**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549** a









**FORM
      10-QSB**




**QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d)**


**OF
      THE SECURITIES EXCHANGE ACT OF 1934**


**FOR
      THE PERIOD ENDING MARCH 31, 2007**







**DELEK
      RESOURCES, INC.**


**(Exact
      name of registrant as specified in its charter)**




**Florida**
            
            **333-40799**
            
            **84-1346897****(State
                or other jurisdiction of
                incorporation or organization)**
            
            **(Commission
                File Number)**
            
            **(I.R.S.
                Employer Identification
                No.)**




**1224
                Washington Avenue, Miami Beach, Florida**
            
            **33139****(Address
                of principal executive offices)**
            
            **(Zip
                Code)**




**Registrant’s
      telephone number, including area code: (305) 531-1174**




**(Former
      name or former address, if changed since last report)**




Copies
      of
      all communications, including all communications sent to the agent for service,
      should be sent to:




**Joseph
      I. Emas, Attorney at Law**


**1224
      Washington Avenue**


**Miami
      Beach, Florida 33139**




**Telephone:
      305.531.1174**




Check
      whether the Issuer (1) has filed all reports required to be filed by Section
      13
      or 15(d) of the Securities Exchange Act of 1934 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




State
      the
      number of shares outstanding of each of the issuer’s classes of common equity,
      as of the latest practicable date.




As
      of May
      21, 2007, 52,882,960 shares of $.01 par value common stock were issued and
      outstanding.




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




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












**PART
                I.
                FINANCIAL INFORMATION**Item
                  1. Financial Statements (unaudited)Condensed
                  Balance Sheet at March 31, 2007
              3Condensed
                  Statements of Operations for the Three and Nine Months Ended March
                  31,
                  2007 and July 1, 2004 to March 31, 2007
              4Statements
                  of Changes in Shareholders Deficiency
              5Condensed
                  Statements of Cash Flows for the Three Months and Nine Months Ended
                  March
                  31, 2007 and July 1, 2004 to March 31, 2007
              6Notes
                  to Condensed Financial Statements
              7Item
                  2. Management's Discussion and Analysis of Financial Conditions
                  and
                  Results of Operations
              12Item
                  3. Controls and Procedures
              17**PART
                  II. OTHER INFORMATION**Item
                  1. Legal Proceedings
              18Item
                  2. Unregistered Sales of Equity Securities and Use of
                  Proceeds
              18Item
                  3. Defaults upon Senior Securities
              18Item
                  4. Submission of Matters to a Vote of Security Holders
              18Item
                  5. Other Information
              18Item
                  6. Exhibits
              18Signatures
              19




2




**DELEK
                  RESOURCES, INC.****(AN
                  EXPLORATION STAGE COMPANY)****F/k/a
                  THE HAVANA REPUBLIC, INC. AND SUBSIDIARIES****BALANCE
                  SHEET****(Unaudited)****March
                  31, 2007**
  **ASSETS**CURRENT
                  ASSETSCash
              
              $
              14,992Short
                  term investments
              
              
              625,458TOTAL
                  ASSETS
              
              $
              640,450**LIABILITIES
                  AND SHAREHOLDS' DEFICIT**CURRENT
                  LIABILITIESAccounts
                  payable
              
              $
              404,140Accrued
                  interest
              
              
              121,370Due
                  to related party
              
              
              1,414Derivative
                  liability
              
              
              1,501,103Convertible
                  debenture - current, net of deferred fees of $45,161
              
              
              374,346Total
                  current liabilities
              
              
              2,402,373LONG
                  TERM LIABILITIES:Convertible
                  debenture - long term, net of deferred fees of $170,144
              
              
              1,410,348SHAREHOLDERS'
                  DEFICITConvertible
                  preferred stock - Series A, authorized 2,500 shares, 0 shares issued
                  and
                  outstanding
              
              
              -Convertible
                  preferred stock - Series B, authorized 500,000 shares, 0 shares
                  issued and
                  outstanding
              
              
              -Convertible
                  preferred stock - Series C, authorized 100 shares, 0 shares issued
                  and
                  outstanding
              
              
              -Convertible
                  preferred stock - Series D, authorized 50 shares, 0 shares issued
                  and
                  outstanding
              
              
              -Common
                  stock, no par value authorized 300,000,000 shares
                  authorized;52,882,960
                  shares issued and outstanding and additional paid-in
                  capital
              
              
              14,828,817Accumulated
                  deficit (pre-exploration stage)
              
              
              (7,282,479
              )Accumulated
                  deficit (exploration stage July 1, 2004 to March 31, 2007)
              
              
              (10,718,609
              )TOTAL
                  SHAREHOLDERS' DEFICIT
              
              
              (3,172,271
              )TOTAL
                  LIABILITIES AND SHAREHOLDERS' DEFICIT
              
              $
              640,450
  See
                  accompanying notes to the financial
                  statements.




3




**DELEK
                  RESOURCES, INC.****(AN
                  EXPLORATION STAGE COMPANY)****F/k/a
                  THE HAVANA REPUBLIC, INC. AND SUBSIDIARIES****STATEMENTS
                  OF OPERATIONS****(Unaudited)****FOR
                  THE THREE AND NINE MONTHS ENDED MARCH 31, 2007 AND
                  2006****AND
                  THE PERIOD JULY 1, 2004 (EXPLORATION DATE) TO MARCH 31,
                  2007**
  Period
                  fromFor
                  the three months ended
              
              For
                  the nine months ended
              
              July
                  1, 2004(ExplorationMarch
                  31,
              
              March
                  31,
              
              date
                  to)2007
              
              2006
              
              2007
              
              2006
              
              March
                  31, 2007REVENUES
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -EXPENSES:Exploration
                  costs
              
              
              688,140
              
              
              
              
              
              1,318,356
              
              
              
              
              
              3,433,638General
                  and administrative
              
              
              86,371
              
              
              33,250
              
              
              264,777
              
              
              100,887
              
              
              688,305Stock
                  compensation
              
              
              -
              
              
              -
              
              
              1,250,000
              
              
              -
              
              
              4,973,129TOTAL
                  OPERATING EXPENSES
              
              
              774,511
              
              
              33,250
              
              
              2,833,133
              
              
              100,887
              
              
              9,095,072OTHER
                  INCOME (EXPENSES):Amortization
                  expense
              
              
              (23,726
              )
              
              -
              
              
              (59,694
              )
              
              -
              
              
              (59,694
              )Interest
                  expense
              
              
              (49,315
              )
              
              
              
              
              (121,370
              )
              
              
              
              
              (121,370
              )Derivative
                  expense
              
              
              -
              
              
              -
              
              
              (2,012,110
              )
              
              -
              
              
              (2,012,110
              )Derivative
                  income
              
              
              511,007
              
              
              
              
              
              511,007
              
              
              -
              
              
              511,007Interest
                  Income
              
              
              24,380
              
              
              -
              
              
              58,630
              
              
              -
              
              
              58,630Total
                  other expenses
              
              
              462,346
              
              
              -
              
              
              (1,623,537
              )
              
              -
              
              
              (1,623,537
              )NET
                  LOSS
              
              $
              (312,165
              )
              $
              (33,250
              )
              $
              (4,456,670
              )
              $
              (100,887
              )
              $
              (10,718,609
              )NET
                  LOSS PER COMMON SHARE - BASIC AND DILUTED$
              (0.01
              )
              $
              (0.00
              )
              $
              (0.09
              )
              $
              (0.00
              )
              $
              (0.25
              )WEIGHTED
                  AVERAGE NUMBER OF SHARESOUTSTANDING
                  - BASIC AND DILUTED
              
              
              52,882,956
              
              
              35,749,726
              
              
              51,219,952
              
              
              35,735,158
              
              
              42,969,504
  See
                  accompanying notes to the financial
                  statements.




