UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 Washington,
D.C. 20549
  FORM
10-Q
  (Mark One)
 [X]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
 For the
quarterly period ended  August
31, 2008
 or
 [  ]
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
 For the
transition period from to
 Commission
File Number:  000-52218
 
 STRIKER ENERGY
CORP.
 (Exact
name of registrant as specified in its charter)
 
 Nevada
              20-2590810(State
      or other jurisdiction of incorporation or organization)
              (I.R.S.
      Employer Identification No.)
 
 901 – 360 Bay Street,
Toronto, ON, Canada   M5H 2V6
 (Address
of principal executive offices) (Zip Code)
 
 Registrant's
telephone number, including area code: (416) 489-0093
 
 1305 - 12 Ave West, Suite
1402, Vancouver, BC, Canada V6H 1M3
 Former
Name, Address and Fiscal Year, 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 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
[  ]
 
 Indicate
by check mark 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
              [  ]
              
              Accelerated
      filer
              [  ]Non-accelerated
      filer
              [  ]
              (Do
      not check if a smaller 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 Exchange Act). Yes [X] No
[  ]
 
 APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY P ROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
  Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Sections 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 [  ]
 APPLICABLE
ONLY TO CORPORATE ISSUERS
 
 Indicate
the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date:  20,006,000 shares of common stock
issued and outstanding as of October 15, 2008.   1





TABLE
      OF CONTENTSPage
      No.PART
      I - FINANCIAL INFORMATION
              3ITEM
      1. FINANCIAL STATEMENTS
              3ITEM
      2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
      OF OPERATIONS
              21Forward
      Looking Statements
              21Corporate
      Overview
              22Anticipated
      Cash Requirements
              23Results
      of Operations
              23Plan
      of Operation/Projected Milestones
              24Off-Balance
      Sheet Arrangements
              24ITEM
      3. QUANTITATIVE AND QUALITATIVE DISCLOSURES OF MARKET RISK
              24ITEM
      4. CONTROLS AND PROCEDURES
              25PART
      II - OTHER INFORMATION
              26ITEM
      1. LEGAL PROCEEDINGS
              26ITEM
      1A. RISK FACTORS
              26Risks
      Relating To Our Business and the Oil and Gas Industry
              26Risks
      Relating to Our Common Stock
              31Risks
      Related to Our Company
              33ITEM
      2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
    PROCEEDS
              33ITEM
      3. DEFAULTS UPON SENIOR SECURITIES
              33ITEM
      4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
              33ITEM
      5. OTHER INFORMATION
              33ITEM
      6. EXHIBITS AND REPORTS ON FORM 8-K
              34SIGNATURES
              34












2







PART
I - FINANCIAL INFORMATION






ITEM
1. FINANCIAL STATEMENTS






The
financial statements for Striker Energy Corp. (the "Company") included herein
are unaudited but reflect, in management's opinion, all adjustments, consisting
only of normal recurring adjustments, that are necessary for a fair presentation
of the Company's financial position and the results of its operations for the
interim periods presented. Because of the nature of the Company's business, the
results of operations for the three and six months ended August 31, 2008 are not
necessarily indicative of the results that may be expected for the full fiscal
year.  The financial statements included herein should be read in
conjunction with the audited financial statements and notes for the year ended
February 29, 2008, included in the Company’s annual report on Form 10-KSB, which
can be found on the SEC’s website at www.sec.gov under SEC
File Number 0-52218.




































































3
 -  -







































Striker
Energy Corp.


(An
Exploration Stage Company)





Financial
Statements


(Expressed
in U.S. Dollars)


(Unaudited)


31 August
2008





































4


Striker
Energy Corp.


(An
Exploration Stage Company)


Balance
Sheets


(Expressed
in U.S. Dollars)


(Unaudited)


As
      at 31 August 2008
              
              As
      at 29 February 2008
                (Audited)$
              
              $AssetsCurrentCash
      and cash equivalents
              
              222
              
              252LiabilitiesCurrentAccounts
      payable and accrued liabilities (Note 5)
              
              24,707
              
              22,436Due
      to related parties (Note 6)
              
              39,047
              
              33,92463,754
              
              56,360Stockholders’
      deficiencyCapital stock (Note 8)Authorized150,000,000
      common shares, par value $0.0001Issued
      and outstanding31
      August 2008 – 20,006,000 common shares,par value
      $0.0001
              
              2,006
              
              2,00629
      February 2008 – 20,006,000 common shares, par
      value  $0.0001Additional
      paid-in capital
              
              86,624
              
              79,424Deficit,
      accumulated during the exploration stage
              
              (152,162)
              
              (137,538)(63,532)
              
              (56,108)222
              
              252
 
 Nature and Continuance of Operations(Note 1) and Subsequent Event (Note
11)


On
behalf of the Board:




/ s/ Joseph Carusone,Director





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





5


Striker
Energy Corp.


