in years
            
            
            5
                yearsRisk
                free interest rate
            
            
            5.07
            %Dividend
                yield
            
            
            0
            %




C.
      Employee Options




On
      April
      3, 2006, the Board of Directors of the Company authorized and approved the
      adoption of the 2006 Stock Option Plan effective April 3, 2006 (the "Plan").
      The
      Plan is administered by the duly appointed compensation committee. The Plan
      is
      authorized to grant stock options of up to 2,500,000 shares of the Company's
      common stock. At the time a stock option is granted under the Plan, the
      compensation committee shall fix and determine the exercise price and vesting
      schedules at which such shares of common stock of the Company may be acquired.
      As of September 30, 2007, no options to purchase the Company's common stock
      have
      been granted under the Plan.




There
      were no options outstanding at September 30, 2007.




In
      September, 2006, the Board of Directors of the Company authorized and approved
      the adoption of the 2006-1 Consultants and Employees Service Plan effective
      September 7, 2006 (the "Consultants Plan"). The Plan is administered by the
      duly
      appointed compensation committee. The Plan is authorized to grant stock options
      and make stock awards of up to 3,800,000 shares of the Company's common stock.
      At the time a stock option is granted under the Plan, the compensation committee
      shall fix and determine the exercise price and vesting schedules at which such
      shares of common stock of the Company may be acquired. The Consultants Plan
      was
      registered on September 15, 2006 and as of September 30, 2007 a total of
      3,799,000 shares had been issued and granted under the Consultants Plan.




5.
      Related Party Transactions





A.
      Boston
      Equities Corporation





The
      following transaction took place between the Company and parties sharing common
      ownership or control with Boston Equities Corporation, a shareholder, which
      owns
      approximately 25% of the Company's outstanding and issued common
      stock:




On
      April
      3, 2006, the Company entered into a consulting agreement with Summitt Oil and
      Gas, Inc. ("Summit") to provide business management services and advice as
      it
      relates to the future of the company. Under the terms of the Agreement, the
      Company shall pay Summitt a fee of two hundred and fifty thousand dollars
      ($250,000) in cash plus one million eight hundred thousand (1,800,000)
      restricted of the Company's common stock. The fee is non-refundable and
      considered earned when the shares are delivered. The agreement is for six months
      expiring in October, 2006. The Company has fully amortized the expense for
      the
      cash and shares paid as of December 31, 2006.




On
      April
      4, 2006, the Company entered into an assignment of an oil and gas lease with
      Summitt. Under the agreement in exchange for the leasehold rights in 160 acres
      in the County of Custer, Oklahoma, the Company has agreed to pay Summitt
      consideration of seventy-seven thousand (677,000) restricted shares of the
      Company's common stock. The shares of stock were issued on August 22, 2006.
      Additionally, there is excepted from the assignment and conveyance and reserved
      and retained in Summitt an overriding royalty equal to 3% of the value of all
      oil produced and removed under the lease and the net proceeds received by
      Assignee from the sale of all gas and casing head gasoline produced and sold
      under the lease.




F-12




On
      April
      25, 2006, the Company entered into a short term bridge financing in the form
      of
      a promissory note to Camden Holdings, Inc. in the amount of three hundred and
      fifty thousand dollars ($350,000) to be used as working capital. The Note was
      due on August 25, 2006. No interest is payable on the note. On June 8, 2006,
      the
      Company entered into a short term bridge financing in the form of a promissory
      note to Camden Holdings, Inc. in the amount of one hundred and fifty thousand
      dollars ($150,000) to be used as working capital. The Note was due on December
      31, 2006 and has been extended to December 31, 2007 and on January 11, 2007
      was
      increased to $650,000. Interest is being accrued at 10% per annum. At September
      30, 2007, the advances outstanding were $164,742.




