U.S. SECURITIES AND EXCHANGE COMMISSION

FORM 10-QSB

[X]       Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Quarterly Period Ended March 31, 2005

[  ]       Transition  Report under Section 13 or 15(d) of the Securities Exchange Act of 1934
For the Transition Period from __________ to _________

Commission file number: 0-9435

FieldPoint Petroleum Corporation

| | Colorado(State or Other Jurisdiction of
Incorporation or Organization) | 84-0811034(I.R.S. Employer
Identification No.)
| | ---------------------------------------------------------------------- | ----------------------------------------------

1703 Edelweiss DriveCedar Park, Texas  78613(Address of Principal Executive Offices)   (Zip Code)

(512) 250-8692                           
(Issuer's Telephone Number, Including Area Code)

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

As of March 31, 2005, the number of shares outstanding of the Registrant's $.01 par value Common Stock was 7,680,175.

Transitional Small Business Disclosure Format (Check one):                      Yes NoX

PART I
Item 1. Condensed Consolidated Financial Statements

FieldPoint Petroleum CorporationCONDENSED CONSOLIDATED BALANCE SHEETS

|                                                                                                                  | March 31,2005      | December 31,2004
|----------------------------------------------------------------------------------------------------------------- | ------------------ | ----------------
|ASSETS                                                                                                           
|CURRENT ASSETS:                                                                                                   | (unaudited)        | *               
|Cash                                                                                                              | $          544,109 | $      458,447  
|Short-term Investments                                                                                            | 620,904            | 652,263         
|Accounts receivable:                                                                                              |                    |                 
|Disposal fees                                                                                                     | 31,000             | -               
|Oil and gas sales                                                                                                 | 334,875            | 346,859         
|Joint interest billings, less allowance for doubtful
                  accounts of $99,192                        | 90,957             | 98,304          
|Prepaid expenses and other current assets                                                                         | 74,036             | 74,036          
|Total current assets                                                                                              | 1,695,881          | 1,629,909       
|PROPERTY AND EQUIPMENT:                                                                                           |                    |                 
|Oil and gas properties (successful efforts method):                                                               |                    |                 
|Leasehold costs                                                                                                   | 6,178,392          | 5,956,494       
|Lease and well equipment                                                                                          | 1,435,710          | 1,416,482       
|Furniture and equipment                                                                                           | 55,001             | 55,001          
|Transportation equipment                                                                                          | 158,254            | 158,254         
|Less accumulated depletion and depreciation                                                                       | (2,714,024)        | (2,611,305)     
|Net property and equipment                                                                                        | 5,113,333          | 4,974,926       
|LONG-TERM JOINT INTEREST BILLING RECEIVABLE, less allowance for doubtful accounts of $44,624                      | 54,721             | 54,721          
|Total assets                                                                                                      | $       6,863,935  | $   6,659,556   
|LIABILITIES AND STOCKHOLDERS' EQUITY                                                                             
|CURRENT LIABILITIES:                                                                                              |                    |                 
|Current portion of long-term debt                                                                                 | $       1,351,075  | $   1,496,775   
|Accounts payable and accrued expenses                                                                             | 121,902            | 70,826          
|Oil and gas revenues payable                                                                                      | 88,526             | 82,377          
|Total current liabilities                                                                                         | 1,561,503          | 1,649,978       
|LONG-TERM DEBT, net of current portion                                                                            | -                  | -               
|DEFERRED INCOME TAXES                                                                                             | 407,900            | 365,000         
|ASSET RETIREMENT OBLIGATION                                                                                       | 527,655            | 521,461         
|STOCKHOLDERS' EQUITY:                                                                                             |                    |                 
|Common stock, $.01 par value, 75,000,000 shares
             authorized; 7,680,175 shares issued and outstanding, | 76,801             | 76,801          
|Additional paid-in capital                                                                                        | 2,647,887          | 2,647,887       
|Treasury stock, 160,000 shares of common stock                                                                    | (18,600)           | (18,600)        
|Retained earnings                                                                                                 | 1,660,789          | 1,417,029       
|Total stockholders' equity                                                                                        | 4,366,877          | 4,123,117       
|Total liabilities and stockholders' equity                                                                        | $     6,863,935    | $     6,659,556 

*  Derived from audited balances at December 31, 2004.