(An
Exploration Stage Company)


Statements
of Operations


(Expressed
in U.S. Dollars)


(Unaudited)










For
      the period
              from
      the date of inception on
              18
      March 2005 to
              31
      August 2008
            
            For
      the
              three
      month
              period
      ended
              31
      August 2008
            
            For
      the
              three
      month
              period
      ended
              31
      August 2007
            
            For
      the
              six
      month
              period
      ended
              31
      August 2008
            For
      the
              six
      month
              period
      ended
              31
      August 2007$
            
            $
            
            $
            
            $
            
            $ExpensesBank
      charges and interest
            
            701
            
            18
            
            65
            
            35
            
            101Consulting
      fees
            
            10,176
            
            -
            
            1,200
            
            -
            
            -Mineral
      property expenditures
            
            15,124
            
            -
            
            -
            
            -
            
            -Filing
      fees
            
            4,850
            
            -
            
            -
            
            1,000
            
            1,400Legal
      and accounting fees
            
            66,150
            
            5,709
            
            8,126
            
            9,532
            
            10,665Licenses
      and permits
            
            7,430
            
            -
            
            2,300
            
            125
            
            2,650Management
      fees (Notes 7, 8 and 10)
            
            27,000
            
            3,000
            
            3,000
            
            6,000
            
            6,000Office
      expenses
            
            274
            
            23
            
            -
            
            145
            
            61Rent
      (Notes 7, 8 and 10)
            
            6,600
            
            600
            
            600
            
            1,200
            
            1,200Transfer
      agent fees
            
            7,018
            
            675
            
            600
            
            1,587
            
            955Web
      site development
            
            1,839
            
            -
            
            -
            
            -
            
            119Recovery
      from mineral property acquisition costs
              (Notes
      4 and 10)
            
            (5,000)
            
            (5,000)
            
            -
            
            (5,000)
            
            -Write
      down of mineral property acquisition costs
              (Note
      4)
            
            10,000
            
            -
            
            -
            
            -
            
            -Net
      loss for the period
            
            (152,162)
            
            (5,025)
            
            (15,891)
            
            (14,624)
            
            (23,151)Basic
      and diluted loss per common share
            
            
            
            (0.001)
            
            (0.001)
            
            (0.001)
            
            (0.001)Weighted
      average number of common shares used in per share
    calculations
            
            
            
            20,006,000
            
            20,006,000
            
            20,006,000
            
            20,006,000













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








6


Striker
Energy Corp.


(An
Exploration Stage Company)


Statements
of Cash Flows


(Expressed
in U.S. Dollars)


(Unaudited)
  For
      the period from the date of inception on 18 March 2005 to 31 August
      2008
                For
      the three month period ended 31 August 2008
                For
      the three month period ended 31 August 2007
                
                For
      the six  month period ended 31 August 2008
                
                For
      the six month period ended 31 August 2007$
                
                $
                
                $
                
                $
                
                $Cash
      flows from operating activitiesNet
      loss for the period
                
                (152,162)
                
                (5,025)
                
                (15,891)
                
                (14,624)
                
                (23,151)Adjustments
      to reconcile loss to net cash used by operating activitiesContributions
      to capital by related party – expenses (Notes 7, 8 and 10)
                
                33,600
                
                3,600
                
                3,600
                
                7,200
                
                7,200Common
      shares issued for services (Notes 8 and 10)
                
                30
                
                -
                
                
                
                -
                
                -Recovery
      from mineral property acquisition cost (Notes 4 and 10)
                
                (5,000)
                
                (5,000)
                
                -
                
                (5,000)
                
                -Write
      down of mineral property acquisition costs  (Note
    4)
                
                10,000
                
                -
                
                -
                
                -
                
                -Increase
      (decrease) in accounts payable and accrued liabilities
                
                24,707
                
                4,330
                
                975
                
                7,271
                
                (9,665)(88,825)
                
                (2,095)
                
                (11,316)
                
                (5,153)
                
                (25,616)Cash
      flows from financing activitiesIncrease
      in due to related party (Notes 6 and 7)
                
                39,047
                
                2,077
                
                2,200
                
                5,123
                
                2,200Common
      shares returned to treasury (Notes 8 and 10)
                
                (5,000)
                
                -
                
                -
                
                -
                
                (5,000)Common
      shares issued for cash (Notes 8 and 10)
                
                60,000
                
                -
                
                -
                
                -
                
                5,00094,047
                
                2,077
                
                2,200
                
                5,123
                
                2,200Cash
      flows from investing activitiesAcquisition
      of mineral property interest (Note 4)
                
                (5,000)
                
                -
                
                -
                
                -
                
                -Increase
      (decrease) in cash and cash equivalents
                
                222
                
                (18)
                
                (9,116)
                
                (30)
                
                (23,416)Cash
      and cash equivalents, beginning of period
                
                -
                
                240
                
                10,068
                
                252
                
                24,368Cash
      and cash equivalents, end of period
                
                222
                
                222
                
                952
                
                222
                
                952
 
 Supplemental Disclosures with Respect
to Cash Flows (Note 10)


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


7


Striker
Energy Corp.


