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 SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended March 31,
2008  OR  [    ] TRANSITION REPORT UNDER SECTION
13 OF 15(d) OF THE EXCHANGE ACT OF 1934  From the transition period from ___________
to ____________.  Commission File Number 000-51750  GULF ONSHORE, INC. (Exact
name of small business issuer as specified in its charter)  Nevada
                                                                                                                             91-1869677 (State or
other jurisdiction of incorporation or organization)
                           (IRS
Employer Identification No.)  15851 Dallas Parkway Addison, Texas 75001 (Address
of principal executive offices)  (972) 450-5990 (Issuer's
telephone number)  Brighton Oil & Gas, Inc. 15851 Dallas Parkway Addison, Texas 75001 (Former
name, former address and former fiscal year, if changed since last report)  Indicate
by check mark whether the registrant (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 [     ].  Indicate by a check
mark whether the company is a shell company (as defined by Rule 12b-2 of the
Exchange Act:  Yes [X]   No [    ].  As of March 31, 2008,
there were 1,327,261 shares of Common Stock of the issuer outstanding.


TABLE
OF CONTENTS  PART
I FINANCIAL STATEMENTS    Item
1     Financial Statements
                                            3  Item
2     Management's Discussion and Analysis or Plan of
Operation        14  PART
II OTHER INFORMATION  Item
1     Legal Proceedings
                                               16 Item
2     Changes in Securities
                                           16 Item
3     Default upon Senior Securities
                                  16 Item
4     Submission of Matters to a Vote of Security Holders
             16 Item
5     Other Information
                                               16 Item
6     Exhibits and Reports on Form 8-K
                                16          2     **GULF ONSHORE,
INC.****(A DEVELOPMENT STAGE
COMPANY)****CONSOLIDATED BALANCE
SHEET****AS OF MARCH 31,
2008****(Unaudited)**********
**ASSETS**
********
****
**Cash**
$2,076****
****
**Accounts Receivable**
-****
****
**Other Receivables**
3,269****

**Total Current Assets**
5,345****

********

**Oil & Gas Properties******

**Proved Properties**
-****

**Less: Accumulated DDA**
-****

**Net Oil & Gas Properties**
-****

********

**Fixed Assets**
2,000****

**Accumulated depreciation**
(133)****

**Net Fixed Assets**
1,867****

********
****
**Prepaid expenses**
-****
****
**Total Other Assets**
-****
****
****
********
**TOTAL ASSETS**
$7,212****
****
********
**LIABILITIES AND STOCKHOLDERS'
DEFICIT******
**Current liabilities:******
****
**Accounts payable**
$362,050****
****
**Accrued expenses**
126,374****
****
**Accrued interest payable to affiliate**
82,732****
****
**Loan payable to affiliate**
814,742****
****
**Line-of-Credit to affiliate**
89,717****

**Total Current Liabilities**
1,475,615****
****
******Stockholders' Deficit******
****
**Common Stock, $.001 par value, 30,000,000 shares
authorized,******
****
**1,327,261 issued and
outstanding as of March 31, 2008**
1,327****
****
**Additional paid in capital**
45,403,278****
****
**Deficit Accumulated During Development Stage**
(46,873,008)**Total stockholders' deficit**
(1,468,403)****
****
********
**Total liabilities and stockholders' deficit**
$7,212    See Accompanying Notes to Consolidated
Financial Statements  3          **GULF ONSHORE,
INC.****(A DEVELOPMENT STAGE
COMPANY)****CONSOLIDATED STATEMENTS OF
OPERATIONS****FOR THE THREE MONTH PERIODS ENDED
MARCH 31, 2008 AND 2007****AND THE CUMULATIVE PERIOD FROM
JANUARY 27, 2005 (INCEPTION) TO MARCH 31, 2008****(Unaudited)******
****
****
****
****
****
********
****
**Three Month Period Ended March 31,
2008**
****
**Three Month Period Ended March 31,
2007**
****
**Period from January 27, 2005 (inception) to
March 31, 2008******
****
****
****
****
****
******OIL & GAS
OPERATIONS******
**Oil & Gas Revenues**
$46,689

$-

$58,928****
**Lease Operting Expenses**
13,884

-

13,884****
**Gross Profit**
32,805

-

45,044****
********
******OTHER EXPENSES******
**Professional fees**
52,116

1,250,770

31,047,896****
**Technology license royalties**
-

-

160,417****
**Impairment of oil & gas leases**
-

-

5,076,667****
**Net gain on settlement of liabilties (Note 9)**
(6,285,651)