On
      January 11, 2007 the company entered into an agreement with Summitt Oil and
      Gas,
      Inc., also an affiliate of the Company, wherein the Company memorialized its
      obligation to pay Summitt $350,000 by December 31, 2007 for monies owed to
      Summitt. The Company also gave Summitt the right to convert all or part of
      this
      debt into shares of the Company's common stock at $.01 per share, which right
      Summitt has exercised. As a result of this conversion, Summitt was issued
      35,000,000 shares of the Company's common stock, in restricted form, and the
      Company has extinguished the debt of $350,000 owed to Summitt. The company
      recorded a beneficial conversion of $350,000 on the note. The Company
      extinguished the debt of $350,000 to the related party on conversion of the
      note
      and recorded $350,000 as interest expense. Additionally, the Company entered
      into a consulting agreement with Summitt wherein the Company agreed to pay
      Summitt $450,000 and issue Summitt five million shares of the Company's common
      stock, in restricted form, in consideration for Summitt's services through
      December 31, 2007. The shares were issued in January, 2007. The company recorded
      the consulting expense based on the cash and the fair value of the shares on
      the
      date of issuance. The expense is being amortized over the term of the consulting
      agreement. During the three month and nine month period ended September 30,
      2007, the Company amortized $112,500 and $337,500, respectively.




On
      January 11, 2007 the company entered into an agreement with Camden Holdings,
      Inc., also an affiliate of the Company, wherein the Company memorialized its
      obligation to pay Camden Holdings, Inc $650,000 by December 31, 2007 for monies
      owed to Camden. The Company also gave Camden the right to convert all or part
      of
      this debt into shares of the Company's common stock at $.01 per share. The
      company recorded a beneficial conversion of $650,000 on the note which is being
      amortized over the life of the note. During the three month and nine month
      period ended September 30, 2007, the Company amortized $162,500 and $487,500,
      respectively of this unamortized discount as interest expense. The note is
      being
      shown net of the unamortized discount in the accompanying
      financials.


6.
      Commitments and Contingencies





A.
      Legal




The
      Company is periodically involved in legal actions and claims that arise as
      a
      result of events that occur in the normal course of operations. The Company
      is
      not currently aware of any formal legal proceedings or claims that the Company
      believes will have, individually or in the aggregate, a material adverse effect
      on the Company's financial position or results of operations.





B.
      Operating Leases





The
      Company currently has, and maintains, an office at 15851 Dallas Parkway,
      Addison, Texas 75001.





C.
      Liabilities





The
      Company had a collection notice for $87,183 related to legal billings in 2006
      that had not been booked. The amount was recorded in the third quarter of 2007.
      The billings were related to acquisition work that was never completed. The
      Company contends that the agreement was not with Brighton but with a potential
      acquirer an therefore believes that the accrual is not necessary. A legal
      opinion will be obtained during the fourth quarter of 2007.




7.
      Restatement





Subsequent
      to the issuance of the Company's financial statements for the year ended
      December 31, 2006, the Company determined that certain transactions and
      presentation in the financial statements had not been accounted for properly
      in
      the Company's financial statements. Specifically, the issuance of shares
      pursuant to a consulting agreement was recorded twice and expensed due to wrong
      certification by the stock transfer agent. The company has restated its
      financial statements as of December 31, 2006 for that correction. This also
      effected the beginning balances of the equity, the statement of operations
      from
      inception to March 31, 2007, the statement of cash flows for the period from
      inception to March 31, 2007 and the statement of stockholders’ equity from
      inception to March 31, 2007. The impact at September 30, 2006 was $1,080,000
      and
      2,800,000 shares and affected the Three and Nine Month Period Statement of
      Operations and the Statement of Cash Flows at September 30, 2006.




F-13


The
      Company has restated its financial statements for these adjustments as of
      September 30, 2006.





The
      effect of the correction of the error is as follows:





ASPREVIOUSLY
              
              ASREPORTED
              
              RESTATEDSTATEMENT
                  OF OPERATIONS:For
                  the three month period endedSeptember
                  30, 2006Professional
                  fee
              
              $
              5,029,540
              
              $
              3,949,540Total
                  operating expenses
              
              $
              10,503,193
              
              $
              9,423,193Net
                  operating loss
              
              $
              10,503,193
              
              $
              9,423,193Net
                  loss
              
              $
              10,503,193
              
              $
              9,423,193Loss
                  per share, basic & diluted
              
              $
              0.28
              
              $
              0.25Weighted
                  average shares- basic & diluted
              
              
              37,947,302
              
              
              37,612,520For
                  the nine month period endedSeptember
                  30, 2006Professional
                  fee
              
