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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-K

(Mark One)

[X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2008

[   ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________
to________________

Commission file number 000-52750

CROWN OIL AND GAS INC.(Exact name of registrant as specified in its charter)

|Nevada                                                               | 98-0495144                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)
|                                                                     |                                     
|400  225 West Magnolia Street, Bellingham,
      Washington         | 98225                               
|(Address of principal executive offices)                             | (Zip Code)                          

Registrants telephone number, including area code
360-392-2898

Securities registered under Section 12(b) of the Act:

|None                | N/A                                      
|------------------- | -----------------------------------------
|Title of each class | Name of each exchange on which registered

Securities registered under Section 12(g) of the Act:

Common Stock, $0.001 par value(Title of
class)

Indicate by checkmark if the registrant is a well-known seasoned
issuer, as defined in Rule 405 of the Securities Act. Yes [ 
 ]    No [X]

Indicate by checkmark if the registrant is not required to file
reports pursuant to Section 13 or 15(d) of the Act. Yes [ 
 ]    No [X]

Indicate by checkmark whether the registrant has (1) filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 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 [   ]

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- ii -

Indicate by checkmark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not
contained herein, and will not be contained, to the best of registrants
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K.
[   ]

Indicate by checkmark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a
smaller reporting company. See the definitions of "large accelerated filer,"
"accelerated filer" and "smaller reporting company" in Rule 12b-2 of the
Exchange Act.

Large accelerated filer [   ]
    (Do not check if a smaller
    Accelerated
      filer                 
      [   ]Non-accelerated filer   [   ]
    reporting company)
    Smaller reporting company [X]


Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Act). Yes [X]    No
[   ]

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at
which the common equity was last sold, or the average bid and asked price of
such common equity, as of the last business day of the registrants most
recently completed second fiscal quarter: $36,387,360 based on a price of
$1.20 per share, being the average of bid and ask prices on May 31, 2008 as
quoted on the OTCBB.

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PAST FIVE YEARS:

Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of securities
under a plan confirmed by a court. Yes [   ]  
 No [   ] N/A

(APPLICABLE ONLY TO CORPORATE REGISTRANTS)

Indicate the number of shares outstanding of each of the
registrants classes of common stock, as of the latest practicable date.31,422,800 shares of common stock as of April 15, 2009.

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by
reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) into
which the document is incorporated: (1) any annual report to security holders;
(2) any proxy or information statement; and (3) any prospectus filed
pursuant to Rule 424(b) or (c) of the Securities Act of 1933. The listed
documents should be clearly described for identification purposes (e.g.,
annual report to security holders for fiscal year ended December 24, 1980).
Not Applicable

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PART I

Forward Looking Statements.

This annual report contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These statements
relate to future events or our future financial performance. In some cases, you
can identify forward-looking statements by terminology such as "may", "should",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"potential" or "continue" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors, including the risks in the section
entitled "Risk Factors" and the risks set out below, any of which may cause our
or our industrys actual results, levels of activity, performance or
achievements to be materially different from any future results, levels of
activity, performance or achievements expressed or implied by these
forward-looking statements. These risks include, by way of example and not in
limitation:

- the uncertainty that we will not be able to successfully identify and
  evaluate a suitable business opportunity;
- risks related to the large number of established and well-financed entities
  that are actively seeking suitable business opportunities;
- risks related to the failure to successfully management or achieve growth
  of a new business opportunity; and
- other risks and uncertainties related to our business strategy.

This list is not an exhaustive list of the factors that may
affect any of our forward-looking statements. These and other factors should be
considered carefully and readers should not place undue reliance on our
forward-looking statements.

Forward looking statements are made based on managements
beliefs, estimates and opinions on the date the statements are made and we
undertake no obligation to update forward-looking statements if these beliefs,
estimates and opinions or other circumstances should change. Although we believe
that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.

Our financial statements are stated in United States dollars
and are prepared in accordance with United States generally accepted accounting
principles.

In this annual report, unless otherwise specified, all dollar
amounts are expressed in United States dollars and all references to "common
stock" refer to the common shares in our capital stock.

As used in this annual report, the terms "we", "us", "our" and
"Crown Oil" mean Crown Oil and Gas Inc., unless otherwise indicated.

ITEM 1. BUSINESS

Corporate History

We were incorporated on February 17, 2006, in the State of
Nevada.

From incorporation to January 17, 2008 (when we entered into a
letter of intent with Langford Worldwide. Corp., details of which are set out
below under the heading entitled "Our Current Business"), we attempted to
establish ourselves as a company focused on the production, sale and
distribution of quality herbal supplement products to

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end use consumers via the Internet. Our target market was
health conscious adult individuals in the United States with an interest in
herbal supplements. We developed a human immune system supplement product that
we had branded "Daily Immune Enhancer with Antioxidant Properties" designed for
relief of symptoms of common cold and flu.

Except as disclosed herein, since incorporation we have not
made any significant purchases or sales of assets, nor have we been involved in
any mergers, acquisitions or consolidations. Pursuant to a share purchase
agreement dated March 20, 2009, with Langford Worldwide Corp. and Boshoff
Holdings Ltd., we agreed to purchase all of the shares of Langford. This
transaction has not yet closed, but is expected to in mid-April 2009. See "Our
Current Business" below. We have never declared bankruptcy or been in
receivership and we have never been involved in any legal action or proceedings.

On January 3, 2007, Dan McFarlane resigned as director,
President, Chief Executive Officer and Chairman and Rakesh Chehil resigned as
director, Chief Financial Officer, Secretary and Treasurer. Also on January 3,
2007, John Hiner was elected as a director and appointed President, Secretary
and Treasurer.

With the approval of our board of directors, effective January
15, 2008, we merged with our wholly-owned Nevada subsidiary, Crown Oil and Gas
Inc. In connection with the merger, we changed our name to "Crown Oil and Gas
Inc.", to better reflect the anticipated future business of our company.

On January 15, 2008, our board of directors approved an
18-for-one (1) forward stock split of our authorized and our issued and
outstanding shares of common stock.

On January 28, 2008, the Secretary of State of Nevada accepted
for filing a Certificate of Change with respect to the forward stock split (on
an 18-for-1 basis) of our authorized and issued and outstanding shares of common
stock, as approved by our board of directors. The effective date of the
Certificate of Change was January 31, 2008.

As a result, our authorized capital increased from 50,000,000
shares of common stock with a par value of $0.001 to 900,000,000 shares of
common stock with a par value of $0.001. Our issued and outstanding share
capital increased from 6,000,000 shares of common stock to 108,000,000 shares of
common stock.

Our Current Business

Since our incorporation we have been in the business of the
production, sale and distribution of quality herbal supplement products to end
use consumers via the Internet. As our operations have not been sufficiently
profitable and our future prospects for our business are poor, our companys
management has closed our herbal supplement operations and is currently
concentrating its efforts on pursuing a change of business in the oil and gas
industry.

On March 20, 2009, pursuant to a letter of intent dated January
17, 2008 (as amended by a further letter of intent dated March 18, 2008), we
entered into a share purchase agreement with Langford Worldwide Corp. and
Boshoff Holdings Ltd., whereby we agreed to purchase from Boshoff, on or before
March 31, 2009, all of the issued and outstanding shares in the capital of
Langford in consideration for a purchase price of $11,900,000. The purchase
price is to be paid by a combination of debt forgiveness in the amount of $6.6
million, the issuance of a promissory note in the amount of $300,000 and the
issuance of common shares at a deemed issue price of $1.00 per share. As of the
date hereof, the Langford acquisition as not closed but is expected to close in
mid-April 2009.

Langford Worldwide Corp. is the sole shareholder of Covenlina
Holdings Ltd. and Bandberg Holdings Ltd., Cypriot companies, which are the
holders of 51% and 49%, respectively, of the issued and outstanding shares in
the capital of Crown Oil and Gas LLC and RosEuroNeft LLC, companies organized
under the laws of the Russian Federation. Crown Oil and Gas LLC is the sole
shareholder of Attik LLC and Artstroy-XXI LLC, companies organized under the
laws of the Russian Federation. RosEuroNeft LLC is the sole shareholder of
Attik-Neft LLC, a company organized under the laws of the Russian Federation.
Together Attik, Artstroy-XXI and RosEuroNeft hold oil and gas exploration and
development licenses for properties with a combined area of approximately
500,000 acres in the Saratov region of the Volga-Urals oil province in Russia.
If the Langford acquisition closes in April 2009, over the next 12 months, we
plan to conduct geological exploration of the areas covered by Langford's three
mineral licenses,

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including the acquisition of new 2D seismic survey data (total
of 561 linear kilometers) and drilling of three exploration wells. This will be
part of a two year exploration and appraisal program on Langford's three
licensed areas in Saratov.

As we have yet to close the acquisition of Langford Worldwide
Corp., we continue to seek business opportunities with established business
entities for the merger of a target business with our company. In certain
instances, a target business may wish to become a subsidiary of our company or
may wish to contribute assets to our company rather than merge. We anticipate
that any new acquisition (including the Langford acquisition) or business
opportunities by our company will require additional financing. There can be no
assurance, however, that we will be able to acquire the financing necessary to
enable us to pursue our plan of operation. If our company requires additional
financing and we are unable to acquire such funds, our business may fail.

Irrespective of the completion of the acquisition of Langford
Worldwide Corp., we may seek a business opportunity with entities who have
recently commenced operations, or entities who wish to utilize the public
marketplace in order to raise additional capital in order to expand business
development activities, to develop a new product or service, or for other
corporate purposes. We may acquire assets and establish wholly-owned
subsidiaries in various businesses or acquire existing businesses as
subsidiaries.

In implementing a structure for a particular business
acquisition or opportunity (including the acquisition of Langford Worldwide
Corp.), we may become a party to a merger, consolidation, reorganization, joint
venture, or licensing agreement with another corporation or entity. We may also
acquire stock or assets of an existing business. Upon the consummation of a
transaction, it is likely that our present management will no longer be in
control of our company. In addition, it is likely that our officers and
directors will, as part of the terms of the acquisition transaction, resign and
be replaced by one or more new officers and directors.

The search for and analysis of new business opportunities is
being undertaken by our President, John Hiner, who is not a professional
business analyst. In seeking or analyzing prospective business opportunities,
Mr. Hiner may utilize the services of outside consultants or advisors.

As of the date of this annual report, other than the execution
of the share purchase agreement with Boshoff Holdings Ltd. regarding the
acquisition of Langford Worldwide Corp., we have not entered into any formal
written agreements for a business combination or opportunity.

The selection of a business opportunity in which to participate
is complex and without certainty of success. Management believes that there are
numerous firms in various industries seeking the perceived benefits of being a
publicly registered corporation. Business opportunities may be available in many
different industries and at various stages of development, all of which will
make the task of comparative investigation and analysis of such business
opportunities extremely difficult and complex. If the acquisition of Langford
Worldwide Corp. does not close, we can provide no assurance that we will be able
to locate compatible business opportunities.

We have not been successful in raising the funding necessary to
proceed with our business plan. Historically, we have been able to raise a
limited amount of capital through private placements of our equity stock, but we
are uncertain about our continued ability to raise funds privately. Further, we
believe that our company may have difficulties raising capital even if we
complete the acquisition of Langford Worldwide Corp. If we are unable to secure
adequate capital to continue our acquisition efforts, our shareholders may lose
some or all of their investment and our business may fail.

Employees

As of the date hereof, we do not have any employees other than
John Hiner, who is our sole director and officer.

If the acquisition of Langford Worldwide closes, we expect to
appoint Stanislav Bogomolov, the founder of Langford group of companies, as a
director and the chief operating officer of our company. Langford's Russian
operating subsidiaries currently employ 10 full-time employees. In addition, if
we acquire Langford we intend to

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periodically hire independent contractors to execute our
exploration and development activities and other necessary personnel
requirements. We may enter into employment or consulting agreements with our
directors and officers.

ITEM 1A. RISK FACTORS

Much of the information included in this annual report includes
or is based upon estimates, projections or other "forward looking statements".
Such forward looking statements include any projections or estimates made by us
and our management in connection with our business operations. While these
forward-looking statements, and any assumptions upon which they are based, are
made in good faith and reflect our current judgment regarding the direction of
our business, actual results will almost always vary, sometimes materially, from
any estimates, predictions, projections, assumptions or other future performance
suggested herein.

Such estimates, projections or other "forward looking
statements" involve various risks and uncertainties as outlined below. We
caution the reader that important factors in some cases have affected, and in
the future could materially affect, actual results and cause actual results to
differ materially from the results expressed in any such estimates, projections
or other "forward looking statements".

Scarcity of and competition for business opportunities and
combinations, place our company at a competitive disadvantage in identifying
possible business opportunities and successfully completing a business
combination.