-

(6,285,651)****
**Other general and administrative**
67,847

612,167

16,067,066****
**Total operating expenses**
(6,165,688)

1,862,937

46,066,395****
******OPERATING INCOME
(LOSS)**
6,198,493

(1,862,937)

(46,021,351)****
********
**Beneficial conversion feature**
-

-

(1,066,657)****
**Gain on settlement of debt**
-

-

215,000****
******NET INCOME
(LOSS)**
$6,198,493

$(1,862,937)

$(46,873,008)******
******
******
******
******
******
********INCOME (LOSS) PER SHARE -
BASIC**
$4.67

$(2.51)****
******INCOME (LOSS) LOSS PER SHARE -
DILUTED**
$4.61

NA****
******WEIGHTED AVERAGE SHARES
OUTSTANDING - BASIC**
1,327,261

743,267****
******WEIGHTED AVERAGE SHARES
OUTSTANDING - DILUTED**
1,345,261

NA   See Accompanying Notes to Consolidated Financial
Statements    4              See Accompanying Notes to Consolidated Financial
Statements     5   **GULF ONSHORE,
INC.****(A DEVELOPMENT STAGE
COMPANY)****CONSOLIDATED STATEMENTS OF CASH
FLOWS****FOR THE THREE MONTH PERIODS ENDED
MARCH 31, 2008 AND 2007****AND THE CUMULATIVE PERIOD FROM
JANUARY 27, 2005 (INCEPTION) TO MARCH 31, 2008****(Unaudited)******
****
**Three Month Period Ended March 31,
2008**
****
**Three Month Period Ended March 31,
2007**
****
**Period from January 27, 2005 (inception) to
March 31, 2008****CASH FLOWS FROM OPERATING
ACTIVITIES******
**Net loss**
$6,198,493

$(1,862,937)

$(46,522,808)****
******Adjustments to reconcile net loss
to cash provided by (used in) operating activities:******
**Depreciation and depletion**
100

-

3,944****
**Amortization on investment in custer leasehold**
-

9,333

9,333****
**Impairment on oil lease investments**
-

46,667

5,076,667****
**Stock issued for services**
-

29,652,250

29,793,098****
**Amortization of prepaid consulting fees**
-

-

8,021,250****
**Amortization of beneficial conversion feature**
-

-

1,066,657**Changes in certain assets and
liabilities, net of divestiture******
**Shares to be issued**
(5,000,000)

5,000,000

-****
**Decrease in Accounts Receievable**
11,675

-

-****
**Increase in Inventory**
-

-

(29,102)****
**Increase in Other assets**
(3,269)

-

(5,356)****
**Increase in Accrued interest to affiliates**
17,872

-

1,402,257****
**Increase in Accounts payable**
32,467

1,319,525

33,320****
**Increase (Decrease) in Accrued expenses**
(1,306,151)

265,470

(782,691)**CASH FLOWS PROVIDED BY (USED IN)
OPERATING ACTIVITIES:**
(48,813)

34,430,308

(1,933,431)****
******CASH FLOWS FROM INVESTING
ACTIVITIES:******
**Purchase of oil & gas leases**
-

-

(30,000)****
**Purchase of property, plant & equipment**
-

-

(40,952)**CASH FLOWS USED IN INVESTING
ACTIVITIES**
-
****
-

(70,952)****
****

******CASH FLOWS FROM FINANCING
ACTIVITIES**

********
**Proceeds from convertible note - related party**
23,060
****
-

974,402****
**Loan payable to affiliates**
23,060
****
613,400

1,032,057**CASH FLOWS PROVIDED BY FINANCING
ACTIVITIES**
46,120
****
613,400

2,006,459****
****

******NET INCREASE (DECREASE) IN CASH
&CASH EQUIVALENTS**
(2,693)
****
35,043,708

2,076**CASH &CASH EQUIVALENTS,
BEGINNING OF PERIOD**
4,769
****
-

-**CASH &CASH EQUIVALENTS, END OF PERIOD**
$2,076
****
$35,043,708

$2,076****
****
****
****
******SUPPLEMENTAL CASH FLOW
INFORMATION:**
****
******Interest paid**
$-
****


