UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549


_______________





FORM
10-Q


_______________





x
            QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For
the quarterly period ended July 31, 2009





o
            TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the transition period from
______to______.





EXPLORTEX
ENERGY INC.


(Exact
name of registrant as specified in Charter





NEVADA
            
            000-52152
            
            98-0489027(State
      or other jurisdiction of
              incorporation
      or organization)
            
            (Commission
      File No.)
            
            (IRS
      Employee Identification No.)





1694
Falmouth Road, #143


Centerville,
MA 02632


(Address
of Principal Executive Offices)


_______________





(774)
994-2709


(Issuer
Telephone number)


_______________





(Former
Name or Former Address if Changed Since Last Report)





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months
(or for such shorter period that the issuer was required to file such reports),
and (2) has been subject to such filing requirements for the past 90
days.


Yes x No o





Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this
chapter) during the preceding 12 months (or for such shorter period that the
registrant was required to submit and post such files).


Yes o No o





Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company filer.
 See definition of “accelerated filer” and “large accelerated filer”
in Rule 12b-2 of the Exchange Act (Check one):





Large
Accelerated Filer o    Accelerated
Filer o     Non-Accelerated
Filer o     Smaller
Reporting Company x





Indicate
by check mark whether the registrant is a shell company as defined in Rule 12b-2
of the Exchange Act.


Yes o No x





State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of November 3, 2009:  4,800,000 shares of Common Stock.


1







EXPLORTEX
ENERGY INC.




TABLE OF
CONTENT




Page NumberPART 1
            FINANCIAL INFORMATION2Item
    1.
            Financial StatementsBalance Sheets
            3Statements of Operations
            4Statements of Stockholders Equity (Deficit)
            5Statements of Cash Flows
            6Notes to Financial Statements
            7-14Item
    2.
            Management’s Discussion and Analysis of Financial
      Condition and Results of Operations
            15PLAN OF OPERATIONS
            16RESULTS OF OPERATION
            16LIQUIDITY AND CAPITAL RESOURCES
            17Item 3
            Quantitative and Qualitative Disclosures about Market
      Risks
            18Item
    4.T.
            Controls and Procedures
            18PART II
            Other Information
            19Item
1.
            Legal Proceedings
            19Item 1A.
            Risk Factors
            19Item
    2.
            Unregistered Sales of Equity Securities and Use of
    Proceeds
            19Item
3.
            Default upon Senior Securities
            19Item
    4.
            Submission of Matters to a Vote of Security Holders
            19Item
5.
            Other Information
            19Item 6.
            Exhibits
            1919SIGNATURE
            
            20


2





Item
1. Financial Information










EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Balance Sheets


(Unaudited)






(Expressed
in U.S. Dollars)




July 31,2009
            
            
            April 30, 2009ASSETS:Current
      assetsCash
      and cash equivalents
            
            $
            -
            
            
            
            944Oil and gas property,
      unproven (Note 3)
            
            
            -
            
            
            
            -Total
      assets
            
            $
            -
            
            
            
            944LIABILITIES:Current
      liabilitiesAccounts
      payable and accrued expenses
            
            $
            43,613
            
            
            
            22,869Bank
      overdraft
            
            
            3,641
            
            
            
            -Related
      party loan (Note 4)
            
            
            30,138
            
            
            
            30,138Total
      current liabilities
            
            
            77,392
            
            
            
            53,007STOCKHOLDERS’
      DEFICITShare
      capitalCommon
      stock, $0.001 par value, 75,000,000 shares authorized, 4,800,000 and
      4,100,000 issued and outstanding at July 31, 2009 and April 30, 2009,
      respectively.
            
            
            4,800
            
            
            
            4,100Common
      stock issuable, 150,000 shares at July 31, 2009 and 700,000 shares at
      April 30, 2009, respectively.
            
            
            150
            
            
            
            700Additional
      paid-in capital
            
            
            179,550
            
            
            
            164,700Deficit
      accumulated during the exploration stage
            
            
            (261,892
            )
            
            
            (221,563
            )Total
      stockholders’ deficit
            
            
            (77,392
            )
            
            
            (52,063
            )Total
      liabilities and stockholders’ deficit
            
            $
            -
            
            
            
            944





The
accompanying notes are an integral part of these financial
statements.


3





EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Statements of
Operations


(Unaudited)








(Expressed
in U.S. Dollars)





Cumulative
              March 25, 2004
              (inception) to
              July
      31, 2009
            
            
            Three
      Months
              Ended
              July
      31, 2009
            
            
            Three
      Months
              Ended
              July
      31, 2008RevenuesOil
      and natural gas sales
            
            $
            1,310
            
            
            $
            52
            
            
            $
            127Interest
      income
            
            
            1161,426
            
            
            
            52
            
            
            
            127Operating
      expensesBank
      charges
            
            
            1,365
            
            
            
            11
            
            
            
            140Management
      fees
            
            
            48,500
            
            
            
            26,000
            
            
            
            4,500Office
      expenses
            
            
            8,997
            
            
            
            1,500
            
            
            
            -Operating
      costs
            
            
            762
            
            
            
            -Professional
      fees
            
            
            132,661
            
            
            
            12,661
            
            
            
            17,273Transfer
      agent and filing fees
            
            
            18,938
            
            
            
            209
            
            
            
            2,485Travel
      and entertainment
            
            
            3,196
            
            
            
            -
            
            
            
            -Impairment of Oil & Gas Properties
            
            
            48,899
            
            
            
            -
            
            
            
            -263,318
            
            
            
            40,381
            
            
            
            24,398Net
      loss
            
            $
            (261,892)
            
            
            $
            (40,329)
            
            
            $
            (24,271)Basic
      and diluted loss per shareNet
      loss per share
            
            
            
            
            
            $
            (0.01)
            
            
            $
            (0.01)
            )Weighted
      average number of common shares outstanding
            
            
            
            
            
            
            4,804,891
            
            
            
            3,716,438




The accompanying notes are an
integral part of these financial statements.


