U.S. SECURITIES AND EXCHANGE COMMISSION

FORM 10-QSB



[  ]   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)

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 August 31, 2002, the number of shares outstanding of the Registrant's $.01 par value Common Stock was 7,580,175.

Transitional Small Business Disclosure Format (Check one):

PART I
Item 1. Condensed Consolidated Financial Statements

FieldPoint Petroleum Corporation

|                                                                                                    | June 30,      | December 31, 
|--------------------------------------------------------------------------------------------------- | ------------- | -------------
|                                                                                                    | 2002          | 2001         
|CURRENT ASSETS:                                                                                     | (unaudited)   |              
|Cash                                                                                                | $    737,165  | $    351,277 
|Trading securities                                                                                  | -             | 2,880        
|Derivatives                                                                                         |               | 23,053       
|Accounts receivable:                                                                                |               |              
|Advances                                                                                            | 47,500        | 7,500        
|Oil and gas sales                                                                                   | 210,152       | 283,198      
|Joint interest billings, less allowance for doubtful
               accounts of $43,753 each period | 85,130        | 38,974       
|Prepaid expenses                                                                                    | 61,535        | 102,535      
|Total current assets                                                                                | 1,141,482     | 809,417      
|PROPERTY AND EQUIPMENT:                                                                             |               |              
|Oil and gas properties (successful efforts method):                                                 |               |              
|Leasehold costs                                                                                     | 4,375,248     | 4,809,276    
|Lease and well equipment                                                                            | 856,744       | 1,058,777    
|Furniture and equipment                                                                             | 35,083        | 35,082       
|Transportation equipment                                                                            | 102,274       | 102,274      
|Less accumulated depletion and depreciation                                                         | (1,518,686)   | (1,334,353)  
|Net property and equipment                                                                          | 3,850,663     | 4,671,056    
|LONG-TERM JOINT INTEREST BILLING RECEIVABLE                                                         | 78,400        | 65,400       
|OTHER ASSETS                                                                                        | 85,297        | 134,297      
|Total assets                                                                                        | $  5,155,842  | $   5,680,170
|LIABILITIES AND STOCKHOLDERS' EQUITY                                                               
|CURRENT LIABILITIES:                                                                                |               |              
|Current portion of long-term debt                                                                   | $     547,667 | $     551,914
|Accounts payable and accrued expenses                                                               | 56,645        | 160,138      
|Oil and gas revenues payable                                                                        | 105,297       | 49,716       
|Total current liabilities                                                                           | 709,609       | 761,768      
|LONG-TERM DEBT, net of current portion                                                              | 971,395       | 1,239,874    
|DEFERRED INCOME TAXES                                                                               | 69,000        | 147,000      
|COMMMITMENTS                                                                                        |               |              
|STOCKHOLDERS' EQUITY:                                                                               |               |              
|Common stock, $.01 par value, 75,000,000 shares 
     authorized; 7,580,175 shares issued           |              
|Respectively                                                                                        | 75,801        | 75,801       
|Additional paid-in capital                                                                          | 2,583,887     | 2,583,887    
|Treasury stock, 110,000 and 117,500 shares, at cost                                                 | (1,100)       | (1,100)      
|Retained earnings                                                                                   | 747,250       | 872,940      
|Total stockholders' equity                                                                          | 3,405,838     | 3,531,528    
|Total liabilities and stockholders' equity                                                          | $   5,155,842 | $   5,680,170

See accompanying notes to these consolidated financial statements

FieldPoint Petroleum Corporation

|                                     | For The Three Months EndedJune 30,
|------------------------------------ | ----------------------------------
|REVENUE:                             | 2002(unaudited)                   
|Oil and gas sales                    | $    638,886                      
|Well operational and pumping fees    | 34,789                            
|Total revenue                        | 673,675                           
|COSTS AND EXPENSES:                  |                                   
|Production expense                   | 514,925                           
|Depletion and depreciation           | 181,658                           
|General and administrative           | 161,308                           
|Total costs and expenses             | 857,891                           
|OTHER INCOME (EXPENSE):              |                                   
|Interest income (expense)            | (22,976)                          
|Gain on Sale of Oil and Gas Property | 96,149                            
|Miscellaneous                        | -                                 
|Realized derivative loss             | -                                 
|Unrealized derivative gain           | -                                 
|Total other income (expense)         | 73,173                            
|INCOME (LOSS) BEFORE INCOME TAXES    | (111,043)                         
|INCOME TAX (PROVISION) BENEFIT       | 43,000                            
|NET INCOME (LOSS)                    | (68,043)                          
|NET INCOME (LOSS) PER SHARE          |                                   
|                                     | $        (0.01)                   
|DILUTED                              | $        (0.01)                   
|WEIGHTED AVERAGE SHARES OUTSTANDING  |                                   
|BASIC                                | 7,580,175                         
|DILUTED                              | 7,580,175                         