$-**Income taxes paid**
$-
****
-

$-**Net liabilities assumed with recapitalization**
$-

-
****
$200,000**Divestiture of subsidiary to related party**
$-

-
****
$544,340**Common stock issued for debt**
$-

-
****
$1,050,000**Common stock issued for acquiring oil & gas
leases**
$-

-

$5,406,200  See Accompanying Notes to Consolidated Financial
Statements    6     GULF
ONSHORE, INC. (A
DEVELOPMENT STAGE COMPANY) NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 2008   NOTE 1  SUMMARY
OF SIGNIFICANT ACCOUNTI NG POLICIES  A. Organization
and 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 191,828 shares of the Company's
common stock (adjusted for splits) 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
its name from National Healthcare Technology, Inc., to Brighton Oil & Gas,
Inc., on June 6, 2007.  On March 25, 2008 the Company announced that its
name is changing to Gulf Onshore, Inc.  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, 2007 included
in the Company's Annual Report on Form 10-KSB.  The consolidated financial
statements of the Company for the periods January 1, 2007 to March 31, 2008 and
2007, and from January 27, 2005 (Inception) through March 31, 2008 have been
prepared in accordance with generally accepted accounting principles. The
consolidated financial statements include the accounts of the Company and its
wholly owned subsidiary, Es3, through October 1, 2005 (the effective date of
disposition). All inter-company transactions have been eliminated.  C. Stock Splits On March 6, 2008 the Directors of Gulf Onshore, Inc. (the
Company) announced a one for ten (1:10) stock split (the Reverse    7   Split) and a contemporaneous one for ten (1:10) reduction in the
number of the Companys authorized shares of common stock, par value $0.001 (the
"Common Stock"), in accordance with the procedure authorized by N.R.S. §78.207.
The Directors determined that it would be in the Company's best interest to
effect the Reverse Split and approved this corporate action by unanimous written
consent. The Reverse Split does not require shareholder approval.  All
shares referenced, except where otherwise noted, are net of the Reverse
Split.   D.
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.  E.
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. F. Long-Lived Assets Effective January 1, 2005, 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, the Company believes that, as of December 31,
2006, the investment in Custer oil & well lease of $56,000 was impaired and
recorded an impairment loss of $46,667. During the year ended December 31, 2007, the Company had acquired
two oil & well gas leases in two separate transactions. One lease was
acquired for cash consideration of $30,000 and the other lease was acquired in
exchange of 500,000 shares. The lease was valued at the fair market value of the
shares which was $5,000,000. As of December 31, 2007, the Company estimated the future cash
flows expected to result from the use and eventual disposition of the two oil
& well gas leases. Based on its review, the Company determined that the
carrying value of the assets is not recoverable and hence the leases were
determined to be impaired as of December 31, 2007. The Company recorded an
impairment loss of $5,030,000 for the year ended December 31, 2007.  G. 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 consolidated balance sheet for current assets and current liabilities
qualifying as financial instruments are a reasonable estimate of fair value. H. Technology License and Royalties The Companys current principal activity focuses on oil and gas
exploration.  During 2007 the Company acquired the rights to drill and
otherwise exploit certain underlying reserves and agreed to pay a royalty
ranging from 17.7% to 21.8% on the value of    8   the oil removed or produced and on the net proceeds from all gas
sold The royalty is being deducted by the operator and therefore there are no
applicable royalty accruals on the Companys balance sheet at March 31, 2008.
 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. I. Stock Based Compensation In December 2004, the FASB issued SFAS No. 123 (revised
2004), Share-Based Payment (SFAS 123R), which requires the measurement
of all employee share-based payments to employees, including grants of employee
stock options, using a fair-value-based method and the recording of such expense
in the consolidated statements of operations. In March 2005, the SEC issued
Staff Accounting Bulletin No. 107 (SAB 107) regarding the SECs
interpretation of SFAS 123R and the valuation of share-based payments for public
companies. The Company has adopted SFAS 123R and related FASB Staff Positions
(FSPs) as of January 01, 2006 and will recognize stock-based compensation
expense using the modified prospective method. J. 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. K. 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 period ended March 31, 2008, diluted earnings per share is $4.61 and
average weighted diluted shares are 1,345,261 and for the period ended March 31,
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.  L.
Recent Accounting Pronouncements In March 2008, the FASB issued FASB Statement No. 161, Disclosures
about Derivative Instruments and Hedging Activities. The new standard is