See accompanying notes to these condensed financial statements



FieldPoint Petroleum Corporation

|                                       | For The Three Months EndedMarch 31,
|-------------------------------------- | -----------------------------------
|                                       | 2005       (unaudited)             
|REVENUE:                               |                                    
|Oil and gas sales                      | $        827,702                   
|Well operational and pumping fees      | 29,968                             
|Disposal Fees                          | 16,000                             
|Total revenue                          | 873,670                            
|COSTS AND EXPENSES:                    |                                    
|Production expense                     | 302,350                            
|Depletion and depreciation             | 102,718                            
|General and administrative             | 131,635                            
|Total costs and expenses               | 536,703                            
|OTHER INCOME (EXPENSE):                |                                    
|Interest income (expense), net         | (22,452)                           
|Realized gain on investments           | 25,224                             
|Gain on sale of property               | 25,000                             
|Miscellaneous income (expense)         | 6,055                              
|Unrealized holding loss on investments | (4,934)                            
|Total other income (expense)           | 28,893                             
|INCOME BEFORE INCOME TAXES             | 365,860                            
|INCOME TAX PROVISION - CURRENT         | (79,200)                           
|INCOME TAX PROVISION - DEFERRED        | (42,900)                           
|NET INCOME                             | $       243,760                    
|NET INCOME PER SHARE                   |                                    
|BASIC                                  | $             0.03                 
|DILUTED                                | $             0.03                 
|WEIGHTED AVERAGE SHARES OUTSTANDING    |                                    
|BASIC                                  | 7,680,175                          
|DILUTED                                | 8,394,321                          

See accompanying notes to these condensed financial statements

FieldPoint Petroleum Corporation

|                                                        | For The Three Months EndedMarch 31,
|------------------------------------------------------- | -----------------------------------
|                                                        | 2005       (unaudited)             
|CASH FLOWS FROM OPERATING ACTIVITIES:                   |                                    
|Net income                                              | $      243,760                     
|Adjustments to reconcile to net cash                    |                                    
|Provided by operating activities:                       |                                    
|Purchase of short term investments                      | (70,662)                           
|Proceeds from sale of short term investments            | 123,011                            
|Unrealized holding losses on short-term investments     | 4,934                              
|Realized gains on disposition of short-term investments | (25,224)                           
|Gain on sale of property                                | (25,000)                           
|Depletion and depreciation                              | 102,718                            
|Deferred Income Taxes                                   | 42,900                             
|Accretion expense                                       | 6,194                              
|Changes in assets and liabilities:                      |                                    
|Accounts receivable                                     | (11,669)                           
|Prepaid expenses and other assets                       | -                                  
|Accounts payable and accrued expenses                   | 51,076                             
|Oil and gas revenues payable                            | 6,149                              
|Other                                                   | (699)                              
|Net cash provided by operating activities               | 447,488                            
|CASH FLOWS FROM INVESTING ACTIVITIES:                   |                                    
|Additions to oil and gas properties                     | (251,126)                          
|Proceeds from sale of property                          | 35,000                             
|Net cash used by investing activities                   | (216,126)                          
|CASH FLOWS FROM FINANCING ACTIVITIES:                   |                                    
|Repayments of long-term debt                            | (145,700)                          
|Net cash used by financing activities                   | (145,700)                          
|NET INCREASE (DECREASE) IN CASH                         | 85,662                             
|CASH, beginning of the period                           | 458,447                            
|CASH, end of the period                                 | $      544,109                     

See accompanying notes to these condensed financial statements.



NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

1.        Nature of Business, Organization And Basis of Preparation And Presentation

FieldPoint Petroleum Corporation (the "Company") is incorporated under the laws of the state of Colorado.  The Company is engaged in the acquisition, operation and development of oil and gas properties, which are located in Oklahoma, Texas, and Wyoming.

The condensed consolidated financial statements included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted.  However, in the opinion of management, all adjustments (which consist only of normal recurring adjustments) necessary to present fairly the financial position and results of operations for the periods presented have been made.  These condensed consolidated financial statements should be read in conjunction with financial statements and the notes thereto included in the Company's Form 10-KSB filing for the year ended December 31, 2004.