(An
Exploration Stage Company)


Statements
of Changes in Stockholders’ Deficiency


(Expressed
in U.S. Dollars)


(Unaudited)
  Number
      of shares issued
                Capital
      stock
                Additional
      paid-in capital
                Deficit,
      accumulated during the exploration stage
                Total
      stockholders’ deficiency$
                
                $
                
                $
                
                $Balance
      at 18 March 2005 (inception)Restricted
      common shares issued for cash ($0.0005 per share) – September 2005 (Note
      8)
                
                10,000,000
                
                1,000
                
                4,000
                
                -
                
                5,000Contributions
      to capital by related party (Notes 7, 8 and 10)
                
                -
                
                -
                
                600
                
                -
                
                600Net loss for the
      period
                
                -
                
                -
                
                -
                
                (21,237)
                
                (21,237)Balance
      at 28 February 2006
                
                10,000,000
                
                1,000
                
                4,600
                
                (21,237)
                
                (15,637)Common
      shares issued for cash ($0.005 per share) – May 2006 (Note
    8)
                
                10,000,000
                
                1,000
                
                49,000
                
                -
                
                50,000Common
      shares issued for services ($0.005 per share) – August 2006 (Notes 7, 8
      and 10)
                
                6,000
                
                6
                
                24
                
                -
                
                30Contributions
      to capital by related parties – expenses (Notes 7, 8 and
    10)
                
                -
                
                -
                
                11,400
                
                -
                
                11,400Net
      loss for the year
                
                -
                
                -
                
                -
                
                (50,890)
                
                (50,890)Balance
      at 28 February 2007
                
                20,006,000
                
                2,006
                
                65,024
                
                (72,127)
                
                (5,097)Contributions
      to capital by related parties – expenses (Notes 7, 8 and
    10)
                
                -
                
                -
                
                14,400
                
                -
                
                14,400Common
      shares returned to treasury and cancelled for cash ($0.005 per share) –
      April 2007 (Notes 8 and 10)
                
                (1,000,000)
                
                (100)
                
                (4,900)
                
                -
                
                (5,000)Common
      shares issued for cash ($0.005 per share) – May 2007 (Notes 8 and
      10)
                
                1,000,000
                
                100
                
                4,900
                
                -
                
                5,000Net
      loss for the year
                
                -
                
                -
                
                -
                
                (65,411)
                
                (65,411)Balance
      at 29 February 2008
                
                20,006,000
                
                2,006
                
                79,424
                
                (137,538)
                
                (56,108)Contributions
      to capital by related parties – expenses (Notes 7, 8 and
    10)
                
                -
                
                -
                
                7,200
                
                -
                
                7,200Net
      loss for the period
                
                -
                
                -
                
                -
                
                (14,624)
                
                (14,624)Balance
      at 31 August 2008
                
                20,006,000
                
                2,006
                
                86,624
                
                (152,162)
                
                (63,532)




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




8
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008


1.
            Nature
      and Continuance of Operations




Striker
Energy Corp. (the “Company”) was incorporated under the laws of the State of
Nevada on 18 March 2005 and the Company intended to engage in the acquisition
and exploration of mineral properties.  On
28 September   2005, the Company entered into a mineral property
option agreement with an unrelated third party (the “Seller”), wherein the
Company would acquire 50% of the rights, title and interests in and to the
Bald Mountain Claims in Nevada.  Early in the summer of 2008, the
Company abandoned its efforts to acquire the Bald Mountain Claims with a notice
to the Seller.  The Company has transitioned it business from mineral
property exploration to oil and natural gas exploration and is currently
searching for oil and gas exploration opportunities.




The
Company is an exploration stage company, as defined in Financial Accounting
Standards Board (“FASB”) Statement of Financial Accounting Standards (“SFAS”)
No. 7 “Accounting and Reporting by Development Stage Enterprises”, and Industry
Guide 7 of the Securities Exchange Commission Industry Guide.  The
Company is devoting all of its present efforts in securing and establishing a
new business, and its planned principle operations have not commenced, and,
accordingly, no revenue has been derived during the organization
period.




The
Company’s financial statements as at 31 August 2008 and for the six month period
ended 31 August 2008 have been prepared on a going concern basis, which
contemplates the realization of assets and the settlement of liabilities and
commitments in the normal course of business.  The Company has a loss
of approximately $14,624 for the six month period ended 31 August 2008 (31
August 2007 – $23,151) and has working capital deficit at 31 August 2008 of
$63,532 (29 February 2008 – working capital deficit of $56,108).