intended to improve financial reporting about derivative instruments and hedging
activities by requiring enhanced disclosures to enable investors to better
understand their effects on an entitys financial position, financial
performance, and cash flows. It is effective for financial statements issued for
fiscal years and interim periods beginning after November 15, 2008, with early
application encouraged. The new standard also improves transparency about the
location and amounts of derivative instruments in an entitys financial
statements; how derivative instruments and related hedged items are accounted
for under Statement 133; and how derivative instruments and related hedged items
affect its financial position, financial performance, and cash flows. Management
is currently evaluating the effect of this pronouncement on financial
statements. NOTE 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 deficit of $46,873,008    9   and had a stockholders deficit of $1,468,403 at March 31 2008.
 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, 2007 Form 10-KSB. NOTE 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.  The following
table sets forth the significant components of the net deferred tax assets as of
March 31, 2008.  Net
operating loss carry forward
$
      46,873,008Total
deferred tax assets
15,936,823Less:
valuation allowance
(15,936,823)Net
deferred tax assets
$
                   - For
the quarter ended March 31, 2008, income taxes were offset by the utilization of
a portion of the net operating loss carryforward.   NOTE 4 
PROFESSIONAL FEES Professional fees, for the three months periods ended March 31,
2008 and 2007 respectively were $52,116 and $1,250,770.  The professional
fees in 2008 are related to normal operations (auditors, outside consultants and
attorneys).  In 2007 the higher expense is predominately related to
consulting agreements entered into in 2006 and on January 11, 2007, with related
parties. During the period ended March 31, 2007, the Company amortized
prepaid professional fees of $987,083 in conjunction with issued shares in
exchange for professional fees to various consultants under separate agreements.
 The agreements took place  during the fiscal year 2006. On January 11, 2007, 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 period ended March 31, 2007, the Company recorded a consulting
expense of $162,500 on the agreement.   NOTE 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 three month period ended March
31, 2007, the Company amortized $162,500 of this unamortized discount as
interest expense.  The Company recorded an interest payable of $16,250 for
the three month period ended March 31, 2008   NOTE 6  EQUITY
TRANSACTIONS    10    The
Company is authorized to issue 30,000,000 shares of common shares with a par
value of $.001 per share.  These shares have full voting rights.
 There were 1,327,261 issued and outstanding as of March 31, 2008.  A. Issuance
of Common Stock In April 2006, in accordance with the terms of a Consulting
Agreement, the Company issued 35,000 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 three month period ended March31,
2007 the Company amortized $597,197. In April 2006, in accordance with the terms of a Consulting
Agreement, the Company issued 7,000 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 three month period ended March 31, 2007 the Company amortized $119,583. In April 2006, in accordance with the terms of a Consulting
Agreement, the Company issued 7,000 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 three month period ended March 31, 2007 the Company amortized $119,583. 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 350,000 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. During the three month period ended March
31, 2007 the Company expensed $162,500.. In April, 2007, pursuant to the terms of a consulting agreement,
the Company issued 1,000 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 March 31, 2007 there was
$0 expense. In April, 2007, pursuant to the terms of a consulting agreement,
the Company issued 1,000 shares of its common stock to Stephen Taylor,
consultant.  The Company recorded the transaction at the fair market value
of shares of $48,000.  At March 31, 2007 there was $0 expense. In April, 2007, pursuant to the terms of a consulting agreement,
the Company issued 10,000 shares of its common stock to Dieu Vuong, consultant.
 The Company recorded the transaction at the fair market value of shares of
$180,000.  At March 31, 2007 there was $0 expense. B. Warrants In February 2005, the Company issued a warrant to acquire up to
6,000 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. In June 2005, the Company issued a warrant to acquire up to 6,000
shares of unregistered common stock at an exercise price of $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 1,000 shares of the  company's restricted common stock at an
exercise price of $70 per share The shares vested monthly over three years and
have a 10 year option     11  period. The employee was terminated in February 2006 and the
warrants were forfeited. No warrants were granted during the three month period ended March
31, 2008.  The weighted average remaining contractual life of warrants
outstanding is 1.84 years at March 31, 2008.  Outstanding Warrants