If we do not complete the acquisition of Langford Worldwide
Corp., we will continue to be, an insignificant participant amongst numerous
other companies seeking a suitable business opportunity or business combination.
A large number of established and well-financed entities, including venture
capital firms, are actively seeking suitable business opportunities or business
combinations which may also be desirable target candidates for us. Virtually all
such entities have significantly greater financial resources, technical
expertise and managerial capabilities than we do. We are, consequently, at a
competitive disadvantage in identifying possible business opportunities and
successfully completing a business combination. We will also compete with
numerous other small public companies seeking suitable business opportunities or
business combinations.

We will require additional financing. Inadequate financing
may impair our ability to compete in the marketplace which may result in the
dissolution of our company.

We anticipate that we may require additional financing, whether
or not we complete acquisition of Langford Worldwide Corp. Furthermore, if we
complete the Langford acquisition, we anticipate that we will not have
sufficient capital to fund our ongoing operations for the next twelve months and
will have to raise additional financing. We would likely secure any additional
financing necessary through a private placement of our common shares.

There can be no assurance that, if required, any such financing
will be available upon terms and conditions acceptable to us, if at all. Our
inability to obtain additional financing in a sufficient amount when needed and
upon terms and conditions acceptable to us could have a materially adverse
effect upon our company. Although we believe that we have funds sufficient to
meet our immediate needs, we may require further funds to finance the
development of any business opportunity that we acquire (including the Langford
acquisition). There can be no assurance that such funds will be available or
available on terms satisfactory to us. If additional funds are raised by issuing
equity securities, further dilution to existing or future shareholders is likely
to result. If adequate funds are not available on acceptable terms when needed,
we may be required to delay, scale back or eliminate the development of any
business opportunity that we acquire. Inadequate funding could also impair our
ability to compete in the marketplace, which may result in the dissolution of
our company.

A decline in the price of our common stock could affect our
ability to raise further working capital and adversely impact our
operations.

A prolonged decline in the price of our common stock could
result in a reduction in the liquidity of our common stock and a reduction in
our ability to raise capital. Because our operations have been primarily
financed through the sale of equity securities, a decline in the price of our
common stock could be especially detrimental to our

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liquidity and our continued operations. Any reduction in our
ability to raise equity capital in the future would force us to reallocate funds
from other planned uses and would have a significant negative effect on our
business plans and operations, including our ability to develop new products and
continue our current operations. If our stock price declines, we may not be able
to raise additional capital or generate funds from operations sufficient to meet
our obligations.

We have a limited operating history and if we are not
successful in continuing to grow our business, then we may have to scale back or
even cease our ongoing business operations.

We have a limited operating history on which to base an
evaluation of our business and prospects. Our prospects must be considered in
light of the risks, uncertainties, expenses and difficulties frequently
encountered by companies seeking to acquire or establish a new business
opportunity. Some of these risks and uncertainties relate to our ability to
identify, secure and complete an acquisition of a suitable business opportunity.

We cannot be sure that we will be successful in addressing
these risks and uncertainties and our failure to do so could have a materially
adverse effect on our financial condition. In addition, our operating results
are dependent to a large degree upon factors outside of our control. There are
no assurances that we will be successful in addressing these risks, and failure
to do so may adversely affect our business.

It is unlikely that we will generate any or significant
revenues while we seek a suitable business opportunity. Our short and long-term
prospects depend upon our ability to select and secure a suitable business
opportunity. In order for us to make a profit, we will need to successfully
acquire a new business opportunity in order to generate revenues in an amount
sufficient to cover any and all future costs and expenses in connection with any
such business opportunity. Even if we become profitable, we may not sustain or
increase our profits on a quarterly or annual basis in the future.

We will, in all likelihood, sustain operating expenses without
corresponding revenues, at least until we complete a business combination or
acquire a business opportunity. This may result in our company incurring a net
operating loss which will increase continuously until we complete a business
combination or acquire a business opportunity that can generate revenues that
result in a net profit to us. There is no assurance that we will identify a
suitable business opportunity or complete a business combination.

Ability to generate revenues is uncertain until we acquire a
business opportunity or complete a business combination.

For the year ended December 31, 2008, we incurred net loss from
discontinued operations of $nil. We will no longer receive any revenues from
this business. We have not generated any revenues since 2007 and do not
anticipate generating any additional revenues until we acquire a business
opportunity or complete a business combination. As of December 31, 2008, we have
net loss of $82,607 and a working capital deficit of $1,166,224. Our ability to
generate any further revenues is uncertain.

The success of our proposed plan of operation will depend to
a great extent on the operations, financial condition and management of any
identified business opportunity.

The success of our proposed plan of operation will depend to a
great extent on the operations, financial condition and management of any
identified business opportunity. While management intends to seek business
opportunities and/or business combinations with entities which have established
operating histories, there is no assurance that we will successfully locate
business opportunities meeting such criteria. In the event that we complete a
business combination or otherwise acquire a business opportunity, the success of
our operations may be dependent upon management of the successor firm or venture
partner firm, together with a number of other factors beyond our control.

With the exception of the share purchase agreement with
Boshoff Holdings Ltd. regarding the purchase of Langford Worldwide Corp., we
have no arrangement, agreement, or understanding with respect to acquiring a
business opportunity or engaging in a business combination with any private
entity. Accordingly, we may enter into a

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business combination with a business opportunity having no
significant operating history, losses, limited or no potential for earnings,
limited assets, negative net worth or other negative characteristics.

Although we have entered into a share purchase agreement
regarding the acquisition of Langford Worldwide Corp., this transaction has not
yet closed. If the Langford acquisition does not close, there can be no
assurance that we will successfully identify and evaluate suitable business
opportunities or conclude a business combination and there is no assurance that
we will be able to negotiate the acquisition of a business opportunity or a
business combination on terms favorable to us. We have not established a
specific length of operating history or a specified level of earnings, assets,
net worth or other criteria which we will require a target business opportunity
to have achieved, and without which we would not consider a business combination
in any form with such business opportunity. Accordingly, we may enter into a
business combination with a business opportunity having no significant operating
history, losses, limited or no potential for earnings, limited assets, negative
net worth or other negative characteristics.

Lack of market research or marketing organization indicates
there is no assurance that we will successfully complete a business opportunity
or business combination.

We have not conducted or received results of market research
indicating that there is a demand for the acquisition of a business opportunity
or business combination as contemplated by our company. Even if there is demand
for the acquisition of a business opportunity or combination as contemplated,
there is no assurance we will successfully complete such an acquisition or
combination.

Lack of diversification may increase the risks associated
with our operations.

If we complete the acquisition of Langford Worldwide Corp., the
resulting activities of our company will be limited to Langfords business (oil
and gas exploration and development in Russia). Our inability to diversify our
activities into a number of areas may subject us to economic fluctuations within
a particular business or industry, thereby increasing the risks associated with
our operations.

Probable change in control and management may reduce or
eliminate the participation of our present officers and directors in the future
affairs of our company.

If we complete the acquisition of Langford pursuant to the
terms of the share purchase agreement dated March 20, 2009, 5,000,000 shares in
our common stock will be issued to Boshoff Holdings Ltd. resulting in Boshoff
obtaining a controlling interest in our company. Furthermore, pursuant to the
terms of the Langford share purchase agreement, 88,000,000 shares in our common
stock held by our President were cancelled on March 18, 2009. The resulting
change in our control could result in removal of our present officer and
director, and a corresponding reduction in, or elimination of, his participation
in the future affairs of our company.

Reduction of percentage share ownership following a business
combination may result in a change in our control and/or management.

Our primary plan of operation is based upon the acquisition of
a business opportunity or a business combination with a private concern. If we
acquire Langford Worldwide Corp., 5,000,000 shares in our common stock will be
issued to Boshoff Holdings Ltd. resulting in Boshoff obtaining a controlling
interest in our company. Furthermore, pursuant to the terms of the Langford
share purchase agreement 88,000,000 shares in our common stock held by our
President were cancelled on March 18, 2009. Issuing previously authorized and
unissued shares in our common stock will reduce the percentage of common stock
by present and prospective shareholders and will result in a change in our
control and/or management.

Requirement of audited financial statements may disqualify a
business opportunity.

Management believes that any potential business opportunity or
target company must provide audited financial statements for review and for the
protection of all parties to the business acquisition or combination. One or
more attractive business opportunities may forego a business combination with us
rather than incur the expenses

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associated with preparing audited financial statements;
however, this is not expected to be an issue in proposed acquisition of Langford
Worldwide Corp.

A failure to manage growth effectively could have a
materially adverse effect on our business.

Our ability to achieve any planned growth upon the acquisition
of Langford Worldwide Corp. (or other suitable business opportunity or business
combination) will be dependent upon a number of factors including, but not
limited to, our ability to hire, train and assimilate management and other
employees and the adequacy of our financial resources. In addition, there can be
no assurance that we will be able to manage successfully any business
opportunity or business combination. Failure to manage anticipated growth
effectively and efficiently could have a materially adverse effect on our
business.

Our stock is a penny stock. Trading of our stock may be
restricted by the SECs penny stock regulations which may limit a stockholders
ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange
Commission has adopted Rule 15g-9 which generally defines "penny stock" to be
any equity security that has a market price (as defined) less than $5.00 per
share or an exercise price of less than $5.00 per share, subject to certain
exceptions. Our securities are covered by the penny stock rules, which impose
additional sales practice requirements on broker-dealers who sell to persons
other than established customers and "accredited investors". The term
"accredited investor" refers generally to institutions with assets in excess of
$5,000,000 or individuals with a net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock not
otherwise exempt from the rules, to deliver a standardized risk disclosure
document in a form prepared by the SEC which provides information about penny
stocks and the nature and level of risks in the penny stock market. The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction and monthly account statements showing the market
value of each penny stock held in the customers account. The bid and offer
quotations, and the broker-dealer and salesperson compensation information, must
be given to the customer orally or in writing prior to effecting the transaction
and must be given to the customer in writing before or with the customers
confirmation. In addition, the penny stock rules require that prior to a
transaction in a penny stock not otherwise exempt from these rules, the
broker-dealer must make a special written determination that the penny stock is
a suitable investment for the purchaser and receive the purchasers written
agreement to the transaction. These disclosure requirements may have the effect
of reducing the level of trading activity in the secondary market for the stock
that is subject to these penny stock rules. Consequently, these penny stock
rules may affect the ability of broker-dealers to trade our securities. We
believe that the penny stock rules discourage investor interest in and limit the
marketability of our common stock.

Financial Industry Regulatory Authority sales practice
requirements may also limit a stockholders ability to buy and sell our shares
of common stock.

In addition to the "penny stock" rules described above, the
Financial Industry Regulatory Authority (known as "FINRA") has adopted rules
that require that in recommending an investment to a customer, a broker-dealer
must have reasonable grounds for believing that the investment is suitable for
that customer. Prior to recommending speculative low priced securities to their
non-institutional customers, broker-dealers must make reasonable efforts to
obtain information about the customers financial status, tax status, investment
objectives and other information. Under interpretations of these rules, the
Financial Industry Regulatory Authority believes that there is a high
probability that speculative low priced securities will not be suitable for at
least some customers. Financial Industry Regulatory Authority requirements make
it more difficult for broker-dealers to recommend that their customers buy our
shares of common stock, which may limit your ability to buy and sell our shares
of common stock and have an adverse effect on the market for our shares.

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ITEM
2.           PROPERTIES.

Executive Offices

Our principal executive offices are located at 400  225 West
Magnolia Street, Bellingham, Washington, 98225. Our telephone number is (360)
392-2898. Our office is rented on a month to month sub-lease basis at a cost of
$202 per month. We believe that our office space and facilities are sufficient
to meet our present needs and do not anticipate any difficulty securing
alternative or additional space, as needed, on terms acceptable to us.

ITEM 3. LEGAL PROCEEDINGS.

We know of no material, active, or pending legal proceeding
against our company, nor are we involved as a plaintiff in any material
proceeding or pending litigation where such claim or action involves damages for
more than 10% of our current assets. There are no proceedings in which any of
our companys directors, officers, or affiliates, or any registered or
beneficial shareholders, is an adverse party or has a material interest adverse
to our companys interest.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

No matters were submitted to the vote of the holders of our
companys securities during the year ended December 31, 2008.

PART II

ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED
STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market for Securities

On August 1, 2007, our common stock received approval for
quotation on the Over-the-Counter Bulletin Board under the name "Onelife Health
Products Inc." under the symbol "ONLF". On January 28, 2008, our company merged
with its wholly-owned subsidiary, Crown Oil and Gas Inc., changed its name to
Crown Oil and Gas Inc. and commenced trading under the symbol "COWG". On January
31, 2008, we effected an 18-for-1 forward stock split of our common shares and
commenced trading under the symbol "CWOI".