See accompanying notes to these consolidated financial statements

FieldPoint Petroleum Corporation

|                                     | For The Six Months EndedJune 30,
|------------------------------------ | --------------------------------
|                                     | 2002(unaudited)                 
|REVENUE:                            
|Oil and gas sales                    | $  1,138,282                    
|Well operational and pumping fees    | 69,578                          
|Total revenue                        | 1,207,860                       
|COSTS AND EXPENSES:                  |                                 
|Production expense                   | 790,011                         
|Depletion and depreciation           | 304,658                         
|General and administrative           | 342,784                         
|Total costs and expenses             | 1,437,453                       
|OTHER INCOME (EXPENSE):              |                                 
|Interest income (expense)            | (47,213)                        
|Gain on Sale of Oil and Gas Property | 96,149                          
|Miscellaneous                        | -                               
|Realized derivative loss             | 23,054                          
|Unrealized derivative gain           | -                               
|Total other income (expense)         | 25,882                          
|INCOME (LOSS) BEFORE INCOME TAXES    | (203,711)                       
|INCOME TAX (PROVISION) CURRENT       |                                 
|INCOME TAX (PROVISION) BENEFIT       | 78,000                          
|NET INCOME (LOSS)                    | (125,711)                       
|NET INCOME (LOSS) PER SHARE          |                                 
|BASIC                                | $        
  (0.02)              
|DILUTED                              | $        
  (0.02)              
|WEIGHTED AVERAGE SHARES OUTSTANDING  |                                 
|BASIC                                | 7,580,175                       
|DILUTED                              | 7,580,175                       

See accompanying notes to these consolidated financial statements

FieldPoint Petroleum Corporation

|                                                                              | June 30,       
|----------------------------------------------------------------------------- | ---------------
|                                                                              | 2002(unaudited)
|CASH FLOWS FROM OPERATING ACTIVITIES:                                         |                
|Net income (loss)                                                             | $    (125,711) 
|Adjustments to reconcile to net cash provided by 
      operating activities: |                
|Depletion and depreciation                                                    | 304,658        
|Deferred Income Taxes                                                         | (78,000)       
|Income Tax Benefit from Exercise of Stock Options                             | -              
|Stock Compensation to Consultant                                              | -              
|Changes in assets and liabilities:                                            |                
|Accounts receivable                                                           | (26,110)       
|Change in fair value of derivative                                            | 23,053         
|Prepaid expenses and other assets                                             | 92,900         
|Accounts payable and accrued expenses                                         | (103,493)      
|Oil and gas revenues payable                                                  | 55,581         
|Gain on Sale of Oil and Gas Property                                          | 96,149         
|Net cash provided (used) by operating activities                              | 46,729         
|CASH FLOWS FROM INVESTING ACTIVITIES:                                         |                
|Additions to oil and gas properties                                           | (98,115)       
|Purchase of furniture and equipment                                           | -              
|Proceeds from sale of Oil and Gas property                                    | 710,000        
|Net cash provided (used) by investing activities                              | 611,885        
|CASH FLOWS FROM FINANCING ACTIVITIES:                                         |                
|Proceeds from long-term debt                                                  | -              
|Repayments of long-term debt                                                  | 272,726        
|Proceeds from sales of common stock, net of offering 
      fees              | -              
|Proceeds from exercise of options and warrants                                | -              
|Net cash provided (used) by financing activities                              | (272,726)      
|NET INCREASE (DECREASE) IN CASH                                               | 385,888        
|CASH, beginning of the period                                                 | 351,277        
|CASH, end of the period                                                       | $737,165       

See accompanying notes to these consolidated financial statements.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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. The Company's independent auditors have not completed their review of this 10-QSB, and the company will amend this 10-QSB at the time those procedures are completed. 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, 2001.

2.     Stockholders Equity

During the period ended June 30, 2001 the president and a director of the Company exercised options at $0.10 per share to acquire 50,000 shares and 25,000 shares of common stock, respectively. In addition, warrants to purchase 233,000 shares of the Company's common stock were exercised, netting proceeds after commissions of $284,452.  In June 2001, the Company issued 7,500 treasury shares to a consultant in lieu of cash for services.   The shares were valued at the quoted value of the stock at the time of the transaction of $14,250.

3.     Disposition of Oil and Gas Properties

During the period ended June 30, 2002 the Company sold the Ona NW Unit for $710, 000 in cash consideration for the lease rights and related equipment.  The Company realized a gain of $96,149 on
the sale.