              $
              20,164,489
              
              $
              19,084,489Total
                  operating expenses
              
              $
              34,275,221
              
              $
              33,195,221Net
                  operating loss
              
              $
              34,275,221
              
              $
              33,195,221Net
                  loss
              
              $
              34,275,221
              
              $
              33,195,221Loss
                  per share, basic & diluted
              
              $
              1.15
              
              $
              1.11Weighted
                  average shares- basic & diluted
              
              
              29,904,034
              
              
              29,791,213STATEMENT
                    OF CASH FLOWS:For
                  the nine month period endedSeptember
                  30, 2006NET
                  LOSS
              
              $
              34,275,221
              
              $
              33,195,221CASH
                  FLOWS FROM OPERATING ACTIVITIESAdjustments
                  to reconcile net loss to cash used by operating
                  activities:Stock
                  issued for services
              
              $
              38,707,700
              
              $
              37,627,700




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





This
      report contains forward looking statements within the meaning of Section 27A
      of
      the Securities Act of 1933, as amended and Section 21E of the Securities
      Exchange Act of 1934, as amended. When used in this Form 10-QSB, the words
      "anticipate", "estimate", "expect", "project" and similar expressions are
      intended to identify forward-looking statements. Such statements are subject
      to
      certain risks, uncertainties and assumptions including the possibility that
      the
      Company's proposed plan of operation will fail to generate projected revenues.
      Additional risks, uncertainties and assumptions include, but are not limited
      to,
      the factors that we describe in the section entitled "Management's Discussion
      and Analysis" in the Form 10-KSB/A for the year ended December 31, 2006. Should
      one or more of these risks or uncertainties materialize, or should underlying
      assumptions prove incorrect, actual results may vary materially from those
      anticipated, estimated or projected. The Company's actual results could differ
      materially from those set forth on the forward looking statements as a result
      of
      the risks set forth in the Company's filings with the Securities and Exchange
      Commission, general economic conditions, and changes in the assumptions used
      in
      making such forward looking statements.





General





There
      was
      no revenue during the three month and nine month periods ended September 30,
      2007 and September 30, 2006. Expenses in the three month period ended September
      30, 2007 was $1,133,622 compared to expenses in the three month period ended
      September 30, 2006 of $10,503,193. Expenses in the nine month period ended
      September 30, 2007 were $3,928,781 compared to expenses in the nine month period
      ended September 30, 2006 of $34,275,221. The reduction in expenses is due to
      the
      non-recurring expenses incurred in 2006 related to changing the direction of
      the
      Company.




1





Plan
      of
      Operation





On
      April
      3, 2006, our Board of Directors approved a change of direction for the Company,
      from the business of manufacturing and distributing decorative stone veneers
      and
      finishes, to the business of oil and gas exploration and production, mineral
      lease purchasing and all activities associated with acquiring, operating and
      maintaining the assets of such operations. This plan of operating will include
      the acquiring of proven fields and the developing of these properties by
      commencing drilling operations. In order to maximize economies of scale and
      to
      leverage the knowledge and expertise of others, we will partner with third
      parties to exploit any such properties.





In
      conjunction with our change of direction, in April 2006, we entered into a
      consulting agreement with Summitt Oil and Gas, Inc. ("Summitt"), as well as
      other third parties, to provide business management services, and advice as
      it
      relates to the future of the company. This service shall include the drafting
      and preparation of business plans, operating budgets, cash flow projections
      and
      other business management services as we venture into the oil and gas
      business.





In
      April
      2006 we executed an assignment of an oil and gas lease under which we acquired
      100% of the leasehold rights to drill and otherwise exploit 160 acres of certain
      underlying oil and gas reserves located in the County of Custer, Oklahoma,
      which
      we acquired from Summitt for 677,000 restricted shares of our common stock
      and
      agreed to pay Summitt a royalty equal to 3% of the value of all oil produced
      and
      removed under the lease and the net proceeds received by us from the sale of
      all
      gas and casinghead gasoline produced and sold under the lease. The leasehold
      interest is not developed and accordingly not currently producing oil or gas.
      Upon receiving the necessary capitalization, we intend to explore the
      development of this field. During the quarter ended fiscal 2006, the Company
      issued 677,000 of its common stock to Summitt and recorded an expense of $9,333
      in connection with this agreement during the quarter.





In
      April
      2006, we entered into a consulting agreement with BlueFin, Inc.("BlueFin").
      BlueFin has been retained to provide business development, investor relations
      services, and introductions to qualified funding sources, introductions to
      oil
      and gas business prospects and introductions to accredited investors. By
      leveraging BlueFin's resources the Company anticipates that it will be able
      to
      find sources of capital to fund its operations in the oil and gas business.