4




EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)
 For
the period from inception (March 25, 2004) to July 31, 2009
 Statements of Stockholders’ Equity
(Deficit)
 (Unaudited)
 
 
 (Expressed
in U.S. Dollars)
  Common Stock
                    
                    
                    Common
      Stk. IssuableShares
                    
                    
                    Amount
                    
                    
                    Shares
                    
                    
                    Amount
                    
                    
                    Additionalpaid-incapital
                    
                    
                    Deficitaccumulatedduringexplorationstage
                    
                    
                    TotalStockholders’equityBalance, March 25,
      2004 (inception)
                    
                    —
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    —
                    
                    
                    —Net
      loss for the period
                    
                    —
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    (2,000
                    )
                    
                    (2,000
                    )Balance, April 30,
      2004
                    
                    —
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    (2,000
                    )
                    
                    (2,000
                    )Stock
      issued at $0.001 per share in May 2004
                    
                    2,000,000
                    
                    
                    2,000
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    —
                    
                    
                    2,000Net
      loss for the period
                    
                    —
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    (269
                    )
                    
                    (269
                    )Balance, April 30,
      2005
                    
                    2,000,000
                    
                    
                    2,000
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    (2,269
                    )
                    
                    (269
                    )Stock
      issued at $0.075 per share in January 2006
                    
                    500,000
                    
                    
                    500
                    
                    
                    
                    
                    
                    
                    
                    
                    37,000
                    
                    
                    —
                    
                    
                    37,500Stock
      issued at $0.075 per share in April 2006
                    
                    500,000
                    
                    
                    500
                    
                    
                    
                    
                    
                    
                    
                    
                    37,000
                    
                    
                    —
                    
                    
                    37,500Net
      loss for the period
                    
                    —
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    (5,220
                    )
                    
                    (5,220
                    )Balance, April 30,
      2006
                    
                    3,000,000
                    
                    
                    3,000
                    
                    
                    
                    
                    
                    
                    
                    
                    74,000
                    
                    
                    (7,489
                    )
                    
                    69,511Stock
      issued at $0.075 per share in May 2006
                    
                    100,000
                    
                    
                    100
                    
                    
                    
                    
                    
                    
                    
                    
                    7,400
                    
                    
                    —
                    
                    
                    7,500Net
      loss for the period
                    
                    —
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    (36,076
                    )
                    
                    (36,076
                    0Balance, April 30,
      2007
                    
                    3,100,000
                    
                    
                    3,100
                    
                    
                    
                    
                    
                    
                    
                    
                    81,400
                    
                    
                    (43,565
                    )
                    
                    40,935Stock
      issued at $0.05 per share in February 2008
                    
                    500,000
                    
                    
                    500
                    
                    
                    
                    
                    
                    
                    
                    
                    24,500
                    
                    
                    —
                    
                    
                    25,000Net
      loss for the period
                    
                    —
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    (53,666
                    )
                    
                    (53,666
                    )Balance, April 30,
      2008
                    
                    
                    
                    
                    3,600,000
                    
                    
                    3,600
                    
                    
                    
                    
                    
                    105,900
                    
                    
                    (97,231
                    )
                    
                    12,269Stock
      issued at $0.05 per share in July 2008
                    
                    500,000
                    
                    
                    500
                    
                    
                    
                    
                    
                    
                    
                    
                    24,500
                    
                    
                    —
                    
                    
                    25,000Stock
      issuable at $0.05 per share in March, 2009
                    
                    
                    
                    
                    
                    
                    
                    700,000
                    
                    
                    700
                    
                    
                    34,300
                    
                    
                    
                    
                    
                    35,000Net
      loss for the period
                    
                    
                    —
                    
                    
                    
                    —
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    —
                    
                    
                    
                    (124,332
                    )
                    
                    
                    (124,332
                    )Balance, April 30,
      2009
                    
                    
                    4,100,000
                    
                    
                    
                    4,100
                    
                    
                    
                    700,000
                    
                    
                    
                    700
                    
                    
                    
                    164,700
                    
                    
                    
                    (221,563
                    )
                    
                    
                    (52,063
                    )Stock
      Issued at $0.05 per share in June, 2009
                    
                    
                    700,000
                    
                    
                    
                    700
                    
                    
                    
                    (700,000
                    
                    
                    
                    (700Stock
      Issuable at $0.05 per share in July, 2009
                    
                    
                    —
                    
                    
                    
                    —
                    
                    
                    
                    150,000
                    
                    
                    
                    150
                    
                    
                    
                    14,850
                    
                    
                    
                    —
                    
                    
                    
                    15,000Net
      loss for the period
                    
                    
                    —
                    
                    
                    
                    —
                    
                    
                    
                    —
                    
                    
                    
                    —
                    
                    
                    
                    —
                    
                    
                    
                    (40,329
                    )
                    
                    
                    (40,329
                    )Balance,
      July 31, 2009
                    
                    
                    4,800,000
                    
                    
                    $
                    4,800
                    
                    
                    
                    150,000
                    
                    
                    $
                    150
                    
                    
                    $
                    179,550
                    
                    
                    $
                    (261,892
                    )
                    
                    $
                    (77,392
                    )
 
 The
accompanying notes are an integral part of these financial
statements


5




EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Statements of
Cash Flows




(Unaudited)








(Expressed
in U.S. Dollars)





Cumulative
              March 25, 2004
              (inception) to
              July
      31, 2009
            