4




**DELEK
                  RESOURCES INC. F/K/A/ THE HAVANA REPUBLIC,
                  INC.****(AN
                  EXPLORATION STAGE COMPANY)**STATEMENT
                  OF CHANGES IN SHAREHOLDERS' DEFICIENCY(Unaudited)For
                  the Period June 1, 2005 (Exploration Date) to September 30,
                  2006
  **Common
                      Stock and**
                  
                  Accumulated
                  
                  Accumulated**Preferred
                      Stock A**
                  
                  **Preferred
                      Stock B**
                  
                  **Preferred
                      Stock C**
                  
                  **Preferred
                      Stock D**
                  
                  **Additional
                      Paid-in Capital**
                  
                  Deficit
                      ( Pre-Exploration)
                  
                  Deficit
                      July 1, 2004 (Exploration**Shares**
                  
                  **Amount**
                  
                  **Shares**
                  
                  **Amount**
                  
                  **Shares**
                  
                  **Amount**
                  
                  **Shares**
                  
                  **Amount**
                  
                  **Shares**
                  
                  **Amount**
                  
                  Stage
                  
                  Stage)
                  
                  **Total****Balance
                      - June 30, 2003**
                  
                  
                  114
                  
                  $
                  158,078
                  
                  
                  200,000
                  
                  $
                  40,000
                  
                  
                  89.30
                  
                  $
                  893,248
                  
                  
                  50
                  
                  $
                  500,000
                  
                  
                  633,112
                  
                  $
                  5,691,153
                  
                  $
                  (7,282,479
                  )
                  $
                  -
                  
                  $
                  -Cancellation
                      of preferred stock
                  
                  
                  (114
                  )
                  
                  (158,078
                  )
                  
                  (200,000
                  )
                  
                  (40,000
                  )
                  
                  (89.30
                  )
                  
                  (893,248
                  )
                  
                  (50
                  )
                  
                  (500,000
                  )
                  
                  (633,112
                  )
                  
                  1,591,326
                  
                  
                  
                  
                  
                  
                  
                  
                  -Issuance
                      of
                      common stock
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  27,000,001
                  
                  
                  683,395
                  
                  
                  -
                  
                  
                  -
                  
                  
                  683,395Capital
                      contribution
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  20,000
                  
                  
                  
                  
                  
                  
                  
                  
                  20,000Net
                      loss for
                      the year ended June 30, 2004
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  
                  
                  
                  (2,015,278
                  )
                  
                  (2,015,278
                  )**Balance
                      June 30, 2004**
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  27,000,001
                  
                  
                  7,985,874
                  
                  
                  (7,282,479
                  )
                  
                  (2,015,278
                  )
                  
                  (1,311,883
                  )Issuance
                      of
                      common stock for services
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  8,727,877
                  
                  
                  3,719,866
                  
                  
                  -
                  
                  
                  -
                  
                  
                  3,719,866Net
                      loss for
                      the year ended June 30, 2005
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  
                  
                  
                  (4,104,637
                  )
                  
                  (4,104,637
                  )**Balance
                      June 30, 2005**
                  
                  
                  
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  35,727,878
                  
                  
                  11,705,740
                  
                  
                  (7,282,479
                  )
                  
                  (6,119,915
                  )
                  
                  (1,696,654
                  )Issuance
                      of
                      common stock for services
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  21,750
                  
                  
                  3,263
                  
                  
                  -
                  
                  
                  -
                  
                  
                  3,263Sale
                      of common
                      stock
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  1,999,999
                  
                  
                  295,000
                  
                  
                  -
                  
                  
                  -
                  
                  
                  295,000Net
                      loss for
                      the year ended June 30, 2006
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  
                  
                  
                  (142,024
                  )
                  
                  (142,024
                  )**Balance
                      June 30, 2006**
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  37,749,627
                  
                  $
                  12,004,003
                  
                  $
                  (7,282,479
                  )
                  $
                  (6,261,939
                  )
                  $
                  (1,540,415
                  )Issuance
                      of
                      common stock for services
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  5,500,000
                  
                  
                  1,250,000
                  
                  
                  -
                  
                  
                  -
                  
                  
                  1,250,000Sale
                      of common
                      stock
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  333,333
                  
                  
                  50,000
                  
                  
                  -
                  
                  
                  -
                  
                  
                  50,000Issuance
                      of
                      common stock for amounts owed to related party
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  9,300,000
                  
                  
                  1,524,814
                  
                  
                  -
                  
                  
                  -
                  
                  
                  1,524,814Net
                      loss for
                      the period ended March 31, 2007
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  
                  
                  
                  (4,456,670
                  )
                  
                  (4,456,670
                  )**Balance
                      March 31, 2007**
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  -
                  
                  $
                  -
                  
                  
                  52,882,960
                  
                  $
                  14,828,817
                  
                  $
                  (7,282,479
                  )
                  $
                  (10,718,609
                  )
                  $
                  (3,172,271
                  )


See
                  accompanying notes to the financial
                  statements.




5


**DELEK
                    RESOURCES, INC.****F/k/a
                    THE HAVANA REPUBLIC, INC. AND SUBSIDIARIES****STATEMENTS
                    OF CASH FLOWS****(Unaudited)****FOR
                    THE NINE MONTHS ENDED MARCH 31, 2007 AND 2006****AND
                    THE PERIOD JULY 1, 2004 (EXPLORATION DATE) TO MARCH 31,
                    2007**
  Period
                    fromFor
                    the nine months ended
                
                July
                    1, 2004March
                    31,
                
                (Exploration
                    date) to2007
                
                2006
                
                March
                    31, 2007CASH
                    FLOWS FROM OPERATING ACTIVITIESNet
                    loss
                
                $
                (4,456,670
                )
                $
                (100,887
                )
                $
                (10,718,609
                )Adjustments
                    to reconcile net loss to net cash used in operating
                    activities:Stock
                    compensation expense
                
                
                1,250,000
                
                
                -
                
                
                5,590,011Derivative
                    liability expense
                
                
                1,501,103
                
                
                -
                
                
                1,501,103Amortization
                    of debt discount
                
                
                59,694
                
                
                -
                
                
                59,694Capital
                    contribution
                
                
                -
                
                
                -
                
                
                1,611,326Change
                    in liabilitiesIncrease
                    in accounts payable and accrued expenses
                
                
                388,539
                
                
                (154,888
                )
                