In
      April
      2006, we also entered into an agreement with Monterosa Group Limited
      ("Monterossa"). Monterossa has been retained to provide services including
      operation administration, transaction processing and management, systems
      development, staff recruitment, acquisition transaction support services, and
      other business management services as the Company moves into the oil and gas
      business.





In
      April
      2006, we also engaged Camden Holdings, Inc. ("Camden"), an entity experienced
      in
      the energy sector that will assist the Company in locating oil and gas
      opportunities for us. Camden's services include the drafting and preparation
      of
      business plans, operating budgets, cash flow projections and other business
      management services as we venture into the oil and gas business. We have also
      been able to leverage our relationship with Camden to obtain short-term
      financing as needed. Camden has also agreed to advance sums to the Company
      to
      assist in funding its operations over the short-term. As of March 31, 2007
      ,
      Camden has advanced the Company the sum of $88,682. In addition, the company
      also has a convertible note payable to Camden Holdings (See Notes 5).





In
      April
      2006, we also engaged Design, Inc. ("Design"), an entity experienced in the
      energy sector that will assist the Company in financing the transactions
      introduced by Camden and our other consultants.





In
      July,
      2006, the Company entered into a Consulting Agreement with Summitt Ventures
      Inc.
      ("SVI") for three months which required the Company to issue 2,800,000 of its
      common stock to SVI for services to be provided to the Company including
      business management services and related services. These shares were issued
      in
      August, 2006. In September, 2006, the Company entered into another agreement
      with SVI under the same terms and conditions as the original agreement. The
      Company issued 2,700,000 shares to SVI in September, 2006.





In
      July,
      2006, the Company entered into a Consulting Agreement with Catalyst Consulting
      Partners, LLC to provide the Company with business consulting services in
      exchange for the issuance of 518,000 shares of the Company's common stock.
      These
      shares were issued during the quarter ended September 30, 2006.





In
      September, 2006, the Company entered into a Services Agreement with Rhone
      Alternative Marketing Partners ("RAMP) for marketing and public relations
      services in exchange for the issuance of 1,000,000 shares of the Company's
      common stock. These shares were issued during the quarter ended September 30,
      2006.





During
      the quarter ended September 30, 2006, the Company compensated certain third
      party individuals who provided services to the Company. In August and September,
      2006, 600,000 shares were issued for services. In September, 2006, an additional
      740,000 shares were issued to consultants for services under the Company's
      2006-1 Consultants and Employees Services Plan. This Plan was adopted in
      September, 2006 and reserved 3,800,000 shares of the Company's common stock
      to
      consultants and employees, which shares were registered in September, 2006.
      At
      December 31, 2006 and at June 30, 2007, 3,799,000 shares were issued under
      the
      Plan.





We
      believe that by changing our direction to the oil and gas markets we have
      improved our prospects for success due to both the current and expected future
      positive market conditions which we expect to exploit initially from the
      valuable contacts, industry expertise and business opportunities we expect
      to
      derive from Summitt, an industry experienced consulting resource, and other
      third party consultants.





Additionally,
      we intend to reincorporate the Company to a Nevada corporation
      ("Reincorporation"). The business purpose of the Reincorporation is to allow
      us
      to avail ourselves to Nevada corporate law. Nevada is a recognized leader in
      adopting and implementing comprehensive, flexible corporate laws responsive
      to
      the legal and business needs of corporations organized under its laws. The
      Nevada Revised Statutes is an enabling statute that is frequently revised and
      updated to accommodate changing business needs.





Additionally,
      consistent with the change of our direction into the oil and gas business,
      we
      changed the name of the Company from National Healthcare Technology, Inc.,
      to
      Brighton Oil & Gas, Inc., on June 6, 2007.




2





We
      anticipate acquiring additional properties in the next twelve months. To the
      extent that we will have to raise additional funds we will accomplish that
      through a Private placement or a registration of our common stock. We do not
      at
      this time have any plans that would require us to raise additional
      funds.




Item
      3.
      Controls and Procedures.