            
            Three
      Months Ended
              July
      31, 2009
            
            
            Three
      Months Ended
              July
      31, 2008Cash
      flows (used in) operating activitiesNet
      loss for the period
            
            $
            (261,892)
            
            
            $
            (40,329)
            
            
            $
            (24,271)Impairment
      of Oil & Gas Properties
            
            
            48,899
            
            
            
            -
            
            
            
            -Common
      stock issuable for consulting services
            
            
            15,000
            
            
            
            15,000Changes in non-cash working capital items:
              -
      accounts payable and accrued expenses
            
            
            43,613
            
            
            
            20,744
            
            
            
            13,168-
      bank overdraft
            
            
            3,641
            
            
            
            3,641
            
            
            
            -Net
      cash used in operating activities
            
            
            (150,739)
            
            
            
            (944)
            
            
            
            (11,103)Cash
      flows used in investing activitiesOil
      and gas properties
            
            
            (48,899
            )
            
            
            -
            
            
            
            --Net
      cash used in investing activities
            
            
            (48,899
            )
            
            
            -
            
            
            
            -Cash
      flows from financing activitiesProceeds
      from issuance of common stock
            
            
            169,500
            
            
            
            -
            
            
            
            25,000Due
      to a related party
            
            
            30,138
            
            
            
            -
            
            
            
            -Net
      cash from financing activities
            
            
            199,638
            
            
            
            -
            
            
            
            25,000Increase
      in cash and cash equivalents
            
            
            -
            
            
            
            -
            
            
            
            13,897Cash and cash
      equivalents, beginning of period
            
            
            -
            
            
            
            944
            
            
            
            5,918Cash and cash
      equivalents, end of period
            
            $
            -
            
            
            $
            -
            
            
            $
            19,815





The
accompanying notes are an integral part of these financial
statements


6


EXPLORTEX
ENERGY INC.


(An exploration stage enterprise)


Notes to Financial Statements


July
31, 2009




(Expressed
in U.S. Dollars)





1. 
Basis of Presentation





a) Organization





Explortex
Energy Inc. (“the Company”) was formed on March 25, 2004 under the laws of
the State of Nevada.  On November 9, 2005, the Company changed its
name from Anacot Technologies to Explortex Energy Inc.





The
Company is in the business of exploring for oil and gas.  Although the
Company currently has minimal revenues from its first producing well, it is
actively seeking properties with existing production which have significant
potential for additional development and production. The Company is confident it
will be able to purchase a property which meets this criterion in the coming
months.





The
recoverability of resource property costs is dependent upon the existence of
economically recoverable reserves, confirmation of the Company’s interest in the
underlying properties, the ability of the Company to obtain necessary financing
to complete the exploration and upon future profitable production.





The
accompanying unaudited interim balance sheet, statements of operations,
statements of stockholder’s equity (deficit) and cash flows reflect all
adjustments, consisting of normal recurring adjustments that are, in the opinion
of managements, necessary for a fair presentation of the financial position of
the Company, at July 31, 2009 and the results of operations, stockholders’
equity (deficit) and cash flows for the interim period ended July 31,
2009.  The accompanying unaudited financial statements have been
prepared in accordance with the instructions from Form 10-Q pursuant to the
rules and regulations of the Securities and Exchange Commission and, therefore,
do not include all information and notes normally provided in audited financial
statements and should be read in conjunction with the Company’s audited
financial statements for the fiscal year ended April 30, 2009.  The
result of operations for the interim periods presented is not necessarily
indicative of the results to be expected for the full year.





b) Going
Concern





The
accompanying financial statements have been prepared in conformity with
generally accepted accounting principles in the United States of America, which
contemplates continuation of the Company as a going concern.  However, the
Company has sustained substantial operating losses in recent years resulting in
a substantial accumulated deficit.  As of July 31, 2009, the Company had a
total of $0 in cash and working capital deficit of $77,392.  These factors
raise substantial doubt about the Company’s ability to continue as a going
concern.  The ability of the Company to meet its commitments as they become
payable is dependent on the ability of the Company to obtain necessary financing
or achieving a profitable level of operations.  To meet these objectives,
the Company plans to seek additional equity and expects to raise funds through
private or public equity investment in order to support existing operations and
expand the range and scope of its business.  There is no assurance that
such additional funds will be available for the Company on acceptable terms, if
at all.  Management believes that actions presently taken to revise the
Company’s operating and financial requirements provide the opportunity for the
Company to continue as a going concern.  The Company’s ability to achieve
these objectives cannot be determined at this time.  There are no
assurances that the Company will be successful in achieving these
goals.





These
conditions raise substantial doubt about the Company’s ability to continue as a
going concern.  These financial statements do not include any adjustments
that might result from this uncertainty. The Company has not generated any
material operating revenues to date.


7
  EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Notes
to Financial Statements


July
31, 2009




(Expressed
in U.S. Dollars)





2. 
Significant Accounting Policies





a) Cash
and Cash Equivalents





Cash
equivalents comprise certain highly liquid instruments with a maturity of three
months or less when purchased.





b) Accounting
Estimates





The
preparation of the financial statements in conformity with generally accepted
accounting principles in the United States of America requires management to
make estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period.  Actual results could
differ from those estimates and assumptions.





c) Concentration
of Credit Risk





The
Company places its cash and cash equivalents with high credit quality financial
institutions.  As of July 31, 2009 the Company had no balance in a bank
beyond insured limits. The Company has limited revenues, which are derived from
one well, in one specific location within a specific geographic region. There is
no guarantee that revenues from this one source can continue with any degree of
certainty, due to fluctuations in price, as well as operating performance of the
well, and its operator.





d) Oil
and Gas Properties





The
Company utilizes the full-cost method of accounting for petroleum and natural
gas properties.  Under this method, the Company capitalizes all costs
associated with acquisition, exploration and development of oil and natural gas
reserves, including leasehold acquisition costs, geological and geophysical
expenditures, lease rentals on undeveloped properties and costs of drilling of
productive and non-productive wells into the full cost pool on a country by
country basis.  As of July 31, 2009 the Company had no properties with
proven reserves.  When the Company obtains proven oil and gas reserves,
capitalized costs, including estimated future costs to develop the reserves
proved and estimated abandonment costs, net of salvage, will be depleted on the
units-of-production method using estimates of proved reserves.