Our common stock is currently quoted on the OTC Bulletin Board
under the name "Crown Oil and Gas Inc." under the symbol "CWOI".

The following table shows the high and low reported bid prices
per share for our common stock for the last eight quarters. The bid prices
represent quotations by dealers without adjustments for retail mark-ups,
mark-downs or commissions and may not represent actual transactions. Investors
should not rely on historical prices of our common stock as an indication of its
future price performance. The trade of our common stock occurred on March 26,
2009 at $1.30 per share.

Quarter Ended
      High ($)
      Low ($)December 31,
      2008(1)
    1.25
    1.01August 31, 2008
    1.25
    1.01May 31, 2008
    1.25
    1.25February 29, 2008
    --
    --November 30, 2007
    --
    --August 31, 2007
    --
    --


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- 9 -

Quarter Ended
      High ($)
      Low ($)May 31, 2007
    --
    --February 28, 2007
    --
    --


Note:
1.        Effective November 14, 2008, we
changed our fiscal year end from November 30 to December 31.

Our common stock is issued in registered form. The Nevada
Agency and Transfer Company, 880-50 West Liberty Street, Reno, Nevada, 89501
(Telephone: (775) 322-0626; Facsimile: (775) 322-5623) is the registrar and
transfer agent for our common stock.

Holders of our Common Stock

On April 13, 2009 the shareholders list of our common stock
showed 53 registered shareholders and 31,422,800 shares outstanding.

Dividend Policy

We have not paid any cash dividends on our common stock and
have no present intention of paying any dividends on the shares of our common
stock. Our future dividend policy will be determined from time to time by our
board of directors.

Securities Authorized for Issuance under Equity Compensation
Plans

Effective May 30, 2009, our directors adopted a stock option
plan to provide for the grant of "incentive stock options" and "non-qualified
stock options" (as defined by section 422 of the Internal Revenue Code) to
acquire shares in our common stock. The purpose of the stock option plan is to
retain the services of valued key employees and consultants of our company and
the number of options issuable under the plan is limited to 10% of the shares of
our common stock issued and outstanding from time to time. As of December 31,
2008, there were 600,000 options outstanding under our stock option plan.

The following table provides a summary of the number of stock
options granted under the stock option plan, the weighted average exercise price
and the number of stock options remaining available for issuance under the stock
option plan, all as at December 31, 2008.

Number of securities to be issued upon
      exercise of outstanding options, warrants and
      rights
    Weighted-Average exercise price of
      outstanding options, warrants and rights ($)
    Number of securities remaining available
      for future issuance under equity compensation
      planEquity compensation plans not approved by security
      holders
    600,000(1)
    $1.00
    11,342,280(2)


Note:

|1. | Represents 300,000 stock options granted to each of our
      President (John Hiner) and a consultant in consideration for services
      rendered on August 20, 2008, exercisable at an exercise price of $1.00 per
      common share. The options vest in four equal tranches on August 20, 2008,
      February 20, 2009, August 20, 2009 and February 20, 2010 and expire on
      August 10, 2013.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | As of the date hereof, following the return and
      cancellation of 88,000,000 shares in our common stock on March 18, 2009,
      this number is now 2,542,280.                                                                                                                                                                                                                                      

Recent Sales of Unregistered Securities

On March 17, 2008, we closed a private placement of 5,050,000
units at a purchase price of $1.00 per unit, raising gross proceeds of
$5,050,000. Each unit consists of one common share and one common share purchase
warrant exercisable at $1.50 per share during the first year after the closing
of the offering and at $2.00 per share during the second year after the closing
of the offering. The securities were issued to 10 non-U.S. persons (as that term
is

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- 10 -

defined in Regulation S promulgated under the Securities Act of
1933) in an offshore transaction. In issuing these shares, we relied on
Regulation S and/or Section 4(2) of the Securities Act of 1933.

On September 24, 2008, we closed a private placement of
5,655,000 units at a purchase price of $1.00 per unit, raising gross proceeds of
$5,655,000. Each unit consists of one share of our common stock and one common
share purchase warrant exercisable at $1.50 per share during the first year
after the closing of the offering and at $2.00 per share during the second year
after the closing of the offering. The securities were issued to 17 non-U.S.
persons (as that term is defined in Regulation S promulgated under the
Securities Act of 1933) in an offshore transaction. In issuing these shares, we
relied on Regulation S and/or Section 4(2) of the Securities Act of 1933.

Purchase of Equity Securities by the Issuer and Affiliated
Purchases

Except as otherwise disclosed herein we did not purchase any of
our shares of common stock or other securities during the year ended December
31, 2008. Effective March 18, 2008, pursuant to a share cancellation agreement
with John Hiner, our President, 88,000,000 shares in our common stock were
cancelled by Mr. Hiner. No consideration was paid by our company in respect of
this return and cancellation.

ITEM 6. SELECTED FINANCIAL DATA.

Not Applicable.

ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION

The following discussion should be read in conjunction with our
audited financial statements and the related notes that appear elsewhere in this
annual report. The following discussion contains forward-looking statements that
reflect our plans, estimates and beliefs. Our actual results could differ
materially from those discussed in the forward looking statements. Factors that
could cause or contribute to such differences include those discussed below and
elsewhere in this annual report.

Our audited consolidated financial statements are stated in
United States dollars and are prepared in accordance with United States
generally accepted accounting principles.

Effective November 14, 2008, we changed our fiscal year end
from November 30 to December 31.

As the transition period between the closing date of our
previous fiscal year and the opening date of our new fiscal year is one month,
no transition report is required.

Plan of Operation

Since our incorporation we have been in the business of the
production, sale and distribution of quality herbal supplement products to end
use consumers via the Internet. As our operations have not been sufficiently
profitable and our future prospects for our business are not good, our companys
management has closed our herbal supplement operations and is currently
concentrating its efforts on pursuing a change of business in the oil and gas
industry.

On March 20, 2009, we entered into a share purchase agreement
with Langford Worldwide Corp. and Boshoff Holdings Ltd., whereby we agreed to
purchase from Boshoff all of the issued and outstanding shares in the capital of
Langford in consideration for a purchase price of $11,900,000. As of the date
hereof, the transaction has not closed, but is expected to close in mid-April
2009. Langford's indirect, wholly-owned, Russian subsidiaries hold oil and gas
exploration and development licenses for properties with a combined size of
approximately 500,000 acres in the Saratov region of the Volga-Urals oil
province in Russia.

If the acquisition of Langford Worldwide Corp. closes in April
2009, over the next 12 months, we plan to conduct geological exploration of the
areas covered by Langford's three mineral licenses, including the acquisition of
new

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- 11 -

2D seismic survey data (total of 561 linear kilometers) and
drilling of three exploration wells. This will be part of a two year exploration
and appraisal program on Langford's three licensed areas in Saratov.

We estimate our operating expenses and working capital
requirements for the next 12 month period to be as follows:

Estimated Operating Expenses For the Next Twelve Month PeriodExploration costs
       2D seismic surveys
    $      2,350,000Exploration costs
       data re-interpretation
    200,000Exploration costs
       drilling cost (2 wells)
    5,500,000Environmental
      monitoring
    147,000Employee
      compensation, including social taxes
    375,000Professional fees
    100,000General and
      administrative expenses
    150,000Total
    $    8,822,000


Exploration Costs

We estimate that our seismic surveying cost on the three
Russian properties licensed to subsidiaries of Langford Worldwide Corp. will be
approximately $2,350,000 during the next 12 months, which will include shooting
100 km of 2D seismic lines at the Krasnoarmeisky-2 area, 401 km at the
Kikinsko-Gusikhinsky licensed area and 60 km at the Tereshkinsky licensed area.
We plan to spend an additional $200,000 on data re-processing/re-interpretation
in the state oil and gas geology scientific institute. Depending on the results
of the seismic survey, we may then drill Langfords various prospects at a cost
to us of an estimated $3,000,000 per 2000 meter exploration well, with at least
one well at Tereshkinsky and Kikinsko-Gusikhinsky areas.

Employee and Consultant Compensation

Given the current stage of Langfords exploration properties,
we intend to continue to fulfill Langfords professional and personnel
requirements by hiring some additional full-time employees critical to the
success of Langfords operations, while retaining consultants on an as needed
basis. We estimate that our consultant and related professional compensation
expenses related to Langfords operations for the next 12-month period will be
approximately $375,000, including social insurance and taxes. We estimate that
our net employee compensation expenses related to Langfords operations for the
next 12-month period will be approximately $270,000.

Professional Fees

We expect to incur on-going legal expenses to comply with our
reporting responsibilities as a public company under the United States
Securities Exchange Act of 1934, as amended. We estimate our legal and
accounting expenses for the next 12-month period to be approximately $100,000.

General and Administrative Expenses

We anticipate spending $150,000 on general and administrative
costs in the next 12-month period. These costs primarily consist of expenses
such as lease payments, travel expenses, office supplies and office equipment.

To date we have funded our operations primarily with funds
received raised through equity financing.

On March 17, 2008, we closed a private placement of 5,050,000
units at a purchase price of $1.00 per unit, raising gross proceeds of
$5,050,000. Each unit consists of one common share and one common share purchase
warrant exercisable at $1.50 per share during the first year after the closing
of the offering and at $2.00 per share during the second year after the closing
of the offering.

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- 12 -

On September 24, 2008, we closed a private placement of
5,655,000 units at a purchase price of $1.00 per unit, raising gross proceeds of
$5,655,000. Each unit consists of one share of our common stock and one common
share purchase warrant exercisable at $1.50 per share during the first year
after the closing of the offering and at $2.00 per share during the second year
after the closing of the offering.

Results of Operations

Our operating results for the years ended December 31, 2008 and
December 31, 2007 are summarized as follows:

Year
        Ended
      Percentage Increase/Decrease
        (%)December
        31, 2008(1) ($)
      December
        31, 2007 ($)Revenue
      --
      882
      (100)Cost of Sales
      --
      190
      (100)Expenses
      353,197
      42,384
      733Loss Operations
      353,197
      41,692
      747Write-down of inventory
      --
      5,493
      (100)Write-down of website
      --
      9,576
      (100)(Loss) before income
        taxes
      82,607
      56,761
      45Net Loss
      82,607
      56,761
      45


Note:
1.        Effective November 14, 2008, we
changed our fiscal year end from November 30 to December 31.

Our revenues for the year ended December 31, 2008 was $nil
compared to revenues of $882 for the year ended December 31, 2007. The decrease
in our revenues is due to lack of marketing funds.

Expenses

The major components of our expenses for the year are outlined
in the table below:

Year
        Ended
      Percentage Increase/Decrease
        (%)December
        31, 2008 ($)
      December
        31, 2007 ($)Amortization
      -
      4,992
      (100)Management fees
      192,534
      --
      100General & Administrative
      26,755
      24,697
      8Marketing
      --
      1,520
      (100)Organization
      --
      --
      --Professional fees
      133,908
      11,175
      1,098Total Expenses
      353,197
      42,384
      733


General and Administrative

The increase in our general and administrative expenses for the
year ended December 31, 2008 was primarily due to a focus in changing our
overall business strategy.

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- 13 -

Liquidity and Capital Resources

Working Capital

Year
        EndedDecember
        31, 2008 ($)
      December
        31, 2007 ($)Current Assets
      1,193,872
      3,517Current Liabilities
      27,648
      17,008Working Capital Deficiency
      1,166,224
      (13,491)


Cash Flows

Year
        EndedDecember
        31, 2008 ($)
      December
        31, 2007 ($)Cash used in Operating
        Activities
      (207,773)
      (24,240)Cash used in Investing
        Activities
      --
      --Cash provided by
        Financing Activities
      1,398,128
      --Net Increase (Decrease)
        in Cash
      1,190,355
      (24,240)


We had cash on hand of $1,193,872 and working capital of
$1,166,224 as of December 31, 2008 compared to cash on hand of $3,517 and
negative working capital of $13,491 as at December 31, 2007. We anticipate that
we will incur approximately $625,000 for operating expenses, including
professional, legal and accounting expenses associated with our reporting
requirements under the Exchange Act during the next twelve months. Accordingly,
we will need to obtain additional financing in order to complete our full
business plan.

Going Concern

We have historically incurred losses, and through December 31,
2008 have incurred losses of $150,748 since inception. Because of these
historical losses, we will require additional working capital to develop our
business operations. We do not anticipate that we will derive any revenues from
operations unless and until we acquire a new business opportunity. There can be
no assurance that we can do so or that, even if we are successful in doing so,
we will be able to operate profitably.