2.        Stock Based Compensation

In December 2002, the FASB issued Statement No. 148, Accounting for Stock-Based Compensation - Transition and Disclosure, ("Statement 148").  Statement 148 provides alternative methods of transition to the fair value method of accounting proscribed by FASB Statement No. 123, Accounting for Stock-Based Compensation ("Statement 123").  Statement 148 also amends the disclosure provisions of Statement 123 and Accounting Principles Board Opinion No. 18, Interim Financial Reporting, to require disclosure in the summary of significant accounting policies of the effects of an entity's accounting policy with respect to stock-based employee compensation on reported net income and earnings per share in annual and interim financial statements.  Statement 148 does not require companies to account for employee stock options under the fair value method.  We did not adopt the fair value method of accounting for stock-based compensation; however, we have adopted the disclosure provision of Statement 148.  If the Company had followed the fair value model for expensing stock options, net income would have been as per the pro forma amounts:

|                                                                                                             | Three Months EndedMarch 31,
|------------------------------------------------------------------------------------------------------------ | ---------------------------
|                                                                                                             | 2005                       
|Net Income                                                                                                   |                            
|As reported                                                                                                  | $      243,760             
|Deduct: Pro-forma stock-based compensation costs under the fair 
            value method net of related tax | -                          
|Pro forma net income                                                                                         | $      243,760             
|Net Income per share, basic and diluted:                                                                     |                            
|As reported                                                                                                  | $              .03         
|Pro forma                                                                                                    | $              .03         

3.        Earnings Per Share

Basic earnings per share is computed based on the weighted average number of shares of common stock outstanding during the year.  Diluted earnings per share takes common stock equivalents (such as options and warrants) into consideration.  The following table sets forth the computation of basic and diluted earnings per share:

|                                                                                  | March 31,         
|--------------------------------------------------------------------------------- | ------------------
|                                                                                  | 2005              
|Numerator:                                                                        |                   
|Net income                                                                        | $     243,760     
|Numerator for basic and diluted earnings per share                                | 243,760           
|Denominator:                                                                      |                   
|Denominator for basic earnings per share - weighted average shares                | 7,680,175         
|Effect of dilutive securities:                                                    |                   
|Director stock options                                                            | 714,146           
|Dilutive potential common shares                                                  | 714,146           
|Denominator for diluted earnings per share - adjusted weighted    
average shares | 8,394,321         
|Basic earnings per share                                                          | $              .03
|Diluted earnings per share                                                        | $              .03

4.        Recent Accounting  Pronouncements

In April 2005, the FASB issued Staff Interpretation No. 19-1 ("FSP 19-1") Accounting for Suspended Well Costs, which provides guidance on the accounting for exploratory well costs and proposes an amendment to FASB Statement No. 19 ("FASB 19"), Financial Accounting and Reporting by Oil and Gas Producing Companies.  The guidance in FSP 19-1 applies to enterprises that use the successful efforts method of accounting as described in FASB 19.  The guidance in FSP 19-1 will not impact our consolidated financial position, results of operations, or cash flows.

5.        Asset Retirement Obligations

On August 15, 2001, the FASB issued Statement No. 143, Accounting for Asset Retirement Obligations ("Statement 143").  That standard requires entities to record the fair value of a liability for an asset retirement obligation in the period in which it was incurred.

The following table shows the changes in the balance of the ARO during the three months ended March 31, 2005.

|Asset retirement obligation January 1, 2005   |  | $521,461 |  | 
|--------------------------------------------- |  | -------- |  | 
|Asset retirement accretion expense            |  | 6,194    |  | 
|Less: plugging cost                           |  | -        |  | 
|Asset retirement obligation at March 31, 2005 |  | $527,655 |  | 



PART I
Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

The following discussion should be read in conjunction with the Company's Financial Statements, and respective notes thereto, included elsewhere herein.  The information below should not be construed to imply that the results discussed herein will necessarily continue into the future or that any conclusion reached herein will necessarily be indicative of actual operating results in the future.  Such discussion represents only the best present assessment of the management of FieldPoint Petroleum Corporation.