8
 
  EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Notes
to Financial Statements


July
31, 2009


(Expressed
in U.S. Dollars)








The cost
of unproved properties is not depleted until it is determined whether or not
proved reserves can be assigned to the properties.  Until such
determination is made the Company assesses annually whether impairment has
occurred, and includes in the depletable base drilling exploration dry holes
associated with unproved properties. In assessing impairment the Company
considers factors such as historical experience and other data such as primary
lease terms of the property, average holding periods of unproved property, and
geographic and geologic data.  The Company adds the amount of impairment
assessed to the cost to be amortized subject to the ceiling test.  As of
April 30, 2009,  the Company decided it would be prudent to write down
the value of its 1% holding in the Malcolm-Starr well down to zero, due to its
marginal rate of economic production, and the inability of the Company to
establish a reserve value for its holding.





e) Asset
Retirement Obligations





The
Company recognized a liability for future retirement obligations associated with
the Company’s oil and gas properties.  The estimated fair value of the
asset retirement obligation is based on the current cost escalated at an
inflation rate and discounted at a credit adjusted risk-free rate.  This
liability is capitalized as part of the cost of the related asset and amortized
over its useful life.  This liability accretes until the Company settles
the obligation.  At July 31, 2009 the future asset retirement of the
Company related to the Malcolm-Star well is considered immaterial. The Company
will be evaluating its options with respect to its sole current property in
coming months, with one of its options being signing over the well to the
current operator, which would negate any potential impact, albeit small, from
this obligation. The Company has decided to perform a professional valuation of
the current property in the coming months, and at that time, any obligations
associated with keeping this property will be determined with more
detail.





f) Fair
Value of Financial Instruments





The
Company’s financial instruments consist of cash and cash equivalents and
accounts payable and accrued expenses and related party loans.  The
carrying amounts of these financial instruments approximate fair value due to
the short-term nature of these items.  Management is of the opinion that
the Company is not exposed to significant interest, currency or credit risks
arising from these financial instruments.


9





EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Notes
to Financial Statements


July
31 2009




(Expressed
in U.S. Dollars)








g) Income
Taxes





The
Company has adopted Statement of Financial Accounting Standards (SFAS”)
No. 109, “Accounting for Income Taxes”, which requires the Company to
recognize deferred tax liabilities and assets for the expected future tax
consequences of events that have been recognized in the Company’s financial
statements or tax returns using the liability method.  Under this method,
deferred tax liabilities and assets are determined based on the temporary
differences between the financial statements and tax bases of assets and
liabilities using enacted tax rated in effect in the periods in which the
differences are expected to reverse.





In
July 2006, the FASB issued FIN No. 48. This interpretation clarifies
the accounting for uncertainty in income taxes recognized in a company’s
financial statements in accordance with SFAS No. 109. This interpretation
prescribes a recognition threshold and measurement attribute for the financial
statement recognition and measurement of a tax position taken in a tax return.
It also provides guidance on derecognition, classification, interest and
penalties, accounting in interim periods, disclosure and transition. FIN
No. 48 is effective for fiscal years beginning after December 15,
2006. The adoption of this interpretation did not have a material impact on the
Company’s results of operations or financial position. As such, the Company has
not recorded any liabilities for uncertain tax positions or any related interest
and penalties for the past tax year. Since the Company has not filed a tax
return since inception, all tax years remain open to audit.





h) Comprehensive
Income





The
Company adopted SFAS No. 130, “Reporting Comprehensive Income” which
requires such things as the inclusion of foreign currency translation
adjustments to be reported separately in its Statement of Stockholders’ Equity
as part of other comprehensive income.  The Company has no other
comprehensive income for the periods presented.





i) Loss
Per Share





Loss per
share is computed by dividing the net loss attributable to common stockholders
by the weighted average number of common shares outstanding during the
period.  The Company has adopted SFAS No. 128, “Earnings Per
Share”.  Diluted loss per share is equivalent to basic loss per share as
there are no dilutive securities outstanding. Common stock issuable is
considered outstanding as of the date granted for purposes of calculating the
weighted average shares outstanding.








j) Stock-based
Compensation





Prior to
May 1, 2006, the Company accounted for stock-based awards under the
intrinsic value method, which resulted in compensation expense for stock options
to the extent that the exercise prices were set below the fair market price of
the Company’s stock at the date of grant. As of May 1, 2006, the Company
accounts for stock-based awards by the measurement of compensation cost for all
stock-based awards at fair value on the date of grant and recognition of
compensation over the service period for awards expected to vest.  The fair
value of stock options is determined using the Black-Scholes valuation
model.