Due to the uncertainty of our ability to meet our current
operating expenses and the capital expenses noted above, in their report on the
annual financial statements for the year ended December 31, 2008, our
independent auditors included an explanatory paragraph regarding concerns about
our ability to continue as a going concern. Our financial statements contain
additional note disclosures describing the circumstances that lead to this
disclosure by our independent auditors.

There are no assurances that we will be able to either (i)
achieve a level of revenues adequate to generate sufficient cash flow from
operations; or (ii) obtain additional financing through private placements,
public offerings and/or bank financings necessary to support our working capital
requirements. As noted herein, we are pursuing various financing alternatives to
meet our immediate and long-term financial requirements. There can be no
assurance that additional financing will be available to us when needed or, if
available, that it can be obtained on commercially reasonable terms. If we are
not able to obtain the additional financing on a timely basis, we will be unable
to conduct our operations as planned, and we will not be able to meet our other
obligations as they become due. In such event, we will be forced to scale down
or perhaps even cease our operations.

We intend to raise additional working capital as and when we
need it through private placements, public offerings and/or bank financing. We
have historically raised working capital through the sale of equity securities
but there can be no assurance that we will be able to continue to do so. As of
the date of this annual report, we have entered

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- 14 -

into negotiations with prospective investors but have no
definitive agreements for the investments of any funds in our company.

Off-Balance Sheet Arrangements

We have no significant 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 stockholders.

Employees

We do not have any employees other than our sole director and
officer. We do not expect any material changes in the number of employees over
the next 12 month period. We may enter into employment or consulting agreements
with our sole director and officer. We do, and will continue to, outsource
contract employment as needed.

New Accounting Pronouncements

Statement No. 150, Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity (Issued 5/03)

This statement establishes standards for how an issuer
classifies and measures certain financial instruments with characteristics of
both liabilities and equity.

Statement No. 15, Inventory Costs (an amendment of ARB No.
43, Chapter 4) (Issued 11/04)

This statement amends the guidance in ARB No. 43, Chapter 4,
Inventory Pricing, to clarify the accounting for abnormal amounts of idle
facility expense, freight, handling costs, and wasted material (spoilage).
Paragraph 5 of ARB 43, Chapter 4, previously stated that ". . . under some
circumstances, items such as idle facility expense, excessive spoilage, double
freight and re-handling costs may be so abnormal ass to require treatment as
current period charge . . . ". This statement requires that those items be
recognized as current-period charges regardless of whether they meet the
criterion of "so abnormal". In addition, this statement requires that allocation
of fixed production overheads to the costs of conversion be based on the normal
capacity of the production facilities.

Statement No. 152, Accounting for Real Estate Time-Sharing
Transactions (an amendment of FASB Statements No. 66 and 67)

This statement amends FASB Statement No. 66, Accounting for
Sales of Real Estate, to reference the financial accounting and reporting
guidance for real estate time-sharing transactions that is provided in AICPA
Statement of Position (SOP) 04-2, Accounting for Real Estate Time-Sharing
Transactions.

This statement also amends FASB Statement No. 67, Accounting
for Costs and Initial Rental Operations of Real Estate Projects, states that
the guidance for (a) incidental operations and (b) costs incurred to sell real
estate projects does not apply to real estate time-sharing transactions. The
accounting for those operations and costs is subject to the guidance in SOP04-2.

Statement No. 153, Exchanges of Non-monetary Assets (an
amendment of APB Opinion No. 29)

The guidance in APB Opinion No. 29, Accounting for
Non-monetary Transactions, is based on the principle that exchanges of
non-monetary assets should be measured based on the fair value of the assets
exchanged. The guidance in that Opinion, however, includes certain exceptions to
the principle. This statement amends APB Opinion No. 29 to eliminate the
exception for non-monetary exchanges of similar productive assts and replaces it
with a general exception for exchanges of non-monetary assets that do not have
commercial substance. A non-monetary exchange has commercial substance if the
future cash flows of the entity are expected to change significantly as a result
of the exchange.

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- 15 -

Statement No. 154, Accounting Changes and Error Corrections
(a replacement of APB Opinion No. 20 and FASB Statement No. 3)

This statement replaces APB Opinion No. 20, Accounting
Changes, and FASB Statement No. 3, Reporting Accounting Changes in
Interim Financial Statements, and changes the requirements for the
accounting for and reporting of a change in accounting principle. This statement
applies to all voluntary changes in accounting principle. It also applies to
changes required by an accounting pronouncement in the unusual instance that the
pronouncement does not include specific transition provisions. When a
pronouncement includes specific transition provisions, those provisions should
be followed.

SFAS No. 155, Accounting for Certain Hybrid Financial
Instruments (an amendment of FASB Statements No. 133 and 140)

This statement amends FASB Statement No. 140, Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities. This statement resolves issues addressed in Statement 133
Implementation Issue No. D1, Application of Statement 133 to Beneficial
Interests in Securitized Financial Assets. This statement is effective for
all financial instruments acquired or issued after the beginning of an entitys
first fiscal year that begins after September 15, 2006.

SFAS No. 156, Accounting for Servicing of Financial Assets
(an amendment of FASB Statement No. 140)

This statement amends FASB Statement No. 140 with respect to
the accounting for separately recognized servicing liabilities. An entity should
adopt this statement as of the beginning of its first fiscal year that begins
after September 15, 2006.

SFAS No. 157, Fair Value Measurements

In September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements, which defines fair value, establishes a framework for
measuring fair value in generally accepted accounting principles, and expands
disclosures about fair value measurements. SFAS No. 157 does not require any new
fair value measurements, but provides guidance on how to measure fair value by
providing a fair value hierarchy used to classify the source of the information.
This statement is applied to our company beginning May 1, 2008.

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 improves the financial reporting by requiring an
employer to recognize the overfunded or underfunded status of a defined benefit
postretirement plan (other than a multiemployer plan) as an asset or liabilities
in its statement of financial positions and to recognize changes in that funded
status in the year in which the changes occur through comprehensive income of a
business entity. This statement also improves financial reporting by requiring
an employer to measure the funded status of a plan as of the date of its
year-end statement of financial position, with limited exceptions.

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 items at fair value. The objective is to
improve the financial reporting by providing entities with the opportunity to
mitigate volatility in reported earnings caused by measuring related assets and
liabilities differently without having to apply complex hedge accounting
provisions. This statement is expected to expand the use of fair value
measurement objectives for accounting for financial instruments. This statement
is effective as of the beginning of an entitys first fiscal year that begins
after November 15, 2007.

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- 16 -

SFAS No. 160, Non-controlling Interest in Consolidated
Financial Statements (an amendment of ARB No. 51)

This statement amends ARB No. 51 to establish accounting and
reporting standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. It also changes the way the consolidated income
statement is presented for non-controlling interest. This statement improves
comparability by eliminating diversity of methods. This statement also requires
expanded disclosure.

SFAS No. 161

This statement is intended to enhance the disclosure
requirements for derivative instruments and hedging activities as required by
SFAS No. 133.

SFAS No. 162

This statement indentifies the sources of accounting principles
and the framework for selecting the principles to by used in the preparation of
financial statements for entities that are presented in conformity with
generally accepted accounting principles in the United States, (the GAAP
hierarchy).

FIN No. 48

In June 2006, the FASB issued Interpretation No. 48,
Accounting for Uncertainty in Income Taxes (an interpretation of FASB
Statement No. 109), which clarifies the accounting for uncertainty in income
taxes recognized in an enterprises financial statements in accordance with SFAS
No. 109, Accounting for Income Taxes. The interpretation provides a
recognition threshold and measurement attribute for the financial statement
recognition and measurement of a tax position taken or expected to be taken in a
tax return. Under the interpretation, the company may recognize the tax benefit
from an uncertain tax position only if it is more likely than not that the tax
position will be sustained on examination by the taxing authorities, based on
the technical merits of the position. The tax benefits recognized in the
financial statements from such a position should be measured based on the
largest benefit that has a greater than 50% likelihood of being realized upon
ultimate settlement. The interpretation also provides guidance on
de-recognition, classification, interest and penalties, accounting in interim
periods, disclosure, and transition. The interpretation is effective for us
beginning July 1, 2007.

In June 2006, the FASB ratified the Emerging Issues Task Force
("EITF") consensus on EITF Issue No. 06-2, Accounting for Sabbatical Leave and Other Similar Benefits
Pursuant to FASB Statement No. 43. EITF Issue No. 06-2 requires companies to
accrue the costs of compensated absences under a sabbatical or similar benefit
arrangement over the requisite service period. EITF Issue No. 06-2 is effective
for us beginning July 1, 2007. The cumulative effect of the application of this
consensus on prior period results should be recognized through a
cumulative-effect adjustment to retained earnings as of the beginning of the
year of adoption. Elective retrospective application is also permitted.

Staff Accounting Bulletin No. 108, Considering the Effects
of Prior Year Misstatements when Quantifying Current Year Misstatements. The
bulletin requires companies to quantify misstatements using both a balance sheet
(iron curtain) and an income statement (rollover) approach to evaluate whether
either approach results in an error that is material in light of relevant
quantitative and qualitative factors, and provides for a one-time cumulative
effect transition adjustment.

The FASB has replaced the bulletin with a new statement on
business combinations that changes the way that minority interest is recorded
and modified as a parents interest in a subsidiary changes.

The adoption of these new statements is not expected to have a
material effect on the companys current financial position, results or
operations, or cash flows.

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- 17 -

Application of Critical Accounting Estimates

The preparation of financial statements in conformity with
United States generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the year. The more significant areas requiring the use of estimates
include asset impairment, stock-based compensation, and future income tax
amounts. Management bases its estimates on historical experience and on other
assumptions considered to be reasonable under the circumstances. However, actual
results may differ from the estimates.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

Financial Statements filed as part of this Annual Report on
Form 10-K

Our financial statements are stated in United States dollars
and are prepared in accordance with United States generally accepted accounting
principles.

|- Report
  of Independent Registered Public Accounting Firm dated April 10, 2009                                                                                  
|------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                  
|- Balance
    Sheets at December 31, 2008 and 2007                                                                                                                
|                                                                                                                                                                  
|- Statements
      of Operations for the years ended December 31, 2008 and 2007 and the
    period from February 17, 2006 (Date of inception) to December 31, 2008
|                                                                                                                                                                  
|- Statements
      of Cash Flows for the years ended December 31, 2008 and 2007 and the
    period from February 17, 2006 (Date of inception) to December 31, 2008
|                                                                                                                                                                  
|- Statement
    of Stockholders Equity                                                                                                                           
|                                                                                                                                                                  
|- Notes
    to Financial Statements for December 31, 2008 and 2007                                                                                                

---

MOORE & ASSOCIATES, CHARTEREDACCOUNTANTS AND ADVISORSPCAOB REGISTERED



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM

To the Board of Directors Langford Worldwide Corp.(An Exploration Stage Company)

We have audited the accompanying consolidated and combined
balance sheets of Langford Worldwide Corp. (An Exploration Stage Company) as of
December 31, 2008 and 2007, and the related consolidated and combined statements
of operations, stockholders equity and cash flows for the year ended December
31, 2008, for the period from inception (April 2007) through December 31, 2007,
and for the period from inception (April 2007) through December 31, 2008. These
financial statements are the responsibility of the Companys management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audit in accordance with standards of the
Public Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audits to obtain reasonable assurance about
whether the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position of Langford
Worldwide Corp. (An Exploration Stage Company) as of December 31, 2008 and 2007,
and the related consolidated and combined statements of operations,
stockholders equity and cash flows for the year ended December 31, 2008, for
the period from inception (April 2007) through December 31, 2007, and for the
period from inception (April 2007) through December 31, 2008, in conformity with
accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared
assuming that the Company will continue as a going concern. As discussed in Note
1 to the financial statements, the Company currently has no source of revenue to
support operations, which raises substantial doubt about its ability to continue
as a going concern. Managements plans concerning these matters are also
described in Note 1. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.