                404,140Increase
                    in accrued interest
                
                
                121,370
                
                
                -
                
                
                121,370NET
                    CASH USED IN OPERATING ACTIVITIES
                
                
                (1,135,964
                )
                
                (255,775
                )
                
                (1,430,965
                )CASH
                    FLOWS FROM FINANCING ACTIVITIESCash
                    overdraft
                
                
                -
                
                
                -Advances
                    from related party
                
                
                1,413
                
                
                -
                
                
                152,856Repayments
                    of advances to related party
                
                
                -
                
                
                -
                
                
                (151,442
                )proceeds
                    from issuance of convertible debentures
                
                
                1,725,000
                
                
                -
                
                
                1,725,000proceeds
                    from issuance of common stock
                
                
                50,000
                
                
                295,000
                
                
                345,000NET
                    CASH PROVIDED BY FINANCING ACTIVITIES
                
                
                1,776,413
                
                
                295,000
                
                
                2,071,414CASH
                    FLOWS FROM INVESTING ACTIVITIESPurchase
                    of short terms imvestments
                
                
                (1,175,000
                )
                
                -
                
                
                (1,175,000
                )Sale
                    of short term investments
                
                
                549,543
                
                
                -
                
                
                549,543NET
                    CASH USED IN INVESTING ACTIVITIES
                
                
                (625,457
                )
                
                -
                
                
                (625,457
                )NET
                    INCREASE IN CASH
                
                
                14,992
                
                
                39,225
                
                
                14,992CASH
                    - Beginning of period
                
                
                -
                
                
                -
                
                
                -CASH
                    - End of period
                
                $
                14,992
                
                $
                39,225
                
                $
                14,992Supplemental
                    disclosure of non cash investing & financing
                    activities:Cash
                    paid for income taxes
                
                $
                -
                
                $
                -
                
                $
                -Cash
                    paid for interest expense
                
                $
                -
                
                $
                -
                
                $
                -Common
                    stock issued for amounts due related party
                
                $
                1,524,814
                
                $
                -
                
                $
                1,524,814See
                    accompanying notes to the financial
                    statements.




6




DELEK
      RESOURCES, INC.





F/k/a
      THE
      HAVANA REPUBLIC, INC. AND SUBSIDIARIES




NOTES
      TO
      CINDENSED FINANCIAL STATEMENTS




For
      the
      Three and Nine Months ended March 31, 2007 and 2006




NOTE
      A -
      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES




Business




Delek
      Corp. (“the Company”) was formed on August 14, 2003 for the purpose of petroleum
      exploration and production. The Company’s primary focus is on development
      drilling or producing properties as well as low-cost high potential exploration
      prospects in North America.




As
      further discussed in Note B, the Company has been acquired, and financing has
      been obtained, to facilitate the commencement of petroleum exploration and
      production operations





Use
      of
      Estimates




Management
      of the Company has made a number of estimates and assumptions relating to the
      reporting of assets and liabilities at the date of the consolidated financial
      statements and the reported amounts of revenues and expenses during the
      reporting period to prepare these consolidated financial statements in
      conformity with accounting principles generally accepted in the United States
      of
      America. Actual results could differ from those estimates and
      assumptions.




Concentrations
      of Credit Risk




Financial
      instruments, which potentially subject the Company to concentration of credit
      risk, consist principally of cash. Cash and bank accounts may at times exceed
      federally insured limits. The Company believes it is not exposed to any
      significant credit risk.




Oil
      and Gas Properties




The
      Company uses the successful efforts method of accounting for oil and gas
      producing activities. Costs to acquire mineral interests in oil and gas
      properties, to drill and equip exploratory wells that find proven reserves,
      and
      to drill and equip development wells are capitalized. Costs to drill exploratory
      wells that do not find proven reserves, geological and geophysical costs, and
      costs of carrying and retaining unproven properties are expensed.




Unproven
      oil and gas properties that are individually significant are periodically
      assessed for impairment of value, and a loss is recognized at the time of
      impairment by providing an impairment allowance. Other unproved properties
      are
      amortized based on the Company’s experience of successful drilling and average
      holding period. Capitalized costs of producing oil and gas properties, after
      considering estimated residual salvage values, are depreciated and depleted
      by
      the unit-of-production method. Support equipment and other property and
      equipment are depreciated over their estimated useful lives.




On
      the
      sale or retirement of a complete unit of a proved property, the cost and related
      accumulated depreciation, depletion, and amortization are eliminated from the
      property accounts, and the resultant gain or loss is recognized. On the
      retirement or sale of a partial unit or proved property, the cost is charged
      to
      accumulated depreciation, depletion, and amortization with a resulting gain
      or
      loss recognized in income.





Short
      term investments





The
      Company has funds invested with an investment trust. The funds bear interest
      at
      a rate of 12% per annum. The funds are not FDIC insured.





Other
      Property and Equipment





Property
      and equipment are recorded at cost. Depreciation is provided for over the
      estimated useful lives of the respective assets using the straight-line method
      for financial reporting purposes and the accelerated method for income tax
      purposes. Amortization of the leasehold improvements is provided for on the
      straight-line method over the term of the lease. Maintenance, repairs, and
      minor
      renewals are charged to expense as incurred while expenditures that materially
      increase values, change capacities, or extend useful lives are
      capitalized.






7




Research
      and Development Costs





Generally
      accepted accounting principles state that costs that provide no discernible
      future benefits, or allocating costs on the basis of association with revenues
      or among several accounting periods that serve no useful purpose, should be
      charged to expense in the period occurred. SFAS No. 2 “Accounting for Research
      and Development Costs” requires that certain costs be charged to current
      operations including, but not limited to: salaries and benefits; contract labor;
      consulting and professional fees; depreciation; repairs and maintenance on
      operational assets used in the production of prototypes; testing and modifying
      product and service capabilities and design; and, other similar
      costs.





Long-Lived
      Assets and Asset Impairment





It
      is the
      Company’s policy to review the carrying value of long-lived assets for
      impairment whenever events or changes in circumstances indicate that the
      carrying value of such assets may not be recoverable. Measurement of the
      impairment loss is based on the fair value of the asset.





Income
      Taxes




Deferred
      tax assets and liabilities are recognized for the future tax consequences
      attributable to differences between the financial statement carrying amounts
      of
      existing assets and liabilities and their respective tax bases and operating
      loss and tax credit carry forwards. 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. The effect on deferred tax assets and liabilities or a change in tax
      rate is recognized in income in the period that includes the enactment date.
      Deferred tax assets are reduced to estimated amounts to be realized by use
      of a
      valuation allowance.




The
      principal types of temporary differences between assets and liabilities for
      financial statement and tax return purposes are net operating loss carry
      forwards.




Loss
      per Common Share




Basic
      loss per share is computed by dividing net loss, after deducting preferred
      stock
      dividends accumulated during the period, by the weighted-average number of
      shares of common stock outstanding during each period. Diluted earnings per
      share are computed by dividing net loss by the weighted average number of shares
      of common stock and potentially dilutive securities outstanding during each
      period. Potentially dilutive securities have not been included in the
      computation of diluted loss per share because it would be
      anti-dilutive.