Effective
12 September 2008, the Company completed a forward stock split by the issuance
of two new common shares for each one outstanding common share of the
Company.  Unless otherwise noted, all references herein to number of
shares, price per share or weighted average number of shares outstanding have
been adjusted to reflect this stock split on retroactive basis (Notes 8 and
11).




Management
cannot provide assurance that the Company will ultimately achieve profitable
operations or become cash flow positive, or raise additional debt and/or equity
capital.  As at 31 August 2008, the Company’s assets only consisted of
cash in the amount of $222.  Management believes that the Company’s
capital resources are not adequate to continue operating and maintaining its
business strategy for the fiscal year ending 28 February
2009.  Because the Company does not have any assets or revenue from
operations, it does not believe it will be able to raise capital from
traditional lending sources.  Although the Company has historically
raised capital from sales of equity, there is no assurance that it will be able
to continue to do so.  If the Company is unable to raise additional
capital in the near future, due to the Company’s liquidity problems, management
expects that the Company will need to curtail or cease operations. These
financial statements do not include any adjustments related to the
recoverability and classification of assets or the amounts and
classification of liabilities that might be necessary should the Company be
unable to continue as a going concern.





9


Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August
2008










As at 31
August 2008 the Company was not currently fully engaged in an operating business
and expects to incur exploration stage operating losses for the next year to
eighteen months.  It intends to rely on officers and directors to
perform essential functions with minimal compensation until a business operation
can be fully commenced.  Management believes the Company will be able
to raise sufficient capital to implement its business plan, and thus will
continue as a going concern during this period while its plans are
implemented.







2.
            Change in Accounting
      Policy





Effective
1 March 2007, the Company adopted, on a retroactive basis, the provisions of
FASB EITF 04-2 “Whether
Mineral Rights are Tangible or Intangible Assets”.  EITF 04-2
establishes mineral rights as tangible assets, whereby the aggregate carrying
amount of such mineral rights should be reported as a separate component of
property, plant, and equipment.  The retroactive impacts of adopting EITF
04-2 had no impact on net loss or earnings per share for the year ended 28
February 2007 and for the period from the date of inception on 18 March 2005 to
28 February 2006.







3.
            Significant
      Accounting Policies





The following is a summary of significant accounting
policies used in the preparation of these financial statements.







Basis
of presentation




The
accounting and reporting policies of the Company conform to accounting
principles generally accepted in the United States of America applicable to
exploration stage enterprises.  The functional currency is the
U.S. dollar,
and the financial statements are presented in U.S. dollars.







Cash and cash equivalents





Cash and
cash equivalents include highly liquid investments with original maturities of
three months or less.







Financial
instruments





The
Company’s financial instruments consist of cash and cash equivalents, accounts
payable and accrued liabilities and amounts due to related parties. Unless
otherwise noted, it is management’s opinion that this Company is not exposed to
significant interest or credit risks rising from these financial instruments.
The fair values of these financial instruments approximate their carrying
values, unless otherwise noted.










10
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008







Oil
and gas property
  The
Company follows the successful efforts method of accounting for its natural gas
and oil activities. Under the successful efforts method, lease acquisition costs
and all development costs are capitalized. Unproved properties are reviewed
quarterly to determine if there has been impairment of the carrying value, and
any such impairment is charged to expense in the period. Exploratory drilling
costs are capitalized until the results are determined. If proved reserves
are not discovered, the exploratory drilling costs are expensed. Other
exploratory costs, such as seismic costs and other geological and geophysical
expenses, are expensed as incurred. The provision for depreciation,
depletion and amortization is based on the capitalized costs as determined
above. Depreciation, depletion and amortization is on a cost center by cost
center basis using the unit of production method, with lease acquisition costs
amortized over total proved reserves and other costs amortized over proved
developed reserves.




When
circumstances indicate that proved properties may be impaired, the Company
compares expected undiscounted future cash flows on a cost center basis to the
unamortized capitalized cost of the asset. If the future undiscounted
cash flows, based on the Company’s estimate of future natural gas and oil prices
and operating costs and anticipated production from proved reserves, are lower
than the unamortized capitalized cost, then the capitalized
cost is reduced to fair market value.





The
Company amortizes and impairs natural gas and oil properties on a field-by-field
cost center basis. Management believes this policy provides greater
comparability with other successful efforts natural gas and oil companies by
conforming to predominant industry practice. In addition, the field level is
consistent with the Company’s operational and strategic assessment of its
natural gas and oil investments.





The
Company is in the process of acquiring an oil and gas property and has no
property at this time.






Mineral
property costs





The
Company was primarily engaged in the acquisition, exploration and development of
mineral properties.





Mineral
property acquisition costs are initially capitalized as tangible assets when
purchased.  At the end of each fiscal quarter end, the Company
assesses the carrying costs for impairment.  If proven and probable
reserves are established for a property and it has been determined that a
mineral property can be economically developed, costs will be amortized using
the units-of-production method over the estimated life of the probable
reserve.