/s/ Moore & Associates, Chartered

Moore & Associates Chartered Las Vegas, Nevada
April 10, 2009

6490 West Desert Inn Rd, Las Vegas, NV 89146 (702) 253-7499 Fax
(702) 253-7501

---

F-1

Crown Oil and Gas Inc.(formerly Onelife Health
Products Inc.) (An Exploration Stage Company) Balance Sheets

|                                                             |   | December 31, |   |   | December 31, |  
|------------------------------------------------------------ | - | ------------ | - | - | ------------ | -
|                                                             |   | 2008         |   |   | 2007         |  
|                                                             |   |              |   |   |              |  
|Assets                                                       |   |              |   |   |              |  
|Current:                                                     |   |              |   |   |              |  
|Cash                                                         | $ | 1,193,872    |   | $ | 3,517        |  
|                                                             |   |              |   |   |              |  
|Total current assets                                         |   | 1,193,872    |   |   | 3,517        |  
|                                                             |   |              |   |   |              |  
|Non-current:                                                 |   |              |   |   |              |  
|Interest receivable                                          |   | 270,590      |   |   | -            |  
|Loan receivable                                              |   | 9,106,872    |   |   | -            |  
|Deposit                                                      |   | 350          |   |   | 350          |  
|                                                             |   |              |   |   |              |  
|Total non-current assets                                     |   | 9,377,812    |   |   | 350          |  
|                                                             |   |              |   |   |              |  
|Total assets                                                 | $ | 10,571,684   |   | $ | 3,867        |  
|                                                             |   |              |   |   |              |  
|                                                             |   |              |   |   |              |  
|Liabilities                                                  |   |              |   |   |              |  
|Accounts payable                                             | $ | 27,463       |   | $ | 245          |  
|Due to stockholder (Note 3)                                  |   | 185          |   |   | 16,763       |  
|                                                             |   |              |   |   |              |  
|Total liabilities                                            |   | 27,648       |   |   | 17,008       |  
|                                                             |   |              |   |   |              |  
|Stockholders` Equity                                         |   |              |   |   |              |  
|                                                             |   |              |   |   |              |  
|Capital stock authorized                                    |   |              |   |   |              |  
|900,000,000 common shares with a par
      value of $0.001   |   |              |   |   |              |  
|Capital stock issued and outstanding                        |   |              |   |   |              |  
|118,705,000 and 108,000,000 common
      shares respectively |   | 118,705      |   |   | 108,000      |  
|Additional paid in capital                                   |   | 10,441,295   |   |   | (53,000      | )
|Contributed surplus                                          |   | 134,784      |   |   | -            |  
|Deficit accumulated during the exploration
      stage       |   | (150,748     | ) |   | (68,141      | )
|                                                             |   |              |   |   |              |  
|                                                             |   | 10,544,036   |   |   | (13,141      | )
|                                                             |   |              |   |   |              |  
|Total Liabilities and Stockholders Equity                   | $ | 10,571,684   |   | $ | 3,867        |  

The accompanying notes are an integral part of these
financial statements

---

F-2

Crown Oil and Gas Inc.(formerly Onelife Health
Products Inc.) (An Exploration Stage Company) Statements of OperationsFor the year ended December 31, 2008 and 2007 and the period from
February 17, 2006 (Date of inception) to December 31, 2008

|                                    |   |              |   |   |              |   |   | Period from         |  
|----------------------------------- | - | ------------ | - | - | ------------ | - | - | ------------------- | -
|                                    |   |              |   |   |              |   |   | Inception           |  
|                                    |   |              |   |   |              |   |   | (February 17, 2006) |  
|                                    |   | December 31, |   |   | December 31, |   |   | to                  |  
|                                    |   | 2008         |   |   | 2007         |   |   | December 31, 2008   |  
|                                    |   |              |   |   |              |   |   |                     |  
|Net sales                           | $ | -            |   | $ | 882          |   | $ | 882                 |  
|Cost of sales                       |   | -            |   |   | 190          |   |   | 190                 |  
|                                    |   |              |   |   |              |   |   |                     |  
|Gross profit                        |   | -            |   |   | 692          |   |   | 692                 |  
|                                    |   |              |   |   |              |   |   |                     |  
|Amortization                        |   | -            |   |   | 4,992        |   |   | 4,992               |  
|Management fees                     |   | 192,534      |   |   | -            |   |   | 192,534             |  
|Office and miscellaneous            |   | 26,755       |   |   | 24,697       |   |   | 51,452              |  
|Organization                        |   | -            |   |   | -            |   |   | 1,475               |  
|Professional fees                   |   | 133,908      |   |   | 11,175       |   |   | 154,988             |  
|Marketing and selling               |   | -            |   |   | 1,520        |   |   | 1,520               |  
|                                    |   |              |   |   |              |   |   |                     |  
|                                    |   | 353,197      |   |   | 42,384       |   |   | 406,961             |  
|                                    |   |              |   |   |              |   |   |                     |  
|Loss from operations                |   | (353,197     | ) |   | (41,692      | ) |   | (406,269            | )
|                                    |   |              |   |   |              |   |   |                     |  
|Write-down of inventory             |   | -            |   |   | (5,493       | ) |   | (5,493              | )
|Write-down of website               |   | -            |   |   | (9,576       | ) |   | (9,576              | )
|Interest income                     |   | 270,590      |   |   | -            |   |   | 270,590             |  
|                                    |   |              |   |   |              |   |   |                     |  
|Income (Loss) before income taxes   |   | (82,607      | ) |   | (56,761      | ) |   | (150,748            | )
|                                    |   |              |   |   |              |   |   |                     |  
|Income taxes                        |   | -            |   |   | -            |   |   | -                   |  
|                                    |   |              |   |   |              |   |   |                     |  
|                                    |   |              |   |   |              |   |   |                     |  
|Net (Loss) for the period           | $ | (82,607      | ) | $ | (56,761      | ) | $ | (150,748            | )
|                                    |   |              |   |   |              |   |   |                     |  
|                                    |   |              |   |   |              |   |   |                     |  
|Weighted average shares outstanding |   | 111,998,493  |   |   | 108,000,000  |   |   |                     |  
|                                    |   |              |   |   |              |   |   |                     |  
|Loss per share                      | $ | (a)          |   | $ | (a)          |   |   |                     |  

(a) = Less than $0.01 per share

The accompanying notes are an integral part of these
financial statements

---

F-3

Crown Oil and Gas Inc.(formerly Onelife Health
Products Inc.) (An Exploration Stage Company) Statements of Cash FlowsFor the year ended December 31, 2008 and 2007 and the period from
February 17, 2006 (Date of inception) to December 31, 2008

|                                      |   |              |   |   |              |   |   | Period from         |  
|------------------------------------- | - | ------------ | - | - | ------------ | - | - | ------------------- | -
|                                      |   |              |   |   |              |   |   | Inception           |  
|                                      |   |              |   |   |              |   |   | (February 17, 2006) |  
|                                      |   | December 31, |   |   | December 31, |   |   | to                  |  
|                                      |   | 2008         |   |   | 2007         |   |   | December 31, 2008   |  
|                                      |   |              |   |   |              |   |   |                     |  
|Operating Activities                  |   |              |   |   |              |   |   |                     |  
|                                      |   |              |   |   |              |   |   |                     |  
|Net income (loss)                     | $ | (82,607      | ) | $ | (56,761      | ) | $ | (150,748            | )
|Stock based compensation              |   | 134,783      |   |   | -            |   |   | 134,784             |  
|Amortization expense                  |   | -            |   |   | 4,992        |   |   | 4,992               |  
|Write down of inventory               |   | -            |   |   | 5,493        |   |   | 5,493               |  
|Write down of website                 |   | -            |   |   | 9,576        |   |   | 9,576               |  
|Decrease in inventory                 |   | -            |   |   | 87           |   |   | (5,493              | )
|Increase in interest receivable       |   | (270,590     | ) |   | -            |   |   | (270,590            | )
|Increase in deposit                   |   | -            |   |   | -            |   |   | (350                | )
|Increase in accounts payable          |   | 27,219       |   |   | (1,488       | ) |   | 27,463              |  
|Increase in amount due to stockholder |   | (16,578      | ) |   | 13,861       |   |   | 185                 |  
|Cash used in operating activities     |   | (207,773     | ) |   | (24,240      | ) |   | (244,688            | )
|                                      |   |              |   |   |              |   |   |                     |  
|Investing Activity                    |   |              |   |   |              |   |   |                     |  
|                                      |   |              |   |   |              |   |   |                     |  
|Website                               |   | -            |   |   | -            |   |   | (14,568             | )
|                                      |   |              |   |   |              |   |   |                     |  
|Financing Activities                  |   |              |   |   |              |   |   |                     |  
|                                      |   |              |   |   |              |   |   |                     |  
|Cash from sale of stock               |   | 10,505,000   |   |   | -            |   |   | 10,560,000          |  
|Increase in loan receivable           |   | (9,106,872   | ) |   | -            |   |   | (9,106,872          | )
|Subscriptions receivable              |   | -            |   |   | -            |   |   | -                   |  
|Cash provided by financing activity   |   | 1,398,128    |   |   | -            |   |   | 1,453,128           |  
|                                      |   |              |   |   |              |   |   |                     |  
|Increase in cash                      |   | 1,190,355    |   |   | (24,240      | ) |   | 1,193,872           |  
|Cash, opening                         |   | 3,517        |   |   | 27,757       |   |   | -                   |  
|                                      |   |              |   |   |              |   |   |                     |  
|Cash, closing                         | $ | 1,193,872    |   | $ | 3,517        |   | $ | 1,193,872           |  

The accompanying notes are an integral part of these
financial statements

---

F-4

Crown Oil and Gas Inc.(formerly Onelife Health
Products Inc.) (An Exploration Stage Company) Statement of Stockholders
Equity

|                                               |  | Common shares |  |   | Additional |  |   |            |   |   | **Deficit** | 
|---------------------------------------------- |  | ------------- |  | - | ---------- |  | - | ---------- | - | - | ----------- | 
|                                               |  | Issued        |  |   |            |  |   | Paid In    |   |   | Contributed | 
|                                               |  | Shares        |  |   | Amount     |  |   | Capital    |   |   | Surplus     | 
|                                               |  | Total         |  |   |            |  |   |            |   |   |             | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Balance, February 17, 2006 (date of inception) |  | -             |  | $ | -          |  | $ | -          |   | $ | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Shares issued to founder on Feb. 17, 2006      |  |               |  |   |            |  |   |            |   |   |             | 
|@ $0.0001 per share                            |  | 90,000,000    |  |   | 90,000     |  |   | (85,000    | ) |   | -           | 
|Private placement @ $0.003 per share           |  | 18,000,000    |  |   | 18,000     |  |   | 32,000     |   |   | -           | 
|Net loss                                       |  | -             |  |   | -          |  |   | -          |   |   | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Balance, November 30, 2006                     |  | 108,000,000   |  |   | 108,000    |  |   | (53,000    | ) |   | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Net loss                                       |  | -             |  |   | -          |  |   | -          |   |   | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Balance, November 30, .2007                    |  | 108,000,000   |  |   | 108,000    |  |   | (53,000    | ) |   | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Net loss                                       |  | -             |  |   | -          |  |   | -          |   |   | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Balance, December 31, 2007                     |  | 108,000,000   |  |   | 108,000    |  |   | (53,000    | ) |   | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Private placement on Mar 17, 2008 @ $1/share   |  | 5,050,000     |  |   | 5,050      |  |   | 5,044,950  |   |   | -           | 
|Private placement on Sept 24, 2008 @           |  | 5,655,000     |  |   | 5,655      |  |   | 5,449,345  |   |   | -           | 
|$1/share                                       |  |               |  |   |            |  |   |            |   |   |             | 
|Stock options granted                          |  | -             |  |   | -          |  |   | -          |   |   | 134,784     | 
|Net income                                     |  | -             |  |   | -          |  |   | -          |   |   | -           | 
|                                               |  |               |  |   |            |  |   |            |   |   |             | 
|Balance, December
      31, 2008               |  | 118,705,000   |  | $ | 118,705    |  | $ | 10,441,295 |   | $ | 134,784     | 

The accompanying notes are an integral part of these
financial statements

---

F-5

Crown Oil and Gas Inc.(formerly Onelife Health
Products Inc.) (An Exploration Stage Company) Notes to Financial
Statements December 31, 2008 and 2007

Note 1  Nature of Operations

The company was incorporated under the laws of the state of
Nevada on February 17, 2006. The company has limited operations and, in
accordance with SFAS No.7, is considered an exploration stage company.

Note 2  Significant Accounting Policies

Accounting Basis

These financial statements are prepared on the accrual basis of
accounting in conformity with accounting principles generally accepted in the
United States.

Financial Instrument

The company's financial instrument consists of an amount due to
a shareholder.

The amount due to the shareholder is non interest-bearing. It
is management's opinion that the company is not exposed to significant interest,
currency or credit risks arising from its other financial instruments and that
fair values of the instruments approximates its carrying value, except where
separately disclosed.

Use of Estimates

The preparation of financial statements in conformity with
United States generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the year. The more significant areas requiring the use of estimates
include asset impairment, stock-based compensation, and future income tax
amounts. Management bases its estimates on historical experience and on other
assumptions considered to be reasonable under the circumstances. However, actual
results may differ from the estimates.