Revenue
      Recognition




Revenue
      will be recognized when earned on the basis of production for drilling
      operations pursuant of the terms of the relevant mining agreements and SAB
      101
      and SAB 104.




Recent
      Accounting Pronouncements:




In
      February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid
      Financial Instruments-an amendment of FASB Statements No. 133 and 140", to
      simplify and make more consistent the accounting for certain financial
      instruments. SFAS No. 155 amends SFAS No. 133, "Accounting for Derivative
      Instruments and Hedging Activities", to permit fair value re-measurement for
      any
      hybrid financial instrument with an embedded derivative that otherwise would
      require bifurcation, provided that the whole instrument is accounted for on
      a
      fair value basis. SFAS No. 155 amends SFAS No. 140, "Accounting for the
      Impairment or Disposal of Long-Lived Assets", to allow a qualifying
      special-purpose entity to hold a derivative financial instrument that pertains
      to a beneficial interest other than another derivative financial instrument.
      SFAS No. 155 applies to all financial instruments acquired or issued after
      the
      beginning of an entity's first fiscal year that begins after September 15,
      2006,
      with earlier application allowed. The adoption of this statement is not expected
      to have a material effect on the Company's future reported financial position
      or
      results of operations.





In
      March
      2006, the FASB issued SFAS No. 156, "Accounting for Servicing of Financial
      Assets, an amendment of FASB Statement No. 140, Accounting for Transfers and
      Servicing of Financial Assets and Extinguishments of Liabilities". This
      statement requires all separately recognized servicing assets and servicing
      liabilities be initially measured at fair value, if practicable, and permits
      for
      subsequent measurement using either fair value measurement with changes in
      fair
      value reflected in earnings or the amortization and impairment requirements
      of
      Statement No. 140. The subsequent measurement of separately recognized servicing
      assets and servicing liabilities at fair value eliminates the necessity for
      entities that manage the risks inherent in servicing assets and servicing
      liabilities with derivatives to qualify for hedge accounting treatment and
      eliminates the characterization of declines in fair value as impairments or
      direct write-downs. SFAS No. 156 is effective for an entity's first fiscal
      year
      beginning after September 15, 2006. The adoption of this statement is not
      expected to have a material effect on the Company's future reported financial
      position or results of operations.






8





In
      June
      2006, the FASB issued FASB Interpretation No. 48, “Accounting for Uncertainty in
      Income Taxes, an interpretation of FASB Statements No. 109”. FIN 48 clarifies
      the accounting for uncertainty in income taxes by prescribing a two-step method
      of first evaluating whether a tax position has met a more likely than not
      recognition threshold and second, measuring that tax position to determine
      the
      amount of benefit to be recognized in the financial statements. FIN 48 provides
      guidance on the presentation of such positions within a classified statement
      of
      financial position as well as on derecognition, interest and penalties,
      accounting in interim periods, disclosure, and transition. FIN 48 is effective
      for fiscal years beginning after December 15, 2006. The adoption of this
      statement is not expected to have a material effect on the Company's future
      reported financial position or results of operations.





In
      September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements”. The
      objective of SFAS 157 is to increase consistency and comparability in fair
      value
      measurements and to expand disclosures about fair value measurements. SFAS
      157
      defines fair value, establishes a framework for measuring fair value in
      generally accepted accounting principles, and expands disclosures about fair
      value measurements. SFAS 157 applies under other accounting pronouncements
      that
      require or permit fair value measurements and does not require any new fair
      value measurements. The provisions of SFAS No. 157 are effective for fair value
      measurements made in fiscal years beginning after November 15, 2007. The
      adoption of this statement is not expected to have a material effect on the
      Company's future reported financial position or results of
      operations.





In
      September 2006, the FASB issued SFAS No. 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 requires employers 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 requires 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. The provisions of SFAS No. 158 are effective for employers with
      publicly traded equity securities as of the end of the fiscal year ending after
      December 15, 2006. The adoption of this statement is not expected to have a
      material effect on the Company's future reported financial position or results
      of operations.





In
      September 2006, the SEC issued Staff Accounting Bulletin (“SAB”) No. 108,
“Considering the Effects of Prior Year Misstatements when Quantifying
      Misstatements in Current Year Financial Statements.” SAB No. 108 addresses how
      the effects of prior year uncorrected misstatements should be considered when
      quantifying misstatements in current year financial statements. SAB No. 108
      requires companies to quantify misstatements using a balance sheet and income
      statement approach and to evaluate whether either approach results in
      quantifying an error that is material in light of relevant quantitative an
      qualitative factors. SAB No. 108 is effective for period ending after November
      15, 2006. The Company is currently evaluating the impact of adopting SAB No.
      108
      but does not expect that it will have a material effect on its financial
      statements.





In
      February 2007, the Financial Accounting Standards Board (FASB) issued SFAS
      No.
      159, “The Fair Value Option for Financial Assets and Financial Liabilities -
      Including an Amendment of FASB Statement No. 115”. This statement permits
      entities to choose to measure many financial instruments and certain other
      items
      at fair value. Most of the provisions of SFAS No. 159 apply only to entities
      that elect the fair value option. However, the amendment to SFAS No. 115
“Accounting for Certain Investments in Debt and Equity Securities” applies to
      all entities with available-for-sale and trading securities. SFAS No. 159 is
      effective as of the beginning of an entity’s first fiscal year that begins after
      November 15, 2007. Early adoption is permitted as of the beginning of a fiscal
      year that begins on or before November 15, 2007, provided the entity also elects
      to apply the provision of SFAS No. 157, “Fair Value Measurements”. The adoption
      of this statement is not expected to have a material effect on the Company's
      financial statements.





NOTE
      C-
      CONVERTIBLE DEBENTURES




Debenture
                  amount
              
              $
              2,000,000Debenture
                  discount
              
              
              (215,305
              )Net
                  debentures
              
              
              1,784,695Less
                  long term portion
              
              
              (1,410,349
              )$
              374,346





On
      August
      1, 2006, the Company, entered into a Securities Purchase Agreement with Cornell
      Capital Partners, LP. Pursuant to the Securities Purchase Agreement, the Company
      issues secured convertible debentures to Cornell Capital Partners in the
      original principal amount of $2,000,000, of which $1,000,000 was funded
      following the execution of the Securities Purchase Agreement and $1,000,000
      was
      funded on September 11, 2006, the Company received net proceeds after expenses
      of $1,725,000. The Company is amortizing the offering costs of $275,000 over
      the
      term of the debentures. The secured convertible debentures issued to Cornell
      Capital Partners, LP have a 36-month term, accrues annual interest of 10%,
      and
      can be converted, at the holder's option, at a conversion price equal to either
      (a) $0.216 or (b) ninety five percent (95%) of the lowest Volume Weighted
      Average Price of the Company's common stock during the thirty (30) trading
      days
      immediately preceding the conversion date as quoted by Bloomberg, LP. The
      debenture may be redeemed by the Company at any time, in whole or in part.
      If on
      the date of redemption, the closing price of the Company's common stock is
      greater than the conversion price in effect, the Company shall pay a redemption
      premium of 20% of the amount redeemed in addition to such redemption. Upon
      redemptions, the Company shall issue to Cornell Capital Partners, LP warrants
      to
      purchase 25,000 shares of Common stock at an exercise price of the of 120%
      of
      the bid price of the Company's common stock on the closing date, as quoted
      by
      Bloomberg, LP., for every $100,000 redeemed. During the three and nine months
      ended March 31, 2007 the Company recorded amortization expense of $23,726 and
      $59,694 and interest expense of $49,315 and $121,370 associated with the
      debentures.