10
 
  EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Notes
to Financial Statements


July
31, 2009




(Expressed
in U.S. Dollars)








Since the
Company did not issue stock options to its employees during the years ended
April 30, 2009 or 2008,  or the cumulative period ended July 31, 2009,
there is no effect on net loss or earnings per share had the Company applied the
fair value recognition provisions of SFAS No. 123(R) to stock based
employee compensation.  When the Company issues shares of common stock to
employees and others, the shares of common stock are valued based on the market
price at the date of common stock are approved for issuance.





k) New
Accounting Pronouncements





SFAS
No. 166 - In June 2009, the FASB issued SFAS No. 166 “Accounting for Transfers
of Financial Assets” (“SFAS 166”). Statement 166 is a revision to FASB Statement
No. 140,Accounting
for Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities,and will require more
information about transfers of financial assets, including securitization
transactions, and where entities have continuing exposure to the risks related
to transferred financial assets. It eliminates the concept of a “qualifying
special-purpose entity,” changes the requirements for derecognizing financial
assets, and requires additional disclosures.   SFAS 166 enhances
information reported to users of financial statements by providing greater
transparency about transfers of financial assets and an entity’s continuing
involvement in transferred financial assets.  SFAS 166 will be
effective at the start of a reporting entity’s first fiscal year beginning after
November 15, 2009. Early application is not permitted. The Company does not
anticipate the adoption of SFAS 166 will have an impact on its results of
operations or financial position.




SFAS No. 167 - In June 2009,
the FASB issued SFAS No. 167 “Amendments to FASB Interpretation No. 46(R)”
(“SFAS 167”). Statement 167 is a revision to FASB Interpretation No. 46 (Revised
December 2003),Consolidation
of Variable Interest Entities,and changes how a reporting
entity determines when an entity that is insufficiently capitalized or is not
controlled through voting (or similar rights) should be consolidated. The
determination of whether a reporting entity is required to consolidate another
entity is based on, among other things, the other entity’s purpose and design
and the reporting entity’s ability to direct the activities of the other entity
that most significantly impact the other entity’s economic
performance. SFAS 167 will require a reporting entity to provide additional
disclosures about its involvement with variable interest entities and any
significant changes in risk exposure due to that involvement. A reporting entity
will be required to disclose how its involvement with a variable interest entity
affects the reporting entity’s financial statements. SFAS 167 will be effective
at the start of a reporting entity’s first fiscal year beginning after November
15, 2009. Early application is not permitted. The Company is currently
evaluating the impact, if any, of adoption of SFAS 167 on its financial
statements.




SFAS No. 168 - In June 2009,
the FASB issued SFAS No. 168 “The FASB Accounting Standards Codification and the
Hierarchy of Generally Accepted Accounting Principles – A Replacement of FASB
Statement No. 162” (“SFAS 168”). Statement 168 establishes theFASB
Accounting Standards CodificationTM(Codification)
as the single source of authoritative U.S. generally accepted accounting
principles (U.S. GAAP) recognized by the FASB to be applied by nongovernmental
entities. Rules and interpretive releases of the SEC under authority of federal
securities laws are also sources of authoritative U.S. GAAP for SEC registrants.
SFAS 168 and the Codification are effective for financial statements issued for
interim and annual periods ending after September 15, 2009. When effective, the
Codification will supersede all existing non-SEC accounting and reporting
standards. All other nongrandfathered non-SEC accounting literature not included
in the Codification will become nonauthoritative. Following SFAS 168, the FASB
will not issue new standards in the form of Statements, FASB Staff Positions, or
Emerging Issues Task Force Abstracts. Instead, the FASB will issue Accounting
Standards Updates, which will serve only to: (a) update the Codification;
(b) provide background
information about the guidance; and (c) provide the bases for
conclusions on the change(s) in the Codification. The adoption of SFAS 168 will
not have an impact on the Company’s financial statements.


11





EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Notes
to Financial Statements


July
31, 2009




(Expressed
in U.S. Dollars)





3. 
Oil and Gas Property, Unproven





In
December of 2005, the Company entered into a participation agreement with
PB Energy USA Ltd. (“PB”), for the right to participate up to a 25% working
interest in twenty-four wells by paying up to 33%  of the leasing,
drilling, completing and pipeline costs.  The wells were scheduled to
target the Barnett Shale formation and will be located generally in the
Dallas-Fort Worth area of North Texas.





In
May 2006, the Company elected to participate in a 1% working interest in an
exploration well, the Malcolm-Star #1H,  in the Barnett Shale, which
represented 1.33% of the estimated leasing, drilling, completing and pipeline
costs.





The
Company now has a 1% working interest in the well. As of July 31, 2009, $48,899
has been spent on drilling, gathering and tie-in activities. The well did come
in as a marginal natural gas producer, producing an income stream to the Company
of approximately $50 per quarter. The total costs incurred and excluded from
depletion for the Company’s oil and gas properties are summarized as
follows:


12





EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Notes
to Financial Statements


July
31, 2009




(Expressed
in U.S. Dollars)





AccumulatedDrilling and
            
            
            depletion
      andGathering
            
            
            amortization
            
            
            TotalMalcolm-Starr,
      Barnett ShaleYear
      ended April 30, 2009
            
            $
            48,899
            
            
            
            -
            
            
            $
            48,899Three
      months ended July 31, 2009
            
            
            -
            
            
            
            -
            
            
            
            -Total
      oil and gas properties July 31, 2009
            
            $
            48,899
            
            
            
            —
            
            
            $
            48,899





Based on
the status of the Company’s exploration activities, management determined that
the current well be declared impaired, and the Company wrote-off the cost of the
investment as of April 30, 2009.





4. 
Related Party Transactions





On
October 5, 2007, the Company entered into a loan agreement with the former
sole officer and director of the Company, whereby the Company borrowed $30,000
for a six month term expiring April 5, 2008.  The loan is secured
against the assets of the Company.  Pursuant to the loan agreement the
Company had agreed to pay interest at the rate of 1⁄2% per month payable together
with the repayment of the loan on the maturity date.  The holder of the
note, who is no longer affiliated with the Company, has agreed to extend the
note to May 5, 2010, and has agreed to waive any interest not already accrued,
if the note is repaid during calendar year 2009. The Company has not accrued any
additional interest during fiscal year 2009 due to these new loan
provisions.