Dividends

The company has not adopted any policy regarding payment of
dividends. No dividends have been paid during the periods shown.

Income Taxes

The company provides for income taxes under Statement of
Financial Accounting Standards No. 109, Accounting for Income Taxes. SFAS No.
109 requires the use of an asset and liability approach in accounting for income
taxes.

SFAS No. 109 requires the reduction of deferred tax assets by a
valuation allowance if, based on the weight of available evidence, it is more
likely than not that some or all of the deferred tax assets will not be
realized. No provision for income taxes is included in the statement due to its
immaterial amount, net of the allowance account, based on the likelihood of the
company to utilize the loss carry-forward.

---

F-6

Crown Oil and Gas Inc.(formerly Onelife Health
Products Inc.) (An Exploration Stage Company) Notes to Financial
Statements December 31, 2008 and 2007

Note 2  Significant Accounting Policies (continued)

Earnings (Loss) per Common Share

Earnings (loss) per common share is computed based on the
weighted average number of common shares outstanding and common stock
equivalents, if not anti-dilutive. The company has not issued any potentially
dilutive common shares.

Note 3  Loan Receivable

The loan receivable is for $9,106,872 bears interest at 5% per
annum, was repayable on November 29, 2008 and is secured with assets of the
borrower. During the period, the company has accrued $270,590 of interest
related to this loan. The funds have been loaned to a future subsidiary of the
company and have been used in exploration activities.

The loan has been extended to May 29, 2009 at 5% per annum and
is secured with assets of the borrower.

Note 4  Due to stockholder

Amount due to stockholder is unsecured, non-interest bearing
and has no specific terms of repayment. As of December 31, 2008 and December 31,
2007 amount due to stockholder was $185 and $16,763 respectively.

Note 5  Capital stock

Common Shares - Authorized

The company has 900,000,000 common shares authorized at a par
value of $0.001 per share.

Common Shares  Issued and Outstanding

On January 31, 2008, the company effected a stock split on an
eighteen-to-one basis to increase our authorized capital from 50,000,000 shares
of common stock with a par value of $0.001 to 900,000,000 shares of common stock
with a par value of $0.001.

On January 15, 2008, the company completed a merger with its
wholly owned subsidiary, Crown Oil and Gas, Inc., a Nevada corporation. Pursuant
to the merger, the company changed its name to "Crown Oil and Gas Inc." to
better reflect the anticipated future business of our company. The company does
not have any subsidiaries.

On March 17, 2008, the company issued 5,050,000 common shares
at $1.00 per share for total proceeds of $5,050,000.

On September 24, 2008, the company issued 5,655,000 common
shares at $1.00 per share for total proceeds of $5,655,000.

---

F-7

Crown Oil and Gas Inc.(formerly Onelife Health Products Inc.) 
  (An Exploration Stage Company) 
  Notes to Financial Statements 
  December 31, 2008 and 2007

Note 6  Income Taxes

The company provides for income taxes under Statement of
Financial Accounting Standards No. 109, Accounting for Income Taxes. SFAS
No. 109 requires the use of an asset and liability approach in accounting for
income taxes. Deferred tax assets and liabilities are recorded based on the
differences between the financial statement and tax bases of assets and
liabilities and the tax rates in effect currently.

SFAS No. 109 requires the reduction of deferred tax assets by a
valuation allowance if, based on the weight of available evidence, it is more
likely than not that some or all of the deferred tax assets will not be
realized. In the companys opinion, it is uncertain whether they will generate
sufficient taxable income in the future to fully utilize the net deferred tax
asset. Accordingly, a valuation allowance equal to the deferred tax asset has
been recorded.

Note 7  Related Party Transaction

The company's neither owns nor leases any real or personal
property. The company's Directors provide office space free of charge. The
officers and directors of the company are involved in other business activities
and may, in the future, become involved in other business opportunities. If a
specific business opportunity becomes available, such persons may face a
conflict in selecting between the company and their other business interests.
The company has not formulated a policy for the resolution of such conflicts.

On February 17, 2006, the company issued 90,000,000 shares of
its common stock to its sole director for cash of $5,000.

The amount due to an officer and director of $185 is for
reimbursable expenses incurred by the company and paid directly by its
President. The amount is unsecured and does not have any repayment terms or bear
any interest. The amount was partially repaid during the quarter.

Note 8  Going Concern

The accompanying financial statements have been prepared
assuming that the company will continue as a going concern. As discussed in the
notes to the financial statements, the company has no established source of
revenue. This raises substantial doubt about the companys ability to continue
as a going concern. Without realization of additional capital, it would be
unlikely for the company to continue as a going concern. The financial
statements do not include any adjustments that might result from this
uncertainty.

---

F-8

Crown Oil and Gas Inc.(formerly Onelife Health Products Inc.) 
  (An Exploration Stage Company) 
  Notes to Financial Statements 
  December 31, 2008 and 2007

Note 9  Recent Accounting Pronouncements

Below is a listing of the most recent accounting standards SFAS
150-154 and their effect on the company.

Statement No. 150, Accounting for Certain Financial
Instruments with Characteristics of both Liabilities and Equity (Issued 5/03)

This statement establishes standards for how an issuer
classifies and measures certain financial instruments with characteristics of
both liabilities and equity.

Statement No. 151, Inventory Costs (an amendment of ARB No.
43, Chapter 4) (Issued 11/04)

This statement amends the guidance in ARB No. 43, Chapter 4,
Inventory Pricing, to clarify the accounting for abnormal amounts of idle
facility expense, freight, handling costs, and wasted material (spoilage).
Paragraph 5 of ARB 43, Chapter 4, previously stated that ". . . under some
circumstances, items such as idle facility expense, excessive spoilage, double
freight and re-handling costs may be so abnormal ass to require treatment as
current period charge . . . ". This statement requires that those items be
recognized as current-period charges regardless of whether they meet the
criterion of "so abnormal". In addition, this statement requires that allocation
of fixed production overheads to the costs of conversion be based on the normal
capacity of the production facilities.

Statement No. 152, Accounting for Real Estate Time-Sharing
Transactions (an amendment of FASB Statements No. 66 and 67)

This statement amends FASB Statement No. 66, Accounting for
Sales of Real Estate, to reference the financial accounting and reporting
guidance for real estate time-sharing transactions that is provided in AICPA
Statement of Position (SOP) 04-2, Accounting for Real Estate Time-Sharing
Transactions.

This statement also amends FASB Statement No. 67, Accounting
for Costs and Initial Rental Operations of Real Estate Projects, states that
the guidance for (a) incidental operations and (b) costs incurred to sell real
estate projects does not apply to real estate time-sharing transactions. The
accounting for those operations and costs is subject to the guidance in SOP04-2.

---

F-9

Crown Oil and Gas Inc. 
  (formerly Onelife Health Products Inc.) 
  (An Exploration Stage Company) 
  Notes to Financial Statements 
  December 31, 2008 and 2007

Note 9  Recent Accounting Pronouncements (continued)

Statement No. 153, Exchanges of Non-monetary Assets (an
amendment of APB Opinion No. 29)

The guidance in APB Opinion No. 29, Accounting for
Non-monetary Transactions, is based on the principle that exchanges of
non-monetary assets should be measured based on the fair value of the assets
exchanged. The guidance in that Opinion, however, includes certain exceptions to
the principle. This statement amends APB Opinion No. 29 to eliminate the
exception for non-monetary exchanges of similar productive assts and replaces it
with a general exception for exchanges of non-monetary assets that do not have
commercial substance. A non-monetary exchange has commercial substance if the
future cash flows of the entity are expected to change significantly as a result
of the exchange.

Statement No. 154, Accounting Changes and Error Corrections
(a replacement of APB Opinion No. 20 and FASB Statement No. 3)

This statement replaces APB Opinion No. 20, Accounting
Changes, and FASB Statement No. 3, Reporting Accounting Changes in
Interim Financial Statements, and changes the requirements for the
accounting for and reporting of a change in accounting principle. This statement
applies to all voluntary changes in accounting principle. It also applies to
changes required by an accounting pronouncement in the unusual instance that the
pronouncement does not include specific transition provisions. When a
pronouncement includes specific transition provisions, those provisions should
be followed.

SFAS No. 155, Accounting for Certain Hybrid Financial
Instruments (an amendment of FASB Statements No. 133 and 140)

This statement amends FASB Statement No. 140, Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities. This statement resolves issues addressed in Statement 133
Implementation Issue No. D1, Application of Statement 133 to Beneficial
Interests in Securitized Financial Assets. This statement is effective for
all financial instruments acquired or issued after the beginning of an entitys
first fiscal year that begins after September 15, 2006.

SFAS No. 156, Accounting for Servicing of Financial Assets
(an amendment of FASB Statement No. 140)

This statement amends FASB Statement No. 140 with respect to
the accounting for separately recognized servicing liabilities. An entity should
adopt this statement as of the beginning of its first fiscal year that begins
after September 15, 2006.

SFAS No. 157, Fair Value Measurements

In September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements, which defines fair value, establishes a framework for
measuring fair value in generally accepted accounting principles, and expands
disclosures about fair value measurements. SFAS No. 157 does not require any new
fair value measurements, but provides guidance on how to measure fair value by
providing a fair value hierarchy used to classify the source of the information.
This statement is applied to the company beginning May 1, 2008.

---

F-10

Crown Oil and Gas Inc. 
  (formerly Onelife Health Products Inc.) 
  (An Exploration Stage Company) 
  Notes to Financial Statements 
  December 31, 2008 and 2007

Note 9  Recent Accounting Pronouncements (continued)

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 improves the financial reporting by requiring an
employer to recognize the overfunded or underfunded status of a defined benefit
postretirement plan (other than a multiemployer plan) as an asset or liabilities
in its statement of financial positions and to recognize changes in that funded
status in the year in which the changes occur through comprehensive income of a
business entity. This statement also improves financial reporting by requiring
an employer to measure the funded status of a plan as of the date of its
year-end statement of financial position, with limited exceptions.

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 items at fair value. The objective is to
improve the financial reporting by providing entities with the opportunity to
mitigate volatility in reported earnings caused by measuring related assets and
liabilities differently without having to apply complex hedge accounting
provisions. This statement is expected to expand the use of fair value
measurement objectives for accounting for financial instruments. This statement
is effective as of the beginning of an entitys first fiscal year that begins
after November 15, 2007.

SFAS No. 160, Non-controlling Interest in Consolidated
Financial Statements (an amendment of ARB No. 51)

This statement amends ARB No. 51 to establish accounting and
reporting standards for the non-controlling interest in a subsidiary and for the
deconsolidation of a subsidiary. It also changes the way the consolidated income
statement is presented for non-controlling interest. This statement improves
comparability by eliminating diversity of methods. This statement also requires
expanded disclosure.

SFAS No. 161

This statement is intended to enhance the disclosure
requirements for derivative instruments and hedging activities as required by
SFAS No. 133.

SFAS No. 162

This statement indentifies the sources of accounting principles
and the framework for selecting the principles to by used in the preparation of
financial statements for entities that are presented in conformity with
generally accepted accounting principles in the United States, (the GAAP
hierarchy).

---

F-11

Crown Oil and Gas Inc.(formerly Onelife Health Products Inc.) 
  (An Exploration Stage Company) 
  Notes to Financial Statements 
  December 31, 2008 and 2007

Note 9  Recent Accounting Pronouncements (continued)

FIN No. 48

In June 2006, the FASB issued Interpretation No. 48,
Accounting for Uncertainty in Income Taxes (an interpretation of FASB
Statement No. 109), which clarifies the accounting for uncertainty in income
taxes recognized in an enterprises financial statements in accordance with SFAS
No. 109, Accounting for Income Taxes. The interpretation provides a
recognition threshold and measurement attribute for the financial statement
recognition and measurement of a tax position taken or expected to be taken in a
tax return. Under the interpretation, the company may recognize the tax benefit
from an uncertain tax position only if it is more likely than not that the tax
position will be sustained on examination by the taxing authorities, based on
the technical merits of the position. The tax benefits recognized in the
financial statements from such a position should be measured based on the
largest benefit that has a greater than 50% likelihood of being realized upon
ultimate settlement. The interpretation also provides guidance on
de-recognition, classification, interest and penalties, accounting in interim
periods, disclosure, and transition. The interpretation is effective for us
beginning July 1, 2007.

In June 2006, the FASB ratified the Emerging Issues Task Force
("EITF") consensus on EITF Issue No. 06-2, Accounting for Sabbatical Leave and Other Similar Benefits
Pursuant to FASB Statement No. 43. EITF Issue No. 06-2 requires companies to
accrue the costs of compensated absences under a sabbatical or similar benefit
arrangement over the requisite service period. EITF Issue No. 06-2 is effective
for us beginning July 1, 2007. The cumulative effect of the application of this
consensus on prior period results should be recognized through a
cumulative-effect adjustment to retained earnings as of the beginning of the
year of adoption. Elective retrospective application is also permitted.