9




In
      connection with the Securities Purchase Agreement, the Company issued two
      warrants to Cornell Capital Partners, LP. The first warrant issued to Cornell
      Capital Partners for 4,500,000 shares of the Company's common stock has an
      exercise price equal to $0.18, which may be adjusted under the terms of the
      warrant. The second warrant to Cornell Capital Partners for 4,500,000 shares
      of the
      Company's common stock has an exercise price equal to $0.27, which may be as
      adjusted under the terms of the warrant. The warrants have a term of five years
      and shall expire on from August 1, 2011.




NOTE
      D. DERIVATIVE LIABILITY





On
      August
      1, 2006, the Company issued secured
      convertible debentures. The
      Company accounted for all of its outstanding warrants and the convertible
      feature of it debentures as derivative contracts and recorded a corresponding
      liability based on the fair value of such derivatives at the measurement
      dates.





The
      Company computed the fair value of the outstanding freestanding warrants,
      convertible debentures and embedded conversion features, at their measurement
      date, using the Black Scholes valuation model with the following
      assumptions:




Freestanding
      warrants




At
                  issuance
              
              At
                  March 31, 2007Market
                  price:
              
              
              $0.18-$.20
              
              
              $0.16Exercise
                  price:
              
              
              $0.17-
                    $0.19
              
              
              $0.14
                - $0.15Term:
              
              
              3
                  - 5 years
              
              
              3
                  - 5 yearsVolatility:
              
              
              153
              %
              
              168
              %Risk-free
                  interest rate:
              
              
              4.70
              %
              
              4.62
              %Number
                  of derivatives:
              
              
              20,111,111
              
              
              26,543,860




The
      Company used the following methodology to value the embedded conversion features
      and liquidated damages:





The
      aggregate fair value of the derivatives recorded during the nine months ended
      March 31, 2007 amounted to approximately $2,729,098 at the date of their
      issuance.




NOTE
      E -
      GOING CONCERN





These
      financial statements have been prepared assuming that the Company will continue
      as a going concern. The Company has operating and liquidity concerns, has
      incurred an accumulated deficit of approximately $10,718,609 through the period
      ended March 31, 2007, and current liabilities exceeded current assets by
      approximately $1,761,923 at March 31, 2007. The Company continues to pursue
      additional capital investment. However, there can be no assurance that the
      Company will be able to successfully acquire the necessary capital to continue
      their on-going development efforts and bring products to the commercial market.
      These factors, among others, create an uncertainty about the Company's ability
      to continue as a going concern.




NOTE
      F -
      BUSINESS COMBINATION




On
      October 20, 2003, the Company was merged into The Havana Republic, Inc. Under
      the terms of agreement, Havana issued twenty seven million (27,000,000) shares
      of common stock to the Company in exchange for 100% of the outstanding shares
      of
      the Company. This transaction was recorded as a reverse acquisition. For U.S.
      federal income tax purposes, it is intended that the merger qualify as a
      reorganization within the meaning of the Internal Revenue Code of 1986, as
      amended, and the parties hereto intend that the transactions contemplated by
      this Agreement shall constitute a "plan of reorganization" within the meaning
      of
      Section 368 of the Internal Revenue Code of 1986, as amended and Treasury
      Regulations Sections 1.368-2(g) and 1.368-3(a). Our historical results of
      operations after the merger will be those of Delek Resources, Inc. Also, balance
      sheet amounts will be reflected at their historical costs and, thus, no goodwill
      or other write up of assets will be recorded in the merger
      transaction.




10




NOTE
      G
      -COMMITMENTS AND MATERIAL AGREEMENTS





In
      January 2003, the Company entered into written employment agreements with the
      executive officer. The employment agreement has a three- year term beginning
      January 2003, and calls for annual compensation of $120,000 per year. The
      employment contract includes an arrangement for severance pay in the event
      the
      employee is terminated without "cause." In that event, the employee would be
      entitled to compensation at the Base Salary at the then-effective rate for
      a
      period of three months from the date of termination. In July 2006 the executive
      officer entered into a separate contract for an additional $10,000 per month
      as
      long as He is the Sole-Director of the Company.




NOTE
      H -
      COMMON STOCK





In
      July,
      2006 the company sold a total of 333,333 units for gross proceeds of $50,000.
      Each unit consist of one share of common stock at a price of $.15 and one
      Warrant to purchase a share of common stock at a price of $.25. The warrants
      expire one year from the date of issuance.





In
      July
      2006 the Company issued a total of 5,500,000 shares of common stock to three
      consultants for services. The fair market value on the date of issuance was
      $1,250,000.





In
      July
      2006 the Company issued a 9,300,000 shares of common stock to the Executive
      Officer in full satisfaction of $210,000 of accrued compensation and $1,314,814
      of advances made on behalf of the Company.


11


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




Management’s
      Discussion and Analysis contains various “forward looking statements” within the
      meaning of Section 21E of the Securities Exchange Act of 1934, as amended,
      regarding future events or the future financial performance of the Company
      that
      involve risks and uncertainties. Certain statements included in this Form
      10-QSB, including, without limitation, statements related to anticipated cash
      flow sources and uses, and words including but not limited to “anticipates”,
“believes”, “plans”, “expects”, “future” and similar statements or expressions,
      identify forward looking statements. Any forward-looking statements herein
      are
      subject to certain risks and uncertainties in the Company’s business, including
      but not limited to, reliance on key customers and competition in its markets,
      market demand, product performance, technological developments, maintenance
      of
      relationships with key suppliers, difficulties of hiring or retaining key
      personnel and any changes in current accounting rules, all of which may be
      beyond the control of the Company. The Company’s actual results could differ
      materially from those anticipated in these forward-looking statements as a
      result of certain factors, including those set forth therein.




Management’s
      Discussion and Analysis of Consolidated Results of Financial Condition or Plan
      of Operation (“MD&A”) should be read in conjunction with the consolidated
      financial statements included herein. Further, this quarterly report on Form
      10-QSB should be read in conjunction with the Company’s Consolidated Financial
      Statements and Notes to Consolidated Financial Statements included in its 2006
      Annual Report on Form 10-KSB. In addition, you are urged to read this report
      in
      conjunction with the risk factors described herein.