Mineral
property exploration costs are expensed as incurred.












11
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008




Estimated
future removal and site restoration costs, when determinable are provided over
the life of proven reserves on a units-of-production basis.  Costs,
which include production equipment removal and environmental remediation, are
estimated each period by management based on current regulations, actual
expenses incurred, and technology and industry standards.  Any charge
is included in exploration expense or the provision for depletion and
depreciation during the period and the actual restoration expenditures are
charged to the accumulated provision amounts as incurred.






Reclamation
costs


The
Company’s policy for recording reclamation costs is to record a liability for
the estimated costs to reclaim mined land by recording charges to production
costs for each  tonne of ore mined over the life of the
mine.  The amount charged is based on management’s estimation of
reclamation costs to be incurred.  The accrued liability is reduced as
reclamation expenditures are made.  Certain reclamation work is
performed concurrently with mining and these expenditures are charged to
operations at that time.


Fair
value of financial instruments and derivative financial instruments





The
carrying amounts of cash and current liabilities approximate fair value because
of the short maturity of these items.  These fair value estimates are
subjective in nature and involve uncertainties and matters of significant
judgment, and, therefore, cannot be determined with
precision.  Changes in assumptions could significantly affect these
estimates.  The Company does not hold or issue financial instruments
for trading purposes, nor does it utilize derivative instruments in the
management of foreign exchange, commodity price or interest rate market
risks.






Income
taxes




Potential
benefits of income tax losses are not recognized in the accounts until
realization is more likely than not.  The Company has adopted SFAS No.
109, “Accounting for Income Taxes”, as of its inception.  Pursuant
to SFAS No. 109, the Company is required to compute tax asset benefits for
net operating losses carried forward.  The potential benefits of net
operating losses have not been recognized in these financial statements because
the Company cannot be assured it is more likely than not it will utilize
the net operating losses carried forward in future
years.








12
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008




Basic and
diluted net loss per share





The
Company computes net income (loss) per share in accordance with SFAS No.128,
“Earnings per Share”.  SFAS No. 128 requires presentation of both
basic and diluted earnings per share (“EPS”) on the face of the
income statement.  Basic EPS is computed by dividing net income
(loss) available to common shareholders (numerator) by the weighted average
number of shares outstanding (denominator) during the period.  Diluted
EPS gives effect to all dilutive potential common shares outstanding during
the period using the treasury stock method and convertible preferred stock using
the if-converted method.  In computing diluted EPS, the average stock
price for the period is used in determining the number of shares assumed to
be purchased from the exercise of stock options or warrants.  Diluted
EPS excluded all dilutive potential shares if their effect is
anti-dilutive.






Comprehensive
loss





SFAS No.
130, “Reporting Comprehensive
Income”, establishes standards for the reporting and display of
comprehensive loss and its components in the financial statements.  As
at 31 August 2008, the Company has no items that represent a comprehensive loss
and, therefore, has not included a schedule of comprehensive loss in the
financial statements.







Segments
of an enterprise and related information





SFAS No.
131, “Disclosures about
Segments of an Enterprise and Related Information”, supersedes SFAS No.
14, “Financial Reporting for
Segments of a Business Enterprise”.  SFAS No.131 establishes
standards for the way that public companies report information about operating
segments in annual financial statements and requires reporting of selected
information about operating segments in interim financial statements issued to
the public.  It also establishes standards for disclosures regarding
products and services, geographic areas and major customers.  SFAS
No.131 defines operating segments as components of a company about which
separate financial information is available that is evaluated regularly by the
chief operating decision maker in deciding how to allocate resources and in
assessing performance.  The Company has evaluated this SFAS and does
not believe it is applicable at this time.







Start-up
expenses





The
Company has adopted Statement of Position No. 98-5, “Reporting the Costs of Start-up
Activities”, which requires that costs associated with start-up
activities be expensed as incurred.  Accordingly, start-up costs associated
with the Company's formation have been included in the Company's general and
administrative expenses for the period from the date of inception on 18 March
2005 to 31 August 2008.








13
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008









Foreign
currency translation





The
Company’s functional and reporting currency is the U.S. dollar.  The
financial statements of the Company are translated to U.S. dollars in accordance
with SFAS No. 52, “Foreign
Currency Translation”.  Monetary assets and liabilities
denominated in foreign currencies are translated using the exchange rate
prevailing at the balance sheet date.  Gains and losses arising on
translation or settlement of foreign currency denominated transactions or
balances are included in the determination of income.  The Company has
not, to the date of these financial statements, entered into derivative
instruments to offset the impact of foreign currency fluctuations.