Staff Accounting Bulletin No. 108, Considering the Effects
of Prior Year Misstatements when Quantifying Current Year Misstatements. The
bulletin requires companies to quantify misstatements using both a balance sheet
(iron curtain) and an income statement (rollover) approach to evaluate whether
either approach results in an error that is material in light of relevant
quantitative and qualitative factors, and provides for a one-time cumulative
effect transition adjustment.

The FASB has replaced the bulletin with a new statement on
business combinations that changes the way that minority interest is recorded
and modified as a parents interest in a subsidiary changes.

The adoption of these new statements is not expected to have a
material effect on the companys current financial position, results or
operations, or cash flows.

---

- 18 -

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

Our management is responsible for establishing and maintaining
adequate internal control over financial reporting as defined in Rules 13a-15(f)
and 15d-15(f) under the Exchange Act. Our management, with the participation of
the issuers principal executive and principal financial officers, has employed
a framework consistent with Exchange Act Rule 13a-15(c), to evaluate our
internal control over financial reporting described below. Our internal control
over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation and fair
presentation of financial statements for external purposes in accordance with
generally accepted accounting principals.

Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. Projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

Our management, with the participation of the issuers
principal executive and principal financial officers, conducted an evaluation of
the design and operation of our internal control over financial reporting as of
December 31, 2008 based on the criteria set forth in Internal Control 
Integrated Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission. This evaluation included review of the documentation of
controls, evaluation of the design effectiveness of controls, testing of the
operating effectiveness of controls and a conclusion on this evaluation.

In performing the assessment, management identified material
weaknesses in our internal control processes regarding information technology
systems. These weaknesses included inadequate security, inadequate restricted
access to systems and insufficient disaster recovery plans. Management has also
identified material weaknesses in our internal control processes over
procurement and disbursements, primarily related to lack of segregations of
duties.

More specifically, management has identified the following
weaknesses:

- There is no whistleblower policy
- There is no audit committee
- The small number of staff does not permit segregation of duties
- There are no established purchasing authorities
- Shares outstanding not reconciled to transfer agent on regular basis
- Tax returns are not filed timely.

Because of these material weaknesses, our management believes
that as of December 31, 2008, our companys internal controls over financial
reporting were not effective. We are addressing these weaknesses as described
below under the section heading "Changes in Internal Control Over Financial
Reporting". Because of the material weaknesses described above, our management
believes that as of December 31, 2008, our internal controls over financial
reporting was not effective.

---

- 19 -

This report does not include an attestation report of our
registered public accounting firm regarding internal control over financial
reporting. Managements report was not subject to attestation by our companys
registered public accounting firm pursuant to temporary rules of the SEC that
permit our company to provide only managements report in this annual report.

Changes in Internal Controls over Financial Reporting

During the period covered by this annual report, we have not
been able to remediate the material weaknesses identified above. We plan to
implement changes in internal control over financial reporting during our fiscal
year ending December 31, 2009 in order to mitigate existing weaknesses.

Our management, including our President (who is also our
principal executive officer) and Treasurer (who is also our principal financial
officer and our principal accounting officer), does not expect that our
disclosure controls and procedures or internal controls and procedures will
prevent all error and all fraud. A control system, no matter how well conceived
and operated, can provide only reasonable, not absolute, assurances that the
objectives of the control system are met. Further, the design of a control
system must reflect the fact that there are resource constraints and that the
benefits of controls must be considered relative to their costs. Because of the
inherent limitations in all control systems, no evaluation of controls can
provide absolute assurance that all control issues and instances of fraud, if
any, within our company have been detected. These inherent limitations include
the realities that judgments in decision-making can be faulty, and that
breakdowns can occur because of simple error or mistake. Additionally, controls
can be circumvented by the individual acts of some persons, by collusion of two
or more people, or by management override of the control. The design of any
system of controls also is based in part upon certain assumptions about the
likelihood of future events, and there can be no assurances that any design will
succeed in achieving its stated goals under all potential future conditions;
over time, control may become inadequate because of changes in conditions, or
the degree of compliance with the policies or procedures may deteriorate.
Because of the inherent limitations in a cost-effective control system,
misstatements due to error or fraud may occur and not be detected.

Managements Annual Report on Internal Control over
Financial Reporting

Our Management is responsible for establishing and maintaining
adequate internal control over our financial reporting. In order to evaluate the
effectiveness of internal control over financial reporting, as required by
Section 404 of the Sarbanes-Oxley Act, management has conducted an assessment,
including testing, using the criteria in Internal Control  Integrated
Framework, issued by the Committee of Sponsoring Organizations of the Treadway
Commission ("COSO"). Our system of internal control over financial reporting is
designed to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. Because of its
inherent limitations, internal control over financial reporting may not prevent
or detect misstatements.

Management has used the framework set forth in the report
entitled Internal Control-Integrated Framework published by the Committee of
Sponsoring Organizations of the Treadway Commission, known as COSO, to evaluate
the effectiveness of our internal control over financial reporting. Based on
this assessment, our management has concluded that our internal control over
financial reporting was effective as of December 31, 2008.

This annual report does not include an attestation report of
our independent registered public accounting firm regarding internal control
over financial reporting. Our internal control over financial reporting was not
subject to attestation by our independent registered public accounting firm
pursuant to temporary rules of the SEC that permit us to provide only
managements report in this annual report.

There has been no change in our internal controls over
financial reporting during our most recent fiscal quarter that has materially
affected, or is reasonably likely to materially affect, our internal controls
over financial reporting.

ITEM 9B. OTHER INFORMATION.

None.

---

- 20 -

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE
GOVERNANCE

Directors and Executive Officers

Name
    Position Held with our Company
    Age
    Date First Elected or AppointedJohn Hiner
    President, Secretary, Treasurer and Director
    61
    January 3, 2008


Summary Background of Executive Officers and Directors

The following is a brief account of the education and business
experience of each director and executive officer during at least the past five
years, indicating each persons principal occupation during the period, and the
name and principal business of the organization by which he was employed.

John Hiner

Mr. Hiner became a director, President, Secretary and Treasurer
of our company on January 3, 2008.

Mr. Hiner has been involved in the mining industry for over 30
years. Mr. Hiner has acted as President, Chief Executive Officer and a director
of Geocom Resources Inc. (OTCBB:GOCM) since April, 2003. From 2000 to 2003 Mr.
Hiner operated JEHCORP Inc., a consulting firm to the mining industry. Prior to
this, Mr. Hiner was the Vice President of Champion Resources. Mr. Hiner is also
a director of Villanova Capital Corp., a TSX Venture Exchange capital pool
corporation.

Mr. Hiner holds a B.Sc. in geology from San Diego State
University awarded in 1972, and a M.S. in geology from the Mackay School of
Mines, University of Nevada-Reno, awarded in 1978.

Family Relationships

There are no family relationships between any director or
executive officer of our company.

Significant Employees

We have no significant employees other than our sole director
and officer described above.

Involvement in Certain Legal Proceedings

Our directors, executive officers and control persons have not
been involved in any of the following events during the past five years:

| | (a) | any bankruptcy petition filed by or against any business
      of which such person was a general partner or executive officer either at
      the time of the bankruptcy or within two years prior to that
  time;                                                                                                            
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                
| | (b) | any conviction in a criminal proceeding or being subject
      to a pending criminal proceeding (excluding traffic violations and other
      minor offenses);                                                                                                                                                                 
| |     |                                                                                                                                                                                                                                                                                                                                
| | (c) | being subject to any order, judgment, or decree, not
      subsequently reversed, suspended or vacated, of any court of competent
      jurisdiction, permanently or temporarily enjoining, barring, suspending or
      otherwise limiting his involvement in any type of business, securities or
      banking activities; or
| |     |                                                                                                                                                                                                                                                                                                                                
| | (d) | being found by a court of competent jurisdiction (in a
      civil action), the Securities and Exchange Commission or the Commodity
      Futures Trading Commission to have violated a federal or state securities
      or commodities law, and the judgment has not been reversed, suspended, or
      vacated.             

---

- 21 -

Committees of the Board

We currently do not have a standing audit committee, nominating
and corporate governance committee or compensation committee.

Audit Committee Financial Expert

Our board of directors has determined that it does not have an
audit committee member that qualifies as an "audit committee financial expert"
as defined in Item 407(d)(5)(ii) of Regulation S-K. We believe that the audit
committee members are collectively capable of analyzing and evaluating our
financial statements and understanding internal controls and procedures for
financial reporting. In addition, we believe that retaining an independent
director who would qualify as an "audit committee financial expert" would be
overly costly and burdensome and is not warranted in our circumstances given the
early stages of our development and the fact that we have not generated revenues
to date.

Code of Ethics

We have adopted a code of ethics in compliance with Item 406 of
Regulation S-B that applies to our principal executive officer, principal
financial officer, principal accounting officer or controller, or persons
performing similar functions. We undertake herewith to provide by mail to any
person without charge, upon request, a copy of such code of ethics if we receive
the request in writing by mail to: Crown Oil and Gas Inc., 400  225 West
Magnolia Street, Bellingham, Washington, 98225.

Section 16(a) Beneficial Ownership Compliance

Section 16(a) of the Exchange Act requires our executive
officers and directors and persons who own more than 10% of a registered class
of our equity securities to file with the SEC initial statements of beneficial
ownership, reports of changes in ownership and annual reports concerning their
ownership of our common stock and other equity securities, on Forms 3, 4 and 5
respectively. Executive officers, directors and greater than 10% shareholders
are required by the SEC regulations to furnish us with copies of all Section
16(a) reports that they file.

Except as disclosed herein and based solely on our review of
the copies of such forms received by us, or written representations from certain
reporting persons, we believe that all filing requirements applicable to our
officers, directors and greater than 10% beneficial owners were complied with,
with the exception of the following:

Name
    Number of Late
      Reports
    Number of Transactions Not
      Reported on a Timely Basis
    Failure to File
      Requested FormsJohn Hiner
    1
    1(1)
    --


Note: 1.      
 Mr. Hiner filed a late Form 4  Statement of Changes in Beneficial
Ownership in respect of the grant of options under our stock option plan.

ITEM 11. EXECUTIVE COMPENSATION.

The particulars of compensation paid to the following persons:

| | (a) | our principal executive officer;                                                                                                                                                                                                                 
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                  
| | (b) | each of our two most highly compensated executive
      officers who were serving as executive officers at the end of the year
      ended December 31, 2008; and                                                                                
| |     |                                                                                                                                                                                                                                                  
| | (c) | up to two additional individuals for whom disclosure
      would have been provided under (b) but for the fact that the individual
      was not serving as our executive officer at the end of the most recently
      completed financial year,

who we will collectively refer to as the named executive
officers, for our years ended December 31, 2008 and November 30, 2007, are set
out in the following summary compensation table:

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- 22 -

SUMMARY
        COMPENSATION TABLEName and Principal
        Position
      Year
      Salary
        ($)
      Bonus
        ($)
      Stock Awards ($)
      Option
        Awards ($)
      Non-Equity Incentive
        Plan Compensa-tion ($)
      Change in Pension Value and Nonqualified Deferred **Compensation**Earnings ($)
      All Other
        **Compensa** -tion ($)
      Total
        ($)John Hiner(1)
        President, Secretary 
        and Treasurer
      2008 
        2007(2)
      -- 
        N/A
      -- 
        N/A
      -- 
        N/A
      300,000(3)
        N/A
      -- 
        N/A
      -- 
        N/A
      -- 
        N/A
      -- 
        N/ADan McFarland(4)
        former President, 
        Chief Executive 
        Officer and Chairman
      2008 
        2007(2)
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --Rakesh Chehil(5)
        former Chief Financial 
        Officer, Secretary and 
        Treasurer
      2008 
        2007(2)
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --
      -- 
        --


Notes:

|1. | Mr. Hiner was appointed President, Secretary and
      Treasurer on January 3, 2008.                                                                                                                                                                                                            
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Year ended November 30.                                                                                                                                                                                                                                                                         
|3. | Represents 300,000 stock options granted on August 20,
      2008, exercisable at an exercise price of $1.00 per common share. The
      options vest in four equal tranches on August 20, 2008, February 20, 2009,
      August 20, 2009 and February 20, 2010 and expire on August 10,
  2013.
|4. | Mr. McFarland resigned as President, Chief Executive
      Officer and Chairman on January 3, 2008.                                                                                                                                                                                             
|5. | Mr. Chehil resigned as Chief Financial Officer, Secretary
      and Treasurer on January 3, 2008.                                                                                                                                                                                               

Employment Contracts

There are no arrangements or plans in which we provide pension,
retirement or similar benefits for directors or executive officers. Our
directors and executive officers may receive stock options at the discretion of
our board of directors in the future. We do not have any material bonus or
profit sharing plans pursuant to which cash or non-cash compensation is or may
be paid to our directors or executive officers, except that stock options may be
granted at the discretion of our board of directors from time to time. We have
no plans or arrangements in respect of remuneration received or that may be
received by our executive officers to compensate such officers in the event of
termination of employment (as a result of resignation, retirement, change of
control) or a change of responsibilities following a change of control.