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 June 30, 2002 to the three months ended June 30, 2001

Results of Operations

Revenues decreased 3% or $23,016 to $673,675 for the three month period ended June 30, 2002 from the comparable 2001 period, this was due to the overall decrease in the average price received for oil and gas sales.  Production volumes increased 26% on a BOE basis.  Average oil sales prices decreased 10% to $24.62 for the period ended June 30, 2002 compared to $27.22 for the period ended June 30, 2001. Average gas sales prices decreased 52% to $2.32 for the three month period ended June 30, 2002 compared to $4.79  for the period ended June 30, 2001.

Production expenses increased 130% or $291,476 to $512,925 for the three month period ended June 30, 2002 from the comparable 2002 period, this was primarily due to the acquisition of working interest in  the state of Oklahoma during the last quarter of 2001 and additional workovers in the form of remedial repairs.  Depletion and depreciation increased 89% due to the purchase of additional oil and gas properties and related equipment during the period ended December 31, 2001 compared to the 2000 period.  General and administrative overhead cost increased 35% or $42,624 to $161,308 for the three month period ended June 30, 2002 from the three month period ended June 30, 2001. This was primarily due to higher salaries, cost associated with evaluating acquisitions and consulting fees.

Net other income for the three months ended June 30, 2002 was $73,173 compared to expenses of $32,310 for the 2002 period.  This increase was primarily due to a realized gain on sale of the Ona NW Unit during June 2002.

Comparison of six months ended June 30, 2002 to the six months ended June 30, 2001

Results of Operations

Revenues decreased 4% or $56,765 to $1,207,860 for the six month period ended June 30, 2002 from the comparable 2002 period due to the overall increase in oil and gas sales.  Production volumes increased 32% on a BOE basis.  Average oil sales prices decreased 18% to $22.15 for the period ended June 30, 2002 compared to $26.30 for the period ended June 30, 2001. Average gas sales prices decreased 54% to $1.93 for the six month period ended June 30, 2002 compared to $4.17 for the period ended June 30, 2001.

Production expenses increased 99% or $393,692 to $790,011 for the six month period ended June 30, 2002 from the comparable 2001 period, this was primarily due to the acquisition of working interest in Oklahoma during the last quarter of 2001 and additional workovers in the form of remedial repairs.  Depletion and depreciation increased 43% to $304,658, this was due to the increase in leasehold and related equipment during the period ended June 30, 2002 compared to the 2001 period.  General and administrative overhead cost increased 34% or $87,146 to $342,784 for the six month period ended June 30, 2002 from the six month period ended June 30, 2001.  This was attributable to higher salaries and consulting fees.

Net other income for the six months ended June 30, 2002 was $25,882 compared to $62,318 in expense for the comparable 2001 period.  The increase was primarily due to a gain on sale of oil and gas property in 2002.

Liquidity and Capital Resources

Cash flow provided by operating activities was $46,729 for the six month period ended June 30, 2002, as compared to $437,532 in cash flow provided by operating activities in the 2001 period. The decrease in cash from operating activities was primarily due to the net loss offset by gain on sale of oil and gas properties and increase in prepaids and other asset.

Cash flow provided by investing activities was $611,885 in the period ended June 30, 2002, compared to $766,258 used by investing activities for June 30, 2001. This is primarily due to the sale of oil and gas properties in 2002.  Cash flow used by financing activities was $272,726 for the period ended June 30, 2002, compared to a cash flow provided by financing activities of $138,118 for the same period in 2001.

This decrease was primarily due to the increased proceeds from long-term debt and the exercise of common stock options and warrants for the six months period ended June 30, 2001.

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

None.

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.

|               | FIELDPOINT PETROLEUM CORPORATION                               
|-------------- | ---------------------------------------------------------------
|Date:9/23/2002 | By:/s/ Ray ReavesRay Reaves, Treasurer, Chief Financial Officer
|              

CERTIFICATION

I, Ray Reaves, certify that:

|1. | I have reviewed this quarterly report on Form 10-QSB of FieldPoint Petroleum Corporation;                                                                                                                                                                                                                                     
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
|3. | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;                   
|4. | The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:                                                                                                        
|   | a)                                                                                                                                                                                                                                                                                                                            
|   | b)                                                                                                                                                                                                                                                                                                                            
|   | c)                                                                                                                                                                                                                                                                                                                            
|5. | The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):                                                                               
|   | a)                                                                                                                                                                                                                                                                                                                            
|   | b)                                                                                                                                                                                                                                                                                                                            
|   | 6.                                                                                                                                                                                                                                                                                                                            

Date: September 23, 2002

/s/ Ray Reaves                         
Ray Reaves, President, Chief Executive
Officer, Chief Financial Officer