Exercisable WarrantsRange
of Exercise Price
Number
Average Remaining Contractual Life
Average Intrinsic Value
Number$67.00
18,000
1.84
-
18,000  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 March 31, 2008, along with the weighted-average
grant date fair values, were as follows.  2008Expected volatility
80.0%Expected life in years
5 yearsRisk free interest rate5.07%Dividend yield0%  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 25,000
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 March 31, 2008, no options to purchase the
Company's common stock have been granted under the Plan. There were no options outstanding at March 31, 2008. 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 38,000
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 March 31, 2008 a total of 37,990 shares had been issued and
granted under the Consultants Plan.   NOTE 7  RELATED PARTY  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 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 and imputed interest, at a rate of 10% p.a., at 12/31/06 was
deemed not material by management, and therefore, no accrual was booked.
 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.  No interest is payable on the note and imputed
interest, at a rate of 10% p.a., at 12/31/06 was deemed not material by
management, and therefore, no accrual was booked.  On January 11, 2007,
Camden converted $650,000 of the advances into a Note Payable bearing 10%
interest per annum.  Advances due Camden at March 31, 2008 were $164,742.     12   On
October 4, 2007, the Company entered into a Letter of Credit agreement with
South Beach Live, Inc. (South Beach) whose sole shareholder and Director, is
Charles Stidham, former CEO and President of Gulf Onshore, Inc..  The
line-of-credit has a maximum of $100,000 and bears interest at 10% per annum.
payable quarterly.  The amount due at March 31, 2008 was $89,717.  The
note, if payments are not made as agreed, can be converted into restricted stock
at $.10 per share and therefore a deemed dividend of $89,717 was recorded of
which $23,060 was recorded in the three month period ended March 31, 2008.   NOTE 8  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 sub-leases office space from a related party
for $1,000 per month, at 15851 Dallas Parkway, Addison, Texas 75001. The lease
expires in May 2008 and the Company is not committed to any additional lease
obligations.  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
Gulf Onshore, Inc. but with a potential acquirer and therefore believes that the
accrual is not necessary.  A legal opinion will be obtained during the
second quarter of 2008.   NOTE 9 
EXTINGUISHMENT OF DEBT  On March 21, 2008
the Board of Directors determined that it was in the best interest of the
Company and its shareholders to void the contracts of two former directors and
extinguish the associated liability and related accrued payroll taxes.  The
contracts originated in 2006 and called for the issuance of restricted common
stock in the amount of $5,000,000.  During 2006 a liability for $5,000,000
and $1,285,651 of related accrued payroll taxes was recorded.  Accordingly,
during the three months ended March 31, 2008, management has recorded a
nonrecurring gain in the amount of $6,285,651.     13  Item
2.  MANAGEMENTS DISCUSSION AND ANALYSIS  General 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. The Board of Directors believes
that by changing the 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.  During 2007 and again in 2008 new Directors with
extensive oil and gas experience were appointed and we believe that this
experience will give the Company a better opportunity for success.   RESULTS FOR THE
FISCAL QUARTER ENDED March 31, 2008  Our fiscal
quarter ended on March 31, 2008.  Any reference to the end of the fiscal
quarter refers to the end of the first fiscal quarter for the periods discussed
herein.  REVENUE.
 Revenue for the three months ended March 31, 2008, was $46,689 compared
with revenues for the three months ended March 31, 2007 of $0.   The
increase is attributed to the oil properties acquired in 2007 that are now
generating product and revenue.  OTHER EXPENSES.
Expenses include a one-time nonrecurring gain of $6,285,651 due to the voiding
of former director contracts (see Note 9).  Total expenses exclusive of
depreciation and net of the aforementioned gain for the three months ended March
31, 2008, were $119,863 compared with expenses for the three months ended March
31, 2007 of $1,862,937.  The decrease in net operating expenses vs. March
31, 2007 is related to the professional fee contracts entered into in 2007 that
were fully amortized in 2007.  Going forward in 2008 standard operating
expenses are expected to flow through the financial statements.
  Depreciation expense for the three month periods ended March 31,
2008 and March 31, 2007 were $100 and $0 respectively.  NET INCOME
(LOSS). Net income for the three months ended March 31, 2008 was $6,198,493
compared to a net loss of $1,862,937 for the three months ended March 31, 2007.
 The 2008 balance is impacted by the voiding of former director contracts
and associated payroll taxes of $6,285,651 as discussed in Note 9.
 Adjusting for this transaction there would have been a net operating loss
at March 31, 2008 of $87,158.  The decrease in the adjusted loss is
attributed to the aforementioned professional fee contracts in 2007.  Plan of
Operations Our
change into the oil and gas markets we has improved our prospects  for
success due to both the current and expected future positive market conditions
which we have begun to penetrate with our property acquisitions in 2007.  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.   Employees  As of March 31,