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- 23 -

Outstanding Equity Awards at Fiscal Year-End

OUTSTANDING
        EQUITY AWARDS AT FISCAL YEAR-ENDOPTION
        AWARDS
      STOCK
        AWARDSName
      Number
        of securities underlying unexercisedoptions (#) exercisable
      Number
        of securities underlying**unexercised**options (#) **unexercisable**
      Equity incentive
        plan awards: Number of securities
        underlying **unexercised** **unearned**
        options (#)
      Option exercise price ($)
      Option expiration date
      Number
        of shares or units of stock that
        have not vested (#)
      Market
        value of shares or units of stock
        thathave not vested ($)
      Equity incentive
        plan awards: Number of unearned
        shares, units or **other rights**
        that have not vested (#)
      Equity
        incentive plan awards: Market
        or payout value of unearned shares,
        units or **other rights** that have
        **not vested** (#)John Hiner 
        President, 
        Secretary 
        and 
        Treasurer
      150,000(1)
      --
      150,000(1)
      1.00
      August 19, 
        2013
      --
      --
      --
      --


Notes:

|1. | Represents 300,000 stock options granted on August 20,
      2008 pursuant to a stock option plan for employees and consultants dated
      May 30, 2008. The options are exercisable at an exercise price of $1.00
      per common share. The options vest in four equal tranches on August 20,
      2008, February 20, 2009, August 20, 2009 and February 20,
  2010.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Aggregated Options Exercised in the Year Ended December 31,
2008 and Year End Option Values

There were no stock options exercised during the year ended
December 31, 2008.

Repricing of Options/SARS

We did not reprice any options previously granted during the
year ended December 31, 2008.

Director Compensation

We reimburse our directors for expenses incurred in connection
with attending board meetings. We have not paid any directors fees or other
cash compensation for services rendered as a director since our inception to
December 31, 2008.

We have no formal plan for compensating our directors for their
service in their capacity as directors, although such directors are expected in
the future to receive stock options to purchase common shares as awarded by our
board of directors or (as to future stock options) a compensation committee
which may be established. Directors are entitled to reimbursement for reasonable
travel and other out-of-pocket expenses incurred in connection with attendance
at meetings of our board of directors. Our board of directors may award special
remuneration to any director undertaking any special services on our behalf
other than services ordinarily required of a director. No director received
and/or accrued any compensation for their services as a director, including
committee participation and/or special assignments.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

As of April 13, 2009, there were 31,422,800 shares of our
common stock outstanding. The following table sets forth certain information
known to us with respect to the beneficial ownership of our common stock as of
that date by (i) each of our directors, (ii) each of our executive officers, and
(iii) all of our directors and executive officers as a group. Except as set
forth in the table below, there is no person known to us who beneficially owns
more than 5% of our common stock:

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- 24 -

Name and Addressof Beneficial Owner
      Title
      of Class
      Amount and Nature ofBeneficial Ownership(1)
      Percentage  of Class**(2)**(%)John Hiner(3)114 West
      Magnolia Street Bellingham, WA 98225
    Common Stock
    1,250,000(4)
    3.98Directors and Executive Officers as a Group
    Common Stock
    1,325,000
    3.98


Notes:

|1. | Except as otherwise indicated, we believe that the
      beneficial owners of the common stock listed above, based on information
      furnished by such owners, have sole investment and voting power with
      respect to such shares, subject to community property laws where
      applicable. Beneficial ownership is determined in accordance with the
      rules of the Securities and Exchange Commission (See Rule 13d-3) and
      generally includes voting or investment power with respect to securities.
      Shares of common stock subject to options or warrants currently
      exercisable, or exercisable within 60 days, are deemed outstanding for
      purposes of computing the percentage ownership of the person holding such
      option or warrants, but are not deemed outstanding for purposes of
      computing the percentage ownership of any other person.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Based on 31,422,800 shares of common stock issued and
      outstanding as of April 13, 2009.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|3. | John Hiner is a director and the President, Secretary and
      Treasurer of our company.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|4. | Includes 150,000 vested stock options in respect of the
      grant of 300,000 options on August 20, 2008.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

Changes in Control

Except as disclosed herein, we are unaware of any contract or
other arrangement the operation of which may at a subsequent date result in a
change of control of our company.

Pursuant to a share purchase agreement with Langford Worldwide
Corp. and Boshoff Holdings Ltd., we have agreed to purchase from Boshoff, on or
before March 31, 2009, all of the issued and outstanding shares in the capital
of Langford in consideration for a purchase price of $11,900,000. The purchase
price is to be paid by a combination of debt forgiveness in the amount of $6.6
million, the issuance of a promissory note in the amount of $300,000 and the
issuance of common shares at a deemed issue price of $1.00 per share. As of the
date hereof, the Langford acquisition as not closed but is expected to be closed
by mid-April 2009. If we complete the acquisition of Langford pursuant to the
terms of the share purchase agreement dated March 20, 2009, 5,000,000 shares in
out common stock will be issued to Boshoff Holdings Ltd. resulting in Boshoff
obtaining a controlling interest in our company. Furthermore, the terms of the
Langford share purchase agreement require that 88,000,000 shares in our common
stock held by our President be cancelled. The resulting change in our control
could result in removal of our present officer and director, and a corresponding
reduction in, or elimination of, his participation in the future affairs of our
company.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
DIRECTOR INDEPENDENCE.

Except as set out below, no director, executive officer,
principal shareholder holding at least 5% of our common shares, or any family
member thereof, had any material interest, direct or indirect, in any
transaction, or proposed transaction, since the beginning of our companys
fiscal year ended December 31, 2008, in which the amount involved in the
transaction exceeded or exceeds the lesser of $120,000 or one percent of the
average of our total assets at the year end for the last three completed fiscal
years.

Director Independence

Our common stock is quoted on the OTC bulletin board
interdealer quotation system, which does not have director independence
requirements. Under NASDAQ rule 4200(a)(15), a director is not considered to be
independent if he is also an executive officer or employee of the corporation.
Our sole director, Mr. John Hiner is also our President, Secretary and
Treasurer. As a result, we do not have any independent directors.

As a result of our limited operating history and limited
resources, our management believes that we will have difficulty in attracting
independent directors. In addition, we would be likely be required to obtain
directors and officers insurance coverage in order to attract and retain
independent directors. our management believes that the costs associated with
maintaining such insurance is prohibitive at this time.

---

- 25 -

Transactions with Independent Directors

Our sole director, Mr. John Hiner, is also our President,
Secretary and Treasurer. As a result, we do not have any independent directors.

Nomination of Directors

The board is responsible for identifying new director nominees.
In identifying candidates for membership on the board, the board takes into
account all factors it considers appropriate, which may include strength of
character, mature judgment, career specialization, relevant technical skills,
diversity and the extent to which the candidate would fill a present need on the
board. As part of the process, the board, together with management, is
responsible for conducting background searches, and is empowered to retain
search firms to assist in the nominations process. Once candidates have gone
through a screening process and met with a number of the existing directors,
they are formally put forward as nominees for approval by the board.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit fees

The aggregate fees billed for the two most recently completed
fiscal periods ended December 31, 2008 and December 31, 2007 for professional
services rendered by Moore & Associates, Chartered Accountants, for the
audit of our annual consolidated financial statements, quarterly reviews of our
interim consolidated financial statements and services normally provided by the
independent accountant in connection with statutory and regulatory filings or
engagements for these fiscal periods were as follows:

Year
        EndedDecember
        31, 2008 ($)
      December
        31, 2007 ($)Audit Fees and Audit
        Related Fees
      3,500
      3,500Tax Fees
      --
      --All Other Fees including
        Quarterly Reviews
      10,000
      3,900Total
      13,500
      7,400


In the above table, "audit fees" are fees billed by our
companys external auditor for services provided in auditing our companys
annual financial statements for the subject year. "Audit-related fees" are fees
not included in audit fees that are billed by the auditor for assurance and
related services that are reasonably related to the performance of the audit
review of our companys financial statements. "Tax fees" are fees billed by the
auditor for professional services rendered for tax compliance, tax advice and
tax planning. "All other fees" are fees billed by the auditor for products and
services not included in the foregoing categories.

Policy on Pre-Approval by Audit Committee of Services
Performed by Independent Auditors

The board of directors pre-approves all services provided by
our independent auditors. All of the above services and fees were reviewed and
approved by the board of directors either before or after the respective
services were rendered.

The board of directors has considered the nature and amount of
  fees billed by Moore & Associates and believes that the provision of services
  for activities unrelated to the audit is compatible with maintaining Moore &
  Associates.

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- 26 -

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.

|Exhibit No. | Description                                                                                                                                     
|----------- | ------------------------------------------------------------------------------------------------------------------------------------------------
|            |                                                                                                                                                 
|(3)         | Articles of Incorporation and
      By-laws                                                                                                     
|            |                                                                                                                                                 
|3.1         | Articles of Incorporation (1)                                                                                                                   
|            |                                                                                                                                                 
|3.2         | By-laws (1)                                                                                                                                     
|            |                                                                                                                                                 
|3.3         | Articles of Merger filed with
      the Nevada Secretary of State and effective on January 15, 2008 (2)                                         
|            |                                                                                                                                                 
|3.4         | Certificate of Change filed with
      the Nevada Secretary of State, effective on January 31, 2008 (3)                                         
|            |                                                                                                                                                 
|(10)        | Material Contracts                                                                                                                              
|            |                                                                                                                                                 
|10.1        | Form of Subscription Agreement
      in respect of offering of 1,000,000 common shares at $0.05 per share (1)                                   
|            |                                                                                                                                                 
|10.2        | Form of Subscription Agreement
      dated for reference February 15, 2008 in respect of offering of 5,050,000
      units at $1.00 per unit (5)
|            |                                                                                                                                                 
|10.3        | Form of Subscription Agreement
      dated for reference April 10, 2008 in respect of offering of 5,655,000 units
      at $1.00 per unit (6)   
|            |                                                                                                                                                 
|10.4        | Stock
      Option Plan dated May 30, 2008 (8)                                                                                                  
|            |                                                                                                                                                 
|10.5        | Share Purchase Agreement dated
      March 20, 2009 with Langford Worldwide Corp. and Boshoff Holdings Ltd. (7)                                 
|            |                                                                                                                                                 
|(14)        | Code of Ethics                                                                                                                                  
|            |                                                                                                                                                 
|14.1        | Code of Ethics and Business Conduct
      (4)                                                                                                   
|            |                                                                                                                                                 
|(31)        | Section 302 Certifications                                                                                                                      
|            |                                                                                                                                                 
|31.1        | Section
      302 Certification of John Hiner (8)                                                                                               
|            |                                                                                                                                                 
|(32)        | Section 906 Certification                                                                                                                       
|            |                                                                                                                                                 
|32.1        | Section
      906 Certification of John Hiner (8)                                                                                               

|(1) | Incorporated by reference to our registration statement
      on Form SB-2 filed on February 5, 2007.
|--- | -----------------------------------------------------------------------------------------------------
|(2) | Incorporated by reference to our current report on Form
      8-K filed on January 16, 2008.         
|(3) | Incorporated by reference to our current report on Form
      8-K filed on February 1, 2008.         
|(4) | Incorporated by reference to our annual report on Form
      10-KSB filed on March 3, 2008.          
|(5) | Incorporated by reference to our current report on Form
      8-K filed on March 20, 2008.           
|(6) | Incorporated by reference to our current report on Form
      8-K filed on September 25, 2008.       
|(7) | Incorporated by reference to our current report on Form
      8-K filed on March 20, 2009.           
|(8) | Filed herewith.                                                                                      

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SIGNATURES

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.

CROWN OIL AND GAS INC.

|By:    | /s/ John Hiner                                                  
|------ | ----------------------------------------------------------------
|       |                                                                 
|       | John Hiner                                                      
|       | President and Treasurer                                         
|       | (Principal Executive Officer,
      Principal Accounting Officer
|       | and Principal Financial Officer)                                
|       |                                                                 
|Dated: | April 15, 2009                                                  

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