Our
      Chief
      Executive Officer and Chief Financial Officer has evaluated the effectiveness
      of
      our disclosure controls and procedures (as such term is defined in Rules 13a-15
      and 15d-15 under the Securities Exchange Act of 1934, as amended (the "Exchange
      Act") as of the end of the period ended September 30, 2007, (the "Evaluation
      Date"). During the course of the audit for our year end December 31, 2005 in
      May
      2006, our auditor discovered numerous errors in our financial statements in
      our
      quarterly report for the period ended September 30, 2005 as disclosed in our
      form 8-K/A filed on June 14, 2006. As a result of these errors, and others,
      we
      restated our form 10-QSB for the quarter ended September 30, 2005, and will
      restate the financial statements for the period ended June 30, 2005, in our
      Form
      8-K/A filed on January 24, 2006. Our conclusion to restate our form 10QSB for
      the quarter ended September 30, 2005 and Form 8-K/A filed on January 24, 2006,
      has resulted in affecting our assessments regarding our controls, and that
      they
      were not effective as of the period ended December 31, 2006 and constituted
      material weaknesses which began after the close of the Exchange Agreement on
      or
      about July 19, 2006. As of the period covered by this report, we believe that
      the material weaknesses no longer exist. The material weaknesses were primarily
      a result of our having no controller and no qualified personnel and as a result
      transactions were omitted, recorded incorrectly, or recorded without
      support.





Limitations
      on the Effectiveness of Internal Controls





Disclosure
      controls and procedures are designed to provide reasonable assurance of an
      entity achieving its disclosure objectives. Our chief executive officer and
      chief financial officer has concluded that our disclosure controls and
      procedures are effective at that reasonable assurance level as of the period
      covered by this report. The likelihood of achieving such objectives is affected
      by limitations inherent in disclosure controls and procedures. These include
      the
      fact that human judgment in decision-making can be faulty and that breakdowns
      in
      internal control can occur because of human failures such as simple errors
      or
      mistakes or intentional circumvention of the established process.





There
      were no changes in the Company's internal controls over financial reporting,
      known to the Chief Executive Officer and Chief Financial Officer that occurred
      during the most recent fiscal quarter that have materially affected, or are
      reasonably likely to materially affect, the Company's internal control over
      financial reporting.





In
      May
      2006, we remedied the material weakness in internal control over financial
      reporting by having our Chief Executive Officer and Chief Financial Officer
      review in detail all adjustments affecting the issuances of our securities,
      and
      we retained an outside consultant to make accounting entries.




PART
      II -
      OTHER INFORMATION




Item
      1.
      Legal Proceedings.





We
      are
      not a party to any material pending legal proceeding and no such action by
      or,
      to the best of our knowledge, against us have been threatened.




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





During
      the Quarter ending September 30, 2007, we issued no securities using the
      exemptions available under the Securities Act of 1933 including unregistered
      sales made pursuant to Section 4(2) of the Securities Act of 1933.




Item
      3.
      Defaults Upon Senior Securities.





None.




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





None.




Item
      5.
      Other Information.





The
      Company's CEO and CFO resigned in April 2007 and were replaced by Linda
      Contreras, who was also appointed as the sole officer.





In
      April,
      2007, the Company held a Special Meeting of Shareholders' where a
      re-incorporation in Nevada was approved along with a name change to Brighton
      Oil
& Gas, Inc. The shareholders also ratified the 2006 Stock Option Plan.





On
      September 25, 2007, Charles Stidham and E. Robert Barbee were appointed
      directors. Concurrently, Mr. Stidham and Ms. Michele Sheriff were appointed
      as
      President, Chief Executive Officer and Chief Financial Officer and as Secretary,
      respectively. Immediately following the appointment of the new directors, Linda
      Contreras resigned as officer and director. Mr. Stidham also succeeded Ms.
      Contreras as Chief Executive Officer and Chief Financial Officer of the
      Registrant.





On
      October 19, 2007, the Company announced that in reviewing the financial records
      of the Company the Board has determined that certain transactions in the common
      stock issuance over the past year have not been paid for or earned. In
      connection with the report of the independent account the Company has stopped
      transfer and/or cancelled 59,545,752 shares of its common stock. The individuals
      and companies affected will be notified and an 8-K will be filed. All existing
      consulting contracts with the Company have been cancelled since there has been
      no contact with management.




3





Item
      6.
      Exhibits and Reports on Form 10-Q.





a)
      Exhibits.