The
      Company was formed as a Florida corporation on March 10, 1996, by the name
      of
‘The Havana Republic, Inc.’ and was engaged in the business of owning and
      operating upscale cigar emporiums devoted to the sale of premium cigars and
      cigar related merchandise. The costs associated with the operations made it
      exceedingly difficult to achieve profitability, and resulted in continuing
      losses. As a result of those ongoing operating losses and expenses, the Company
      had a significant working capital deficit, negative stockholder’s equity, and
      almost no remaining cash. The Company was unable to raise the required capital
      to continue its business in that form and commenced plans to divest all of
      its
      operations and sell substantially all of its assets. On September 25, 2002,
      the
      Company entered into an asset purchase agreement whereby an entity formed by
      Stephen Schatzman, a director and shareholder and chief executive officer at
      that time, acquired all of the operating assets of the Company’s cigar business
      in exchange for the assumption of all of the Company’s liabilities. The
      transaction closed on November 15, 2002. As a consequence, the Company had
      no
      assets or material liabilities.




On
      October 2, 2002, a preferred shareholder converted his preferred shares into
      100,000,000 shares of Common Stock.




In
      July,
      2003, the Company effectuated a 1 for 300 reverse stock split of our outstanding
      Common Stock. The principal effect of the reverse stock split was that the
      number of shares of our Common Stock issued and outstanding was reduced from
      189,941,113 shares as of June 30, 2003 to approximately 633,133 shares. In
      addition, the Company’s authorized number of shares of Common Stock was reduced
      from 500,000,000 shares of Common Stock to 1,666,666 shares of Common Stock.
      Following the reverse stock split on July 18, 2003, the Company amended its
      Articles of Incorporation to increase our authorized umber of shares of Common
      Stock (post split) from 1,666,666 to 500,000,000 authorized shares of Common
      Stock. The Company’s preferred shareholders agreed to the cancellation or
      conversion of their preferred shares.




In
      October 2003, Delek Corp., a Texas corporation, was merged into The Havana
      Republic, Inc. As consideration for the merger, Delek Corp. or its designees
      were issued 27 million shares of the Company’s restricted Common Stock. Delek
      Corp. is an oil and gas exploration company with its focus on combining proven
      undeveloped properties and unproven low risk properties, as well as high risk
      high reward low expenditure properties.




In
      November 2003, a limited liability company wholly-owned by shareholders of
      the
      Company paid a deposit of $20,000 to an oil and gas company for the right to
      purchase leasehold estates known as the Gallagher Gap Prospect in the State
      of
      Nevada. The total purchase price of such leasehold estates is $100,000 and
      as of
      June 30, 2004, the Company recorded the $20,000 as due to related
      party.




In
      January 2004, a limited liability company wholly-owned by shareholders of the
      Company entered a lease agreement for the rights to 240 acres of land in
      Beauregard Parrish in the southern region of the State of Louisiana. Under
      the
      terms of the lease agreement, the lease obligation for such land shall be
      satisfied through the application of future revenues, as defined. There can
      be
      no assurances that any production may occur or, if productions occurs, that
      it
      may prove profitable.






12




In
      October, 2004, the Company changed its name from ‘The Havana Republic, Inc.’ to
‘Delek Resources, Inc.’ and was assigned a new symbol of “DLKR” for the trading
      of its Common Stock on the OTCBB market.





**Business
      Projects**




**Joint
      Venture Agreement With Les Iles Petroles Internationaux,
      LLC**




Pursuant
      to a 2004 letter of intent for a joint venture agreement with Les Iles Petroles
      Internationaux, LLC, an affiliated company, we have secured several leases
      to do
      exploration in the Williston Basin of North Dakota and in the Hardeman Basin
      in
      Western Texas. The joint venture is for the exploration of the geologic
      formations called the Lodgepole reefs. The joint venture provides us with a
      20%
      interest in up to 100 future drilling sites. Management believes that a final
      agreement will lead to a larger pool of locations to drill and therefore
      increases the chance of success of a drilling program. As of the date hereof,
      we
      have not entered into a final agreement with Les Iles Petroles Internationaux,
      LLC.




**The
      Lodgepole Reef Fairway Play - Williston Basin, Montana**




In
      2004,
      we leased two Lodgepole reefs prospects. This is an exploration activity for
      the
      Mississippian aged Lodgepole carbonate build-ups in the Williston Basin of
      Montana and North Dakota. A new exploration technique is being applied to this
      exploration activity. The Lodgepole limestone was deposited in a very shallow
      ancestral Williston Basin. The carbonate formation was developed as thousands
      of
      small, circular limestone build-ups, or “reefs”. The average distribution of the
      build-ups is about 4 reefs per square-mile section. The Lodgepole reefs were
      deposited within a “fairway” a thousand miles long and thirty miles wide on the
      shelf of the Williston Basin. The reservoirs may produce as much as 2,000
      barrels per day (“ BOPD ”)
      at
      depths of 500 to 9,500 feet. The most prolific reefs have each produced as
      much
      as 4,000,000 barrels of light, sweet oil. There can be no assurances that any
      production may occur or, if productions occurs, that it may prove
      profitable.




**The
      Hardeman Basin in Western Texas**




In
      2004,
      we began drilling in the Hardeman Basin in Western Texas. We conducted drilling
      in the Caldwell #1 in Hardeman County and Patterson Rig #31, to a total depth
      of
      9,500 feet. The drilling was not successful and we have terminated our efforts
      in the Hardeman Basin in Western Texas.




**The
      Lodgepole Formation - North Dakota**




On
      May 3,
      2005, we finalized an agreement on a multi-well joint venture agreement to
      drill
      in North Dakota. The initial program is for one well with an option on another
      twelve wells. The target is the Lodgepole Formation. In the Lodgepole Formation,
      the average Lodgepole completion has an estimated recovery of 1,000,000 barrels
      and 500 million cubic feet, with the larger ones having as much as 4,000,000
      barrels and 1 billion cubic feet. The target depth is 9600 feet. There can
      be no
      assurances that we will be able be successful and achieve profitability in
      the
      drilling of these wells.




**The
      Lodgepole Formation - Valley County, Montana**




On
      August
      22, 2006, we entered into a Participation Agreement (“ Agreement ”),
      with
      three other companies to participate in a twin well to Evaline 1-18 Well,
      located in Section 18, Township 30 North Range 45 East in Valley County,
      Montana. The expected cost of the twin well is $600,000 for drilling, completion
      and connection of the production to the existing surface facilities at the
      well.
      Pursuant to the Agreement, the cost is divided into six parts and each signatory
      to the Agreement is obligated to pay a pro-rata share of the cost upon execution
      of the Agreement. We have signed this Agreement to obtain the opportunity to
      drill into a Lodgepole Reef, already known to contain oil and gas. The Evaline
      1-18 produced from the lower edge of a Lodgepole reef when it was completed
      in
      December 2002 at calculated rates of 1400 barrels of oil per day from drill
      stem
      test results and 1508 barrels of oil per day from initial production testing
      before drawing in water. The twin to the Evaline 1-18 will target the higher
      top
      of the reef further from the water contact.







13





**Competition**




Competition
      in the oil and gas industry is extreme. We compete with major oil companies
      and
      large independents for the acquisition of leases and properties. Most
      competitors have financial and other resources which substantially exceed those
      of ours. Resources of our competitors may allow them to pay more for desirable
      leases and to evaluate, bid for and purchase a greater number of properties
      or
      prospects than us. Our ability to replace and expand our reserves is dependent
      on our ability to select and acquire producing properties and prospects for
      future drilling.