Use of
estimates





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







Recent
accounting pronouncement





In May
2008, the FASB issued SFAS No. 163, “Accounting for Financial Guarantee
Insurance Contracts – an interpretation of FASB Statement No. 60” (“SFAS
163”).  SFAS No. 163 provides enhanced guidance on the recognition and
measurement to be used to account for premium revenue and claim liabilities and
related disclosures and is limited to financial guarantee insurance (and
reinsurance) contracts, issued by enterprises included within the scope of FASB
Statement No. 60, “Accounting
and Reporting by Insurance Enterprises.”  SFAS 163 also
requires that an insurance enterprise recognize a claim liability prior to an
event of default when there is evidence that credit deterioration has occurred
in an insured financial obligation.  SFAS 163 is effective for
financial statements issued for fiscal years and interim periods beginning after
15 December 2008, with early application not permitted.  The Company
does not expect SFAS 163 to have an impact on its financial
statements.











14
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008









In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles” (“SFAS 162”).  SFAS No. 162 is intended
to improve financial reporting by identifying a consistent framework, or
hierarchy, for selecting accounting principles to be used in preparing financial
statements that are presented in conformity with U.S. Generally Accepted
Accounting Principles (“GAAP”) for nongovernmental entities.  Prior to
the issuance of SFAS 162, GAAP hierarchy was defined in the American Institute
of Certified Public Accountants (“AICPA”) Statement on Auditing Standards No.
69, “The Meaning of Present
Fairly in Conformity with Generally Accepted Accounting Principles” (“SAS
69”).  SAS 69 has been criticized because it is directed to the
auditor rather than the entity.  SFAS 162 addresses these issues by
establishing that the GAAP hierarchy should be directed to entities because it
is the entity, not its auditor, that is responsible for selecting accounting
principles for financial statements that are presented in conformity with
GAAP.  SFAS 162 is effective 60 days following the SEC’s approval of
the Public Company Accounting Oversight Board Auditing amendments to AU Section
411, “The Meaning of Present
Fairly in Conformity with Generally Accepted Accounting
Principles”.  The Company does not expect SFAS 162 to have a
material effect on its financial statements.





In March
2008, the FASB issued SFAS No. 161, “Disclosures about Derivative
Instruments and Hedging Activities – an amendment of FASB Statement No.
133” (“SFAS 161”).  SFAS 161 is intended to improve
transparency in financial reporting by requiring enhanced disclosures of an
entity’s derivative instruments and hedging activities and their effects on the
entity’s financial position, financial performance, and cash
flows.  SFAS 161 applies to all derivative instruments within the
scope of SFAS No. 133, “Accounting for Derivative
Instruments and Hedging Activities” (“SFAS 133”).  It also
applies to non-derivative hedging instruments and all hedged items designated
and qualifying as hedges under SFAS 133.  SFAS 161 is effective
prospectively for financial statements issued for fiscal years beginning after
15 November 2008, with early application encouraged.  The adoption of
SFAS 161 is not expected to have a material impact on the Company’s
financial position, results of operations or cash flows.





In
December 2007, the FASB issued SFAS No. 141 (revised 2007), “Business Combinations”
(“SFAS No. 141(R)”). SFAS No. 141(R) establishes principles and requirements for
how an acquirer recognizes and measures in its financial statements the
identifiable assets acquired, the liabilities assumed, any noncontrolling
interest in the acquiree and the goodwill acquired. SFAS No. 141(R) also
establishes disclosure requirements to enable the evaluation of the nature and
financial effects of the business combination. SFAS No. 141(R) is effective for
fiscal years beginning after 15 December 2008.  The Company is
currently evaluating the potential impact, if any, of the adoption of SFAS No.
141(R) on its results of operation and financial condition.





In
February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial
Assets and Financial Liabilities” (“SFAS 159”).  SFAS 159 allows the
company to choose to measure many financial assets and financial liabilities at
fair value.  Unrealized gains and losses on items for which the fair value
option has been elected are reported in earnings.  SFAS 159 is effective
for fiscal years beginning after 15 November 2007.  The adoption of
SFAS 159 is not expected to have a material impact on the Company’s
financial position, results of operations or cash flows.












15
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008





In
September 2006, the FASB issued SFAS No. 157, "Fair Value Measurement"
("SFAS 157"). The Statement provides guidance for using fair value to measure
assets and liabilities. The Statement also expands disclosures about the extent
to which companies measure assets and liabilities at fair value, the information
used to measure fair value, and the effect of fair value measurement on
earnings. This Statement applies under other accounting pronouncements that
require or permit fair value measurements. This Statement does not expand the
use of fair value measurements in any new circumstances. Under this Statement,
fair value refers to the price that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between market participants in
the market in which the entity transacts. SFAS 157 is effective for the Company
for fair value measurements and disclosures made by the Company in its fiscal
year beginning on 1 May 2008. The adoption of SFAS 157 is not expected to
have a material impact on the Company’s financial position, results of
operations or cash flows.