5. 
Income Taxes





As
of July 31, 2009, the Company has an estimated tax loss carry-forward for tax
purposes of $221,500, if the impairment is deductible, which begins to expire in
2021.  This amount may be applied against future federal taxable income.
The Company evaluates its valuation allowance requirements on an annual basis
based on projected future operations. When circumstances change and this causes
a change in management’s judgment about the realizability of deferred tax
assets, the impact of the change on the valuation allowance is generally
reflected in current income.





The tax
effects of temporary differences that give rise to the company’s deferred tax
asset are as follows:


13


EXPLORTEX
ENERGY INC.


(An
exploration stage enterprise)


Notes
to Financial Statements


July
31, 2009




(Expressed
in U.S. Dollars)








Three
      months ended July 31,
            
            2009
            
            
            2008Loss
      Carry forwards
            
            $
            77,500
            
            
            $
            18,246Valuation
      Allowances
            
            
            (77,500
            )
            
            
            (18,246
            )$
            —
            
            
            $
            —





6. 
Subsequent Events





Management
has considered subsequent events through November 3, 2009, the date these
financial statements were issued, and determined there have been no reportable
events.





14
  ITEM
2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS





The
information contained in Item 2 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. Actual results may
materially differ from those projected in the forward-looking statements as a
result of certain risks and uncertainties set forth in this report. Although
management believes that the assumptions made and expectations reflected in the
forward-looking statements are reasonable, there is no assurance that the
underlying assumptions will, in fact, prove to be correct or that actual results
will not be different from expectations expressed in this report.





Plan
of Operation





Overview





We are a
natural resource exploration stage company engaged in the participation in the
drilling of oil and gas properties in the United States.





On
December 1, 2005, we entered into a non-exclusive participation agreement
(the “PB Energy Participation Agreement”) with PB Energy USA Ltd. (“PB
Energy”).  PB Energy has the right to participate in certain wells to be
drilled by Star of Texas Energy Services, Inc. (“Star of Texas Energy
Services”).  Star of Texas Energy Services has arranged with land owners
and leaseholders for the rights to drill exploration wells targeting the Barnett
Shale formation in North Texas and has proposed to drill, as operator, one
exploration well a month for twenty-four months.   As operator, Star
of Texas Energy Services retains a 25% working interest in each well that is to
be drilled by it as operator.  These rights are defined in the
participation agreement to be entered into for each individual well drilled by
Star of Texas Energy Services. Star of Texas Energy Services has the right to
assign part or all of its 25% working interest to third parties.





The PB
Energy Participation Agreement gives us the right, but not the obligation, to
participate up to a maximum 25% working interest, subject to availability, in
each exploration well to be drilled by Star of Texas Energy Services.  In
order to purchase each 1% working interest in a well, we are required to pay a
project payment of approximately $35,000 per 1% working participation
interest.  This amount is based on an estimated gross cost for the
horizontal drilling and completion attempt per well of $2,700,000 and the
requirement under the individual well participation agreement that the 75%
working interest participants are obligated to pay 100% of the actual drilling
and completion costs.  In aggregate, we have the option to acquire up to a
25% working interest in each well by paying up to 33.33% of all costs and
expenses incurred for the joint account under the operating agreement respecting
the drilling and completion of each well.





In
May 2006, we elected to participate in our first exploration well with Star
of Texas Energy Services pursuant to the PB Energy Participation Agreement. To
date, we have made cash call payments of $48,899 for a 1% working interest in
the Malcolm-Star #1H natural gas horizontal well (“Malcolm-Star”). Based on our
1% working interest, we were obliged to pay for 1.333% of the costs for drilling
and completion of the well, but we’ll only be entitled to receive a 1% revenue
interest in the well.





The
Malcolm-Star prospect consists of 211.8 acres in Wise County, Texas, a core gas
area of the Barnett Shale play of North Texas. Star of Texas Energy Services has
access to seismic geological data, which shows the area to be favorable for the
drilling of a horizontal well. Star of Texas Energy Services commenced drilling
the Malcolm-Star well on May 22, 2006. The well was drilled to a depth of
10,500 feet to test the Barnett Shale formation, which was approximately 2,000
feet farther than expected. At April 30, 2008, the company had paid Star of
Texas Energy Services approximately $48,899 on the drilling, completion and
tie-in of the well.  Star of Texas Energy Services has advised the Company,
that, after the well was subjected to a fracture stimulation program, it began
producing natural gas at a marginal rate of production, producing net income to
Explortex of less than $40 per month.




With
respect to this prospect, the company was informed in April that as a
working interest owner on this prospect, it had been named as a 3rd party
defendant in litigation between the operator of the well, Star of Texas Energy
Services, and the driller, Kal Drilling. All legal costs have been covered by
Star of Texas, and Explortex has been informed that its only potential
liability would be in being forced to relinquish its 1% working interest in the
well. This well is not deemed material to the future prospects of the company,
as prospects now being considered are considerably larger in scope, and are
outside of this geographic area.





The
Company has been actively seeking producing oil properties, particularly ones
with exploitation, or low-risk development potential. The Company believes
current market conditions have created numerous opportunities in this area, and
feels confident that it will successfully find an opportunity that fits its
criteria in the coming month.  Given gas prices during the period
through April 30, 2009, the Company believed the current value of its 1% holding
was overstated on the balance sheet. Although the well is producing, the
additional costs for audit, legal and monitoring of the well, made carrying the
full-cost value of the well impractical. The Company decided that it would be
prudent to write-off its investment in the Malcolm-Starr well as of April 30,
2009 in order to save future audit and legal costs, while leaving more time for
management to monitor the much larger transactions that they are contemplating.
This was a non-cash charge, and did not affect revenue, until management
decides, for legal reasons, to turn ownership of the well over to the current
operator. This scenario would also have minimal impact on the anticipated future
revenue of the Company.