General

FieldPoint Petroleum Corporation derives its revenues from its operating activities including sales of oil and gas and operating oil and gas properties.  The Company's capital for investment in producing oil and gas properties has been provided by cash flow from operating activities and from bank financing. The Company categorises its operating expenses into the categories of production expenses and other expenses.

Comparison of three months ended March 31, 2005 to the three months ended March 31, 2004

Results of Operations

Revenues increased 53% or $301,541 to $873,670 for the three month period ended March 31, 2005 from the comparable 2004 period. This was due to the overall increase in oil and gas sales pricing.  Production volumes increased 14% on a BOE basis.  Average oil sales prices increased 37% at $45.33 for the period ended March 31, 2005 compared to $33.02 for the period ended March 31, 2004.  Average gas sales prices decreased 6% to $5.06 for the three-month period ended March 31, 2005 compared to $5.39 for the period ended March 31, 2004.

|                                    | Quarter Ended March 31,
|----------------------------------- | -----------------------
|                                    | 2005                   
|Oil Production                      | 16,004                 
|Average Sales Price Per Bbl ($/Bbl) | $45.33                 
|Gas Production                      | 20,203                 
|Average Sales Price Per Mcf ($/Mcf) | $ 5.06                 

Production expenses increased 64% or $117,501 to $302,350 for the three month period ended March 31, 2005 from the comparable 2004 period, this was primarily due to the increase in oil and gas workovers in the form of remedial repairs.  Depletion and depreciation decreased 16% or $21,282 to $102,781 for the three month period ended March 31, 2005 versus $124,000 in the 2004 comparable period. This was primarily due to increases in oil and gas reserves resulting in a lower current period depletion rate.  General and administrative overhead cost increased 44% or $40,490 to $131,635 for the three-month period ended March 31, 2005 from the three-month period ended March 31, 2004. This was attributable to an increase in investor relations and administrative expense in the 2005 period.

Liquidity and Capital Resources

Liquidity and Capital Resources

Cash flow provided by operating activities was $447,488 for
the three-month period ended March 31, 2005, as compared to $345,481in cash flow
provided by operating activities in the 2004 period. The increase in cash from
operating activities was primarily due to higher net income as well as
fluctuations in accounts payable and accrued expenses.

Cash flow used by investing activities was $216,126 in the
period ended March 31, 2005, compared to $851,443 for March 31, 2004 period.
This was due to the purchase of additional oil and gas properties and equipment
in the 2004 period. Cash flow used by financing activities was $145,700 for the
period ended March 31, 2005, compared to cash flow used of $10,090 for the same
period in 2004. This increase was primarily due to the increase in the
repayments of long term debt in the 2005 period.

PART IItem 3.Controls and Procedures

Ray Reaves, Chief Executive Officer and Chief Financial Officer of FieldPoint Petroleum Corporation, has established and is currently maintaining disclosure controls and procedures for the Company.  The disclosure controls and procedures have been designed to ensure that material information relating to the Company is made known to them as soon as it is known by others within the Company.

Our Chief Executive Officer and Chief Financial Officer conducts an update and a review and evaluation of the effectiveness of the Company's disclosure controls and procedures and have concluded, based on their evaluation as of the end of the period covered by this quarterly report, that our disclosure controls and procedures are effective for gathering, analyzing and disclosing the information we are required to disclose in our reports filed under the Securities Exchange Act of 1934.  There have been no significant changes in our internal controls or in other factors that could significantly affect these controls subsequent to the date of the previously mentioned evaluation.



PART II
OTHER INFORMATION

Item 1.  Legal Proceedings

None.

Item 2.  Changes in Securities

None.

Item 3.  Default Upon Senior Securities

None.

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

None.

Item 5.  Other Information

None.

Item 6.  Exhibits and Reports on Form 8-K

| | Exhibits           
| | -------------------
| | 31                 
| | 32                 
| | Reports on Form 8-K
| | 1                  
| | 2                  
| | 3                  
| | 4                  
| | 5                  
| | 6                  
| | 7                  



SIGNATURES

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

|Date:May 19, 2005 | By:    /s/ Ray Reaves   Ray Reaves, President, Chief Executive
   Officer, Treasurer and Chief Financial Officer
|----------------- | ----------------------------------------------------------------------------------------------------------------