**Customers**




If
      production begins from our properties, we anticipate typical customers will
      be
      marketers of oil and natural gas products and the Company will seek end-users
      for the sale of our production.




**Patents,
      Trademarks & Licenses**




We
      do not
      own any patents, trademarks, copyrights or other forms of intellectual property.





**Critical
      Accounting Policies**




Our
      discussion and analysis of our financial condition are based upon our financial
      statements, which have been prepared in accordance with accounting principles
      generally accepted in the United States of America. The preparation of these
      financial statements requires us to make estimates and judgments that affect
      the
      reported amount of assets, liabilities, revenues and expenses and related
      disclosure of contingent liabilities. On an ongoing basis, we evaluate our
      estimates, including those related to inventories, revenues, deferred income
      taxes and long-lived assets. We based our estimates on our historical
      experience, knowledge of current conditions and our beliefs of what could occur
      in the future considering available information. Actual results may differ
      from
      these estimates under different assumptions or conditions. We believe the
      following critical accounting policies affect its more significant judgments
      and
      estimates used in the preparation of its financial statements.




**Income
      Taxes**




We
      recognize deferred tax assets and liabilities for the future tax consequences
      attributable to differences between the financial statement carrying amounts
      of
      existing assets and liabilities and their respective tax bases and operating
      loss and tax credit carry forwards. 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. The effect on deferred tax assets and liabilities or a change in tax
      rate is recognized in income in the period that includes the enactment date.
      Deferred tax assets are reduced to estimated amounts to be realized by use
      of a
      valuation allowance. The principal types of temporary differences between assets
      and liabilities for financial statement and tax return purposes are net
      operating loss carry forwards.




**Loss
      per Common Share**




Basic
      loss per share is computed by dividing net loss, after deducting preferred
      stock
      dividends accumulated during the period, by the weighted-average number of
      shares of Common Stock outstanding during each period. Diluted earnings per
      share are computed by dividing net loss by the weighted average number of shares
      of Common Stock and potentially dilutive securities outstanding during each
      period. Potentially dilutive securities have not been included in the
      computation of diluted loss per share because it would be
      anti-dilutive.




**Revenue
      Recognition**




We
      recognize revenue when earned on the basis of production for drilling operations
      pursuant of the terms of the relevant mining agreements and SAB 101 and SAB
      104.




**Oil
      and Gas Properties**




The
      Company uses the successful efforts method of accounting for oil and gas
      producing activities. Costs to acquire mineral interests in oil and gas
      properties, to drill and equip exploratory wells that find proven reserves,
      and
      to drill and equip development wells are capitalized. Costs to drill exploratory
      wells that do not find proven reserves, geological and geophysical costs, and
      costs of carrying and retaining unproven properties are expensed.




14




Unproven
      oil and gas properties that are individually significant are periodically
      assessed for impairment of value, and a loss is recognized at the time of
      impairment by providing an impairment allowance. Other unproved properties
      are
      amortized based on the Company's experience of successful drilling and average
      holding period. Capitalized costs of producing oil and gas properties, after
      considering estimated residual salvage values, are depreciated and depleted
      by
      the unit-of-production method. Support equipment and other property and
      equipment are depreciated over their estimated useful lives.




On
      the
      sale or retirement of a complete unit of a proved property, the cost and related
      accumulated depreciation, depletion, and amortization are eliminated from the
      property accounts, and the resultant gain or loss is recognized. On the
      retirement or sale of a partial unit or proved property, the cost is charged
      to
      accumulated depreciation, depletion, and amortization with a resulting gain
      or
      loss recognized in income.




**Other
      Property and Equipment**




Property
      and equipment are recorded at cost. Depreciation is provided for over the
      estimated useful lives of the respective assets using the straight-line method
      for financial reporting purposes and the accelerated method for income tax
      purposes. Amortization of the leasehold improvements is provided for on the
      straight-line method over the term of the lease. Maintenance, repairs, and
      minor
      renewals are charged to expense as incurred while expenditures that materially
      increase values, change capacities, or extend useful lives are
      capitalized.




**Stock
      Based Compensation**




In
      December 2004, the FASB issued SFAS No. 123(R), “Share-Based Payment,”
which replaces SFAS No. 123 and supersedes APB Opinion No. 25. Under
      SFAS No. 123(R), companies are required to measure the compensation costs
      of share-based compensation arrangements based on the grant-date fair value
      and
      recognize the costs in the financial statements over the period during which
      employees are required to provide services. Share-based compensation
      arrangements include stock options, restricted share plans, performance-based
      awards, share appreciation rights and employee share purchase plans. In March
      2005 the SEC issued Staff Accounting Bulletin No. 107, or “SAB 107”. SAB
      107 expresses views of the staff regarding the interaction between SFAS
      No. 123(R) and certain SEC rules and regulations and provides the staff's
      views regarding the valuation of share-based payment arrangements for public
      companies. SFAS No. 123(R) permits public companies to adopt its
      requirements using one of two methods. On April 14, 2005, the SEC adopted a
      new
      rule amending the compliance dates for SFAS 123R. Companies may elect to apply
      this statement either prospectively, or on a modified version of retrospective
      application under which financial statements for prior periods are adjusted
      on a
      basis consistent with the pro forma disclosures required for those periods
      under
      SFAS 123. Effective January 1, 2006, the Company has fully adopted the
      provisions of SFAS No. 123R and related interpretations as provided by SAB
      107. As such, compensation cost is measured on the date of grant at their fair
      value. Such compensation amounts, if any, are amortized over the respective
      vesting periods of the option grant. The Company applies this statement
      prospectively.




**Recent
      Accounting Pronouncements**




SFAS
      155,
      Accounting for Certain Hybrid Financial Instruments and SFAS 156, Accounting
      for
      Servicing of Financial Assets were recently issued. SFAS 155 and 156 have no
      current applicability to the Company and have no effect on the financial
      statements.




**Going
      Concern**




Our
      auditors included an explanatory paragraph indicating various factors that
      raise
      substantial doubt about our ability to continue as a going concern. Our
      financial statements are presented on a going concern basis, which contemplates
      the realization of assets and satisfaction of liabilities in the normal course
      of business. We have
      operating and liquidity concerns, have incurred an accumulated deficit of
      approximately $10,406,514 through the period ended March 31, 2007, and our
      current liabilities exceeded current assets by approximately $1,927,142 at
      March
      31, 2007. Our
      ability to continue as a going concern is dependent upon our ability to secure
      adequate financing at acceptable terms and attain profitable operations. In
      addition, our ability to continue as a going concern must be considered in
      light
      of the problems, expenses and complications frequently encountered by entrance
      into new or established markets and the competitive environment in which we
      operate.




Our
      financial statements do not include any adjustments to reflect the possible
      future effects on the recoverability and classification of assets or the amounts
      and classification of liabilities that may result from the possible inability
      of
      us to continue as a going concern. Our management is seeking additional
      financing and the restructuring of existing debt as well as new business
      opportunities. In August 2006, in connection with the financing transaction
      with
      Cornell Capital Partners, we obtained new secured debt in the form of secured
      convertible debentures.