15





PLAN
OF OPERATIONS





Our plan
of operations for the next twelve months is to complete the following objectives
within the time periods specified, subject to our obtaining the funding
necessary for continued exploration:





1.Identify oil or gas producing prospects, or exploratory prospects, with
exceptional risk/reward characteristics in the current environment. We will pay
particular attention to prospects with proven production potential, where the
working interest owner or operator is capital-constrained.





2.We intend to evaluate future participation in working interests in
further Barnett Shale exploration wells, as proposed under the PB Energy
Participation Agreement. It is unlikely we would proceed with a further 1%
working interest in a Barnett Shale well, as evaluated by Star of Texas Energy
Services, subject to us having sufficient financing. We expect the costs of the
1% working interest in the well to be approximately $45,000. We anticipate that
we will have to raise additional funding in order to participate in new
exploration wells.





3.We anticipate spending approximately $6,000 in ongoing general and
administrative expenses per month for the next twelve months, for a total
anticipated expenditure of $72,000 over the next twelve months. The general and
administrative expenses will consist primarily of professional fees for the
audit and legal work relating to our regulatory filings throughout the year, as
well as transfer agent fees and general office expenses.





As of
July 31, 2009, we had no cash reserves and a working capital deficit of
$77,392.  On July 25, 2008, the company sold 500,000 shares of its common
stock at $0.05, for total proceeds of $25,000. Subsequent to this, on March 17,
2009, the company sold an additional 700,000 shares at $.05, for a total of
$35,000. The company feels it will need to raise additional funds to fund
operations over the next twelve months.





During
the twelve-month period, we may or may not generate any revenue dependent on the
success of our 1% working interest in the Malcolm-Star well. Accordingly, we
will be required to obtain additional financing in order to continue our plan of
operations.  We believe that debt financing will likely not be an
alternative for funding additional exploration wells, as we do not have tangible
assets to secure any debt financing. We anticipate that additional funding will
be in the form of equity financing from the sale of our common stock. However,
we do not have any financing arranged and we cannot provide investors with any
assurance that we will be able to raise sufficient funding from the sale of our
common stock to fund participation in additional exploration wells.  In the
absence of such financing, we will not be able to continue exploration and our
business plan will fail.  Even if we are successful in obtaining equity
financing to fund additional exploration wells, there is no assurance that we
will obtain the funding necessary to pursue any further exploration or have the
funds to complete future wells.  If we do not continue to obtain additional
financing, we will not be able to continue with our exploration
plan.





We
anticipate raising additional funding over the next several months in order to
close the working capital deficit, as well as to provide funding for the
acquisition of additional properties.  We anticipate that these additional
funds, when obtained, will be sufficient to enable us to pay for our general and
administrative expenses for the next twelve months. However, our ability to
participate in further exploration wells will be subject to us obtaining
additional financing as these expenditures will exceed our cash and working
capital reserves. We are currently evaluating several prospects in the energy
area, any one of which will require significant additional funding. We hope to
have our next prospect selected and funded by the end of calendar year 2009,
although there is no assurance as yet that this goal will ultimately be met in
that time frame.





RESULTS
OF OPERATIONS





Revenues





We have
had minimal operating revenues since our inception on March 25, 2004
through to the quarter ended July 31, 2009.  The Company has been actively
seeking to acquire oil and gas prospects with existing production, and the
potential for increased revenues through additional development. The Company
feels confident it will be able to acquire such properties. As part of their
ongoing review, the Company decide it would be prudent to write-off their
investment in the Malcolm-Starr well as an impairment expense as of April 30,
2009, due to its marginal rate of production, limited ability to have assigned
reserves, and high legal and audit expense.




16





General
and Administrative Expenses





Our
general and administrative expenses for the quarters ended July 31, 2009 and
2008 are summarized below:





Quarter
      ended
              July
      31, 2009
            
            
            Quarter
      ended
              July
      31, 2008General
      and administrative expensesBank
      charges
            
            $
            11
            
            
            $
            140Operating
      expenses
            
            
            -
            
            
            
            -Office
      expenses
            
            
            1,500
            
            
            
            -Professional
      fees
            
            
            12,661
            
            
            
            17,273Transfer
      agent and filing fees
            
            
            209
            
            
            
            2,485Travel
      and entertainment
            
            
            -
            
            
            
            -Management
      fees
            
            
            26,000
            
            
            
            4,500Total
      general and administrative expenses
            
            $
            40,381
            
            
            $
            24,398





Professional
fees of $12,661 incurred during the quarter ended July 31, 2009 related to the
expenses associated with being a reporting company under the Securities Exchange
Act of 1934.





Transfer
agent and filing fees of $209 incurred during the quarter ended July 31, 2009
represent amounts paid to keep our corporation in good standing with State
regulators and with the establishment of our transfer agent.





Management
fees of $26,000 incurred during the quarter ended July 31, 2009 related to
services rendered by the company’s management consultant.





LIQUIDITY
AND CAPITAL RESOURCES





We had no
cash and a working capital deficit of $77,392 at July 31, 2009, compared to cash
of $19,815 and a working capital deficit of $35,901 at July 31, 2008.





Cash
Used in Operating Activities





Cash used
in operating activities was $944 for the quarter ended July 31, 2009, compared
with cash used in operating activities of $11,103 for the quarter ended July 31,
2008.  We anticipate that cash used in operating activities will increase
during the next year, as discussed under “Plan of Operations”.