10.4
              Consulting
                  Agreement dated April 3, 2006 by and between Summitt Oil and Gas,
                  Inc. and
                  Company (previously filed as an exhibit to our Form 8-K, file no.
                  001-28911, on April 5, 2006, and incorporated herein by
                  reference).10.5
              Management
                  Employment Agreement dated April 3, 2006 by and between Ross Lyndon
                  James
                  and the Company (previously filed as an exhibit to our Form 8-K,
                  file no.
                  001-28911, on April 5, 2006, and incorporated herein by
                  reference).10.6
              Management
                  Employment Agreement dated April 3, 2006 by and between Brian Harcourt
                  and
                  the Company (previously filed as an exhibit to our Form 8-K, file
                  no.
                  001-28911, on April 5, 2006, and incorporated herein by
                  reference).10.7
              2006
                  Employee Stock Option Plan (previously filed as an exhibit to the
                  Company's Form 8-K, file no. 001-28911, on April 5, 2006, and incorporated
                  herein by reference).10.8
              Consulting
                  Agreement by and between us and Camden Holdings, Inc. dated January
                  8,
                  2006 (previously filed as an exhibit to our Form 10-KSB/A, file
                  no.
                  001-28911, on June 8, 2006, and incorporated herein by
                  reference).10.9
              Consulting
                  Agreement by and between us and Design, Inc. dated January 8, 2006
                  (previously filed as an exhibit to our Form10-KSB/A, file no. 001-28911,
                  on June 8, 2006, and incorporated herein by reference).10.10
              Stock
                  Purchase Agreement between us and Liquid Stone Partners dated April
                  4,
                  2006 (previously filed as an exhibit to our Form10-KSB/A, file
                  no.
                  001-28911, on June 8, 2006, and incorporated herein by
                  reference).10.11
              Amended
                  Assignment of leasehold rights between us and Summitt Holdings,
                  Inc. dated
                  April 4, 2006 (previously filed as an exhibit to our Form 10-KSB/A,
                  file
                  no. 001-28911, on June 8, 2006, and incorporated herein by
                  reference).10.12
              Consulting
                  Agreement between us and Credit First Holdings, Inc. dated April
                  5,
                  2006(previously filed as an exhibit to our Form10-KSB/A, file no.
                  001-28911, on June 8, 2006, and incorporated herein by
                  reference).10.13
              Promissory
                  note executed by us to repay Camden Holdings, Inc. dated April
                  25, 2006
                  (previously filed as an exhibit to our Form 10-KSB/A, file no.
                  001-28911,
                  on June 8, 2006, and incorporated herein by reference).10.14
              Promissory
                  note executed by us to repay Camden Holdings, Inc. dated June 8,
                  2006
                  (previously filed and incorporated herein by reference)10.16
              Consolidated
                  note and security agreement with Camden Holdings, Inc. dated January
                  5,
                  2007 (previously filed as an exhibit to our form 8-K, file no.
                  01-28911
                  and incorporated herein by reference)10.17
              Consulting
                  agreement with Camden Holdings,Inc. dated January 5, 2007 (previously
                  filed as an exhibit to our form 8-K, file no. 01-28911 and incorporated
                  herein by reference)10.18
              Consolidated
                  note and security agreement with Summitt Oil & Gas, Inc., Inc. dated
                  January 5, 2007 (previously filed as an exhibit to our form 8-K,
                  file no.
                  01-28911 and incorporated herein by reference)10.18
              Consulting
                  agreement with Summitt Oil & Gas, Inc., Inc. dated January 5, 2007
                  (previously filed as an exhibit to our form 8-K, file no. 01-28911
                  and
                  incorporated herein by reference)31.1
              Certification
                  by Sam Plunkett, Chief Executive Officer, as required under Section
                  302 of
                  Sarbannes-Oxley Act of 2002, attached hereto.31.2
              Certification
                  by Sam Plunkett, Chief Financial Officer, as required under Section
                  302 of
                  the Sarbannes-Oxley Act of 2002, attached
                  hereto.
  4
 32.1
                Certification
                    as required under Section 906 of Sarbannes-Oxley Act of 2002,
                    attached
                    hereto.





(b)
      Reports on Form 8-K.





One
      Form
      8-K, dated September 25, 2007, was filed for the quarter ended September 30,
      2007.




5





SIGNATURES





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





BRIGHTON
      OIL & GAS, INC.





Date:
      November 14, 2007








By:


Charles
      L. Stidham


Chief
      Executive Officer




6