4.
            Mineral
      Properties


On 28
September 2005, the Company entered into a mineral property option agreement
with an unrelated third party, wherein the Company could acquire 50% of the
rights, title and interests in and to the Bald Mountain Claims in Nye County,
Nevada (the “Bald Mountain Claims”) by paying $5,000 in cash on signing (paid),
$5,000 on the second anniversary of the agreement (accrued), $10,000 on the
third anniversary of the agreement and to complete exploration expenditures
totalling $500,000 by 28 September 2010.
  Accounts
payable at 29 February 2008 included $5,000 related to mineral property
acquisition costs. During the three month period ended 31 August 2008, the
Company abandoned its interest in the Bald Mountain Claims and recorded a
recovery of mineral property acquisition costs of $5,000 (Note
10).


5.
            Accounts
      Payable and Accrued Liabilities




Accounts
payable and accrued liabilities are non-interest bearing, unsecured and have
settlement dates within one year.







6.
            Due
      to Related Parties




The balance
due to a related parties is non-interest bearing, unsecured and is due on
demand.


As at 31
August 2008, the amount due to related parties consisted of $39,047 (29 February
2008 – $33,924) payable to officers, directors and shareholders of the
Company.





16
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008









7.
            Related
      Party Transactions





During
the six month period ended 31 August 2008, an officer and director of the
Company made contributions to capital for management fees in the amount of
$6,000 (31 August 2007 –
$6,000, cumulative –
$27,000) and for rent in the amount of $1,200 (31 August 2007 – $1,200, cumulative – $6,600) (Notes 8 and
10).





8.
            Capital
Stock





Authorized




The total
authorized capital is 150,000,000 common shares with a par value of
$0.0001.  Effective 12 September 2008, the Company completed a 2 to 1
forward stock split and increased the authorized share capital from
75,000,000 common shares to 150,000,000 common shares with the same par
value of $0.0001. Unless otherwise noted, all references herein to number of
shares, price per share or weighted average number of shares outstanding have
been adjusted to reflect this stock split on retroactive basis (Notes 1 and
11).




Issued
and outstanding





As of 31
August 2008, there were 20,006,000 shares of the Company’s common stock issued
and outstanding, each with a par value of $0.0001.





On 1
September 2005, 10,000,000 common shares of the Company were issued to an
officer and director of the Company for cash proceeds of $5,000.





On 2 May
2006, the Company completed a public offering of securities pursuant to an
exemption provided by Rule 504 of Regulation D, registered in the State of
Nevada, and issued 10,000,000 common shares for total cash proceeds of
$50,000.





On 29
August 2006, 4,000 common shares valued at $0.005 per share of the Company were
issued to an officer and director of the Company for services rendered (Note
10).





On 1
February 2007, 2,000 common shares valued at $0.005 per share of the Company
were issued to a director of the Company for services rendered (Note
10).





On 30
April 2007, 1,000,000 common shares of the Company were returned to treasury and
cancelled; $5,000 was returned to the investors (Note 10).





On 14 May
2007, 1,000,000 common shares valued at $0.005 per share of the Company were
issued for total cash proceeds of $5,000 (Note 10).










17
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008









During
the six month period ended 31 August 2008, an officer and director of the
Company made contributions to capital for management fees in the amount of
$6,000 (31 August 2007 –
$6,000, cumulative –
$27,000) and for rent in the amount of $1,200 (31 August 2007 – $1,200, cumulative – $6,600) (Notes 7 and
10).







9.
            Income Taxes





The
Company has losses carried forward for income tax purposes to 31 August
2008.  There are no current or deferred tax expenses for the period
ended 31 August 2008 due to the Company’s loss position.  The Company
has fully reserved for any benefits of these losses.  The deferred tax
consequences of temporary differences in reporting items for financial statement
and income tax purposes are recognized, as appropriate. Realization of the
future tax benefits related to the deferred tax assets is dependent on many
factors, including the Company’s ability to generate taxable income within the
net operating loss carryforward period.  Management has considered
these factors in reaching its conclusion as to the valuation allowance for
financial reporting purposes.


The provision
for refundable federal income tax consists of the following:





For
      the six month period ended 31 August 2008
            
            For
      the six month period ended 31 August 2007$
            
            $Refundable
      federal tax asset attributable to:Current
      operations
            
            4,972
            
            7,871Contributions
      to capital by related party
            
            (2,448)
            
            (2,448)Less:
      Change in valuation allowance
            
            (2,524)
            
            (5,423)Net
      refundable amount
            
            -
            
            -















18
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008




The
composition of the Company’s deferred tax assets as at 31 August 2008 and 29
February 2008 is as follows:





As
      at 31 August 2008
            
            As
      at 29 February 2008 (Audited)$Net
      operating loss carryforward
            
            118,562
            
            111,108Statutory
      federal income tax rate
            
            34%
            
            34%Effective
      income tax rate
            
            0%
            
            0%Deferred tax
      assetTax
      loss carry-forward
            
            40,311
            
            37,777Less:
      Valuation allowance
            
            (40,311)
            
            (37,777)Net
      deferred tax asset
            
            -
            
            -





The
potential income tax benefit of these losses has been offset by a full valuation
allowance.