Cash
Used in Investing Activities





Cash was
not used in investing activities for the quarter ended July 31, 2009, nor was
cash used in investing activities for the quarter ended July 31,
2008.





Cash
from Financing Activities





We have
funded our business to date primarily from sales of our common stock. From our
inception, on March 25, 2004, to July 31, 2009, we have raised a total of
$169,500 from private offerings of our securities. There were no gross proceeds
from the sale of shares of our common stock during the quarter ended July 31,
2009, compared to $25,000 in such proceeds for the quarter ended July 31,
2008.





There are
no assurances that we will be able to achieve further sales of our common stock
or any other form of additional financing. If we are unable to achieve the
financing necessary to continue our plan of operations, then we will not be able
to continue our exploration of additional wells and our venture will
fail.





Going
Concern





We have
not attained profitable operations and are dependent upon obtaining financing to
pursue any extensive exploration activities. For these reasons our auditors
stated in their report dated July 27, 2009 that they have substantial doubt we
will be able to continue as a going concern.





17





Future
Financings





We
anticipate continuing to rely on equity sales of our common shares in order to
continue to fund our business operations. Issuances of additional shares will
result in dilution to our existing shareholders. There is no assurance that we
will achieve any additional sales of our equity securities or arrange for debt
or other financing to fund our planned exploration activities.





Critical
Accounting Policies





Investment
in Oil and Gas Properties





We
utilize the full cost method to account for our investment in oil and gas
properties. Accordingly, all costs associated with acquisition and exploration
of oil and gas reserves, including such costs as leasehold acquisition costs,
interest costs relating to unproved properties, geological expenditures and
direct internal costs are capitalized into the full cost pool. As of July 31,
2009, we had no proven oil and gas properties. When we obtain proven oil and gas
reserves, capitalized costs, including estimated future costs to develop the
reserves and estimated abandonment costs, net of salvage, will be depleted on
the units-of-production method using estimates of proved reserves. Investments
in unproved properties and major development projects including capitalized
interest, if any, are not amortized until proved reserves associated with the
projects can be determined. If the future exploration of unproved properties is
determined uneconomical, the amounts of such properties are added to the
capitalized cost to be amortized.





For
unproven properties, we exclude from capitalized costs subject to depletion, all
costs directly associated with the acquisition and evaluation of the unproved
property until it is determined whether or not proved reserves can be assigned
to the property. Until such a determination is made, we assess the property at
least annually to ascertain whether impairment has occurred. In assessing
impairment we consider factors such as historical experience and other data such
as primary lease terms of the property, average holding periods of unproved
property, and geographic and geologic data. The Company decided that based on
its marginal rate of production, the low dollar value of that production, and
the inability of the Company to get a professional reserve report, which would
assign a reserve value to its current 1% holding in the Malcolm-Starr well, it
was prudent to write down the value of its investment to zero as of April 30,
2009 defining the well as impaired.





Off-Balance Sheet
Arrangements





We do not
have any off-balance sheet arrangements, financings, or other relationships with
unconsolidated entities or other persons, also known as “special purpose
entities” (SPEs).





Item
3.  Quantitative and Qualitative Disclosures about Market Risk





The
Company is subject to certain market risks, including changes in interest rates
and currency exchange rates.  The Company does not undertake any specific
actions to limit those exposures.





Item
4.T.  Controls and Procedures





a)
  Evaluation of
Disclosure Controls. Pursuant to Rule 13a-15(b) under the Securities
Exchange Act of 1934 (“Exchange Act”), the Company carried out an evaluation,
with the participation of the Company’s management, including the Company’s
Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”) (the
Company’s principal financial and accounting officer), of the effectiveness of
the Company’s disclosure controls and procedures (as defined under Rule
13a-15(e) under the Exchange Act) as of the end of the period covered by
this report. Based upon that evaluation, the Company’s CEO and CFO concluded
that the Company’s disclosure controls and procedures are not effective to
ensure that information required to be disclosed by the Company in the reports
that the Company files or submits under the Exchange Act, is recorded,
processed, summarized and reported, within the time periods specified in the
SEC’s rules and forms, and that such information is accumulated and communicated
to the Company’s management, including the Company’s CEO and CFO, as
appropriate, to allow timely decisions regarding required
disclosure.





(b)
  Changes in
internal control over financial reporting. There have been no changes in
our internal control over financial reporting that occurred during the last
fiscal quarter that has materially affected, or is reasonably likely to
materially affect, our internal control over financial reporting.





18





PART
II - OTHER INFORMATION





Item
1.      Legal Proceedings.





We are
currently not involved in any litigation that we believe could have a material
adverse effect on our financial condition or results of operations. There is no
action, suit, proceeding, inquiry or investigation before or by any court,
public board, government agency, self-regulatory organization or body pending
or, to the knowledge of the executive officers of our company or any of our
subsidiaries, threatened against or affecting our company, our common stock, any
of our subsidiaries or of our companies or our subsidiaries’ officers or
directors in their capacities as such, in which an adverse decision could have a
material adverse effect.





Item
1A.   Risk Factors.





None





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





None.





Item
3.      Defaults Upon Senior Securities.





None.





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





None.





Item
5.     Other Information.





None





Item
6.      Exhibits and Reports of Form 8-K.





(a)             
Exhibits





31.1 Certifications pursuant to Section 302 of Sarbanes Oxley Act of
2002





32.1 Certifications pursuant to Section 906 of Sarbanes Oxley Act of
2002





(b)            
Reports of Form 8-K





None.





19








SIGNATURES





Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.





EXPLORTEX
      ENERGY INC.Date:
      November 3, 2009
            By:
            /s/ Steven
      KurlanderSteven
      KurlanderChief
      Executive Officer
              and
      Chief Financial Officer








20