2008, the Company had three employees: its President, Vice-President and
Secretary   ITEM 3.
 CONTROLS AND PROCEDURES      14  Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed in company reports filed or
submitted under the Securities Exchange Act of 1934 (the Exchange Act) is
recorded, processed, summarized and reported, within the time periods specified
in the Securities and Exchange Commissions rules and forms. Disclosure controls
and procedures include, without limitation, controls and procedures designed to
ensure that information required to be disclosed in company reports filed under
the Exchange Act is accumulated and communicated to management, including the
Companys Chief Executive Officer and Chief Financial Officer (the Certifying
Officers), as appropriate to allow timely decisions regarding required
disclosure.  As required by
Rules 13a-15(e) and 15d-15(e) under the Exchange Act, the Certifying Officers
carried out an evaluation of the effectiveness of the design and operation of
the Companys disclosure controls and procedures as of March 31, 2008. Their
evaluation was carried out with the participation of other members of the
Companys management. Based upon their evaluation, the Certifying Officers
concluded that the Companys disclosure controls and procedures were effective.  The Companys
internal control over financial reporting is a process designed by, or under the
supervision of, the Certifying Officers and effected by the Companys Board of
Directors, management and other personnel, to provide reasonable assurance
regarding the reliability of the Companys financial reporting and the
preparation of the Companys financial statements for external purposes in
accordance with generally accepted accounting principles. Internal control over
financial reporting includes policies and procedures that pertain to the
maintenance of records that in reasonable detail accurately and fairly reflect
the transactions and dispositions of the Companys assets; provide reasonable
assurance that transactions are recorded as necessary to permit preparation of
the Companys financial statements in accordance with generally accepted
accounting principles, and that the Companys receipts and expenditures are
being made only in accordance with the authorization of the Companys Board of
Directors and management; and provide reasonable assurance regarding prevention
or timely detection of unauthorized acquisition, use or disposition of the
Companys assets that could have a material effect on its financial statements.
There has been no change in the Companys internal control over financial
reporting that occurred in the quarter ended March 31, 2008, that has materially
affected, or is reasonably likely to affect, the Companys internal control over
financial reporting.        15  PART
II  Items No. 1, 2,
3, 4, - Not Applicable.  Item No. 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 accountant 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. On
February 1, 2008 the Board of Directors of Brighton Oil & Gas Inc. accepted
the resignation of Wayne Duke and Robert Barbee. The Board has appointed Jeffery
Joyce and Dean Elliott to fill the vacancies. After the appointment of the new
Directors, Charles Stidham offered his resignation as President and Director.
The Board accepted his resignation and subsequently Mr. Joyce was appointed
President and Mr. Elliott was appointed Vice President and Secretary of the
Company Effective
March 6, 2008 the Directors of Brighton Oil and Gas, Inc. (the "Company") have
approved a one for ten (1:10) reverse stock split (the Reverse Split) and a
contemporaneous one for ten (1:10) reduction in the number of the Companys
authorized shares of common stock, par value $0.00001 (the "Common Stock"), in
accordance with the procedure authorized by N.R.S. §78.207. The Directors
determined that it would be in the Company's best interest to effect the Reverse
Split and approved this corporate action by unanimous written consent. The
Reverse Split does not require shareholder approval. On
March 25, 2008 the Company announced that it changed its name to Gulf Onshore,
Inc. from Brighton Oil & Gas, Inc.  The Companys common stock is
quoted on the OTC Bullitin Board under the symbol GFON. Effective
April 16, 2008, we dismissed our principal accountant and the client-auditor
relationship between us and Kabani & Company, Inc., (Kabani & Co.)
ceased.  On that same day, we engaged Turner, Stone & Company, L.L.P.
as our principal independent accountant.  We do not have an audit
committee, but our Board approved changing auditors.  Kabani & Co.
served as our independent public accountant from July 2006 to the date of their
dismissal.  Kabani & Co.s audit reports for the past two fiscal years
did not contain an adverse opinion or disclaimer of opinion, or qualification or
modification as to uncertainty, audit scope, or accounting principles other than
the uncertainty that the Registrant might not be able to operate as a going
concern  Item No. 6 -
Exhibits and Reports on Form 8-K  (a) Three
Form 8-Ks were filed during the three month period ended March 31, 2008. February
11, 2008 March
25, 2008 April
24, 2008  (b) Exhibits  Exhibit Number /
Name of Exhibit 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)     16  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. 32.1
Certification as required under Section 906 of Sarbannes-Oxley Act of 2002,
attached hereto.  (b) Reports on
Form 8-K.   SIGNATURES  In accordance
with the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this Report to be signed on its behalf by the undersigned, thereunto
duly authorized.  GULF ONSHORE,
INC.  By /s/ Jeffery
Joyce  Jeffery Joyce,
President,  Date: May 15,
2008       17