15




**Results
      Of Operations For The Quarter Ended March 31, 2007, Compared To The Quarter
      Ended March 31, 2006**




**Revenues**




Revenue
      for the quarter ended March 31, 2007 and December 31, 2006 was $0.




**Operating
      Expenses**




Operating
      expenses for the three months and nine months ended March 31, 2007 were $774,511
      and $2,833,133 respectively compared to operating expenses of $33,250 and
      $100,887 for the three months and six months endedmarch 31, 2006. The increase
      in operating expenses three months and nine months ended March 31, 2007 is
      primarily as a result of the stock compensation costs of $1,250,000 for the
      nine
      months ended March 31, 2007 and the exploration costs of $688,140 and $1,318,356
      for the three months and six months ended March 31, 2007 respectively.




**Liquidity
      and Capital Resources**




Since
      our
      inception, we have sustained losses. Our operations and growth were previously
      funded by the sale of Common Stock, preferred stock and convertible debentures
      and will be funded through an offering of equity and warrants.




As
      of
      March 31, 2007, we had cash in the amount of $14,992 and short term investments
      of $625,458 (as a result of the sale of securities during the previous fiscal
      year) and $2,402,373 in current liabilities and 1,410,348 in long term
      liabilities. In July 2006 the Company sold a total of 333,332 units for gross
      proceeds of $50,000. Each unit consists of one share of Common Stock at a price
      of $0.15 and one warrant to purchase a share of Common Stock at a price of
      $0.25. The warrants expire one year from the date of issuance.




On
      August
      1, 2006, we entered into a Securities Purchase Agreement pursuant to which
      we
      may sell to Cornell Capital Partners convertible debentures in the aggregate
      principal amount of $2,000,000, plus accrued interest. The secured convertible
      debentures are convertible, at Cornell Capital Partner’s discretion, into shares
      of our Common Stock. Out of the total principal amount of $1,000,000, in August
      2006, we received net proceeds of $825,000 on August 3, 2006. The secured
      convertible debentures issued to Cornell Capital Partners, LP on August 1,
      2006
      have a 36-month term, accrue annual interest of 10%, and can be converted,
      at
      the holder’s option, at a conversion price equal to either (a) $0.216 or (b)
      ninety five percent (95%) of the lowest volume weighted average price of
      our Common Stock during the thirty (30) trading days immediately preceding
      the
      conversion date as quoted by Bloomberg, LP. The debentures may be redeemed
      by
      the Company at any time, in whole or in part. If on the date of redemption,
      the
      closing price of our Common Stock is greater than the conversion price in
      effect, we shall pay a redemption premium of 20% of the amount redeemed in
      addition to such redemption. Upon redemption we shall issue to Cornell Capital
      Partners warrants to purchase 25,000 shares of Common Stock at an exercise
      price
      of 120% of the bid price of our Common Stock on the closing date, as quoted
      by
      Bloomberg, LP, for every $100,000 redeemed. The secured convertible debenture
      is
      secured by substantially all our assets.




In
      connection with the Securities Purchase Agreement, we issued two warrants to
      Cornell Capital Partners. The first warrant issued to Cornell Capital Partners
      for 4,500,000 shares of our Common Stock has an exercise price equal to $0.18,
      which may be adjusted under the terms of the warrant. The second warrant to
      Cornell Capital Partners for 4,500,000 shares of our Common Stock has an
      exercise price equal to $0.27, which may be as adjusted under the terms of
      the
      warrant. The warrants have a term of five years and shall expire on from August
      1, 2011.




**Off-balance
      Sheet Arrangements**




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




16




**ITEM
      3. EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES**




a)
      Evaluation of Disclosure Controls and Procedures.





Under
      the
      supervision and with the participation of our management, including our Chief
      Executive Officer and Chief Financial Officer, we evaluated the effectiveness
      of
      the design and operation of our disclosure controls and procedures (as such
      term
      is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the
      "Exchange Act")). Disclosure controls and procedures are the controls and other
      procedures that we designed to ensure that we record, process, summarize and
      report in a timely manner the information we must disclose in reports that
      we
      file with or submit to the Securities and Exchange Commission under the Exchange
      Act. Based on this evaluation, our Chief Executive Officer and our Chief
      Financial Officer concluded that our disclosure controls and procedures were
      effective as of the end of the period covered by this report.





Disclosure
      controls and procedures are controls and procedures that are designed to ensure
      that information required to be disclosed in our reports filed or submitted
      under the Securities 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 our reports filed under the Exchange Act is
      accumulated and communicated to management, including our principal executive
      officer and our principal financial officer, as appropriate, to allow timely
      decisions regarding required disclosure.





(b)
      Changes in Internal Control over Financial Reporting.





During
      the quarter ended March 31, 2007, there was no change in our internal control
      over financial reporting (as such term is defined in Rule 13a-15(f) under the
      Exchange Act) that has materially affected, or is reasonably likely to
      materially affect, our internal control over financial reporting.




17





PART
      II OTHER INFORMATION





**Item
      1.**  **Legal
      Proceedings**





We
      are
      not aware of any pending or threatened litigation.





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





There
      were no changes in securities or purchase or sales of securities **** during
      the period ended March 31, 2007.





**Item
      3.**  **Defaults
      upon Senior Securities**





There
      were no defaults upon senior securities during the period ended March 31,
      2007.




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




There
      were no matters submitted to the vote of securities holders during the period
      ended March 31, 2007.





**Item
      5.**  **Other
      Information:**





None





**Item
      6.**  **Exhibits**





31.1
                Certification
                    of Chief Executive Officer Pursuant to Section 302 ofthe
                    Sarbanes-Oxley Act.





31.2
            Certification
                of Principal Financial and Accounting Officer Pursuantto
                Section 302 of the Sarbanes-Oxley
                Act.





32.1
            Certification
                of Chief Executive Officer Pursuant to Section 906 ofthe
                Sarbanes-Oxley Act.





32.2
            Certification
                of Principal Financial and Accounting Officer Pursuantto
                Section 906 of the Sarbanes-Oxley
                Act.







18





SIGNATURE




Pursuant
      to the requirements of Section 13 or 15(d) 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.




DELEK
                RESOURCES, INC.
              (Registrant)By:
            /S/
              LEONARD STERNHEIMLeonard
                Sternheim, Sole Director PresidentDate:
                May 21, 2007




By:
            /S/
              LEONARD STERNHEIMLeonard
                Sternheim
              Chief
                  Accounting OfficerDate:
                May 21, 2007




19




Exhibit
      Index




**Exhibit No.**
            
            **Description**31.1
            
            Certification
                of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley
                Act.31.2
            
            Certification
                of Principal Financial and Accounting Officer Pursuant to Section
                302 of
                the Sarbanes-Oxley Act.32.1
            
            Certification
                of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley
                Act.32.2
            
            Certification
                of Principal Financial and Accounting Officer Pursuant to Section
                906 of
                the Sarbanes-Oxley Act.





20