As at 31
August 2008, the Company has an unused net operating loss carry forward balance
of approximately $118,562 that is available to offset future taxable
income.  This unused net operating loss carry-forward balance expires
through 2026 and 2028.





10.
            Supplemental
      Disclosures with Respect to Cash
Flows





For
      the period from inception on 18 March 2005 to 31 August
    2008
            
            For
      the six month period ended 31 August 2008
            
            For
      the six month period ended 31 August 2007$
            
            $
            
            $Cash
      paid during the period for interest
            
            
            
            -
            
            -
            
            -Cash
      paid during the period for income taxes
            
            
            
            -
            
            -
            
            -


























19
 Striker
Energy Corp.
 (An
Exploration Stage Company)
 Notes to
Financial Statements
 (Expressed
in U.S. Dollars)
 (Unaudited)
 31 August 2008






On 29
August 2006, 4,000 common shares valued at $0.005 per share of the Company were
issued to an officer and director of the Company for services rendered (Note
8).
 
 On 1
February 2007, 2,000 common shares valued at $0.005 per share of the Company
were issued to a director of the Company for services rendered (Note
8).
 
 On 30
April 2007, 1,000,000 common shares of the Company were returned to treasury and
cancelled; $5,000 was returned to the investors (Note 8).
 
 On 14 May
2007, 1,000,000 common shares valued at $0.005 per share of the Company were
issued for total cash proceeds of $5,000 (Note 8).
  Accounts
payable at 29 February 2008 included $5,000 related to mineral property
acquisition costs. During the three month period ended 31 August 2008, the
Company abandoned its interest in the Bald Mountain Claims and recorded a
recovery of mineral property acquisition costs of $5,000 (Note
4).
  During
the six month period ended 31 August 2008, an officer and director of the
Company made contributions to capital for management fees in the amount of
$6,000 (31 August 2007 – $6,000, cumulative – $27,000) and for rent in the
amount of $1,200 (31 August 2007 – $1,200, cumulative – $6,600) (Notes 7 and
8).




11.
            Subsequent
      Event





On 12
September 2008, the Company completed a two for one forward stock split of its
share capital.  The Company’s authorized capital increased from
75,000,000 common shares with a par value of $0.0001 to 150,000,000 common
shares with a par value of $0.0001. The issued and outstanding share capital
increased from 10,003,000 common shares to 20,006,000 common shares (Notes 1 and
8).














20











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




Forward
Looking Statements




This
report contains forward-looking statements.  Forward-looking
statements are projections in respect of 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
      quantity of potential natural gas and crude oil
  reserves;




·
            potential
      natural gas and crude oil production
levels;




·
            capital
      expenditure programs;




·
            projections
      of market prices and costs;




·
            supply
      and demand for natural gas and crude
oil;




·
            expectations
      regarding our ability to raise capital and to continually add to reserves
      through acquisitions and development;
and




·
            treatment
      under governmental regulatory regimes and tax
  laws.




These
statements are only predictions and involve known and unknown risks,
uncertainties and other factors, such as:




·
            our
      ability to establish or find
reserves;




·
            volatility
      in market prices for natural gas and crude
oil;




·
            liabilities
      inherent in natural gas and crude oil
  operations;




·
            uncertainties
      associated with estimating natural gas reserves and crude
    oil;




·
            competition
      for, among other things, capital, acquisitions of reserves, undeveloped
      lands and skilled personnel;




·
            political
      instability or changes of laws in the countries in which we operate or
      propose to operate and risks of terrorist
  attacks;




·
            incorrect
      assessments of the value of
acquisitions;




·
            geological,
      technical, drilling and processing
problems;




·
            the
      uncertainty inherent in the litigation process, including the possibility
      of newly discovered evidence or the acceptance of novel legal theories,
      and the difficulties in predicting the decisions of judges and juries;
      and




·
            other
      factors discussed under “ITEM 1A. RISK
      FACTORS”
      commencing on page 26 of this quarterly report on Form
    10-Q.






21






These
risks may cause our or our industry's actual results, levels of activity or
performance to be materially different from any future results, levels of
activity or performance expressed or implied by these forward looking
statements.




Although
we believe that the expectations reflected in the forward looking statements are
reasonable, we cannot guarantee future results, levels of activity or
performance. 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.




As used
in this current report and unless otherwise indicated, the terms "we", "us" and
"our" refer to Striker Energy Corp.  Unless otherwise specified, all
dollar amounts are expressed in United States dollars and all references to
"common shares" refer to the common shares in our capital stock.




Corporate
Overview




The
following discussion should be read in conjunction with the information
contained in the audited financial statements and notes thereto set forth in our
annual report on Form 10-KSB for the year ended February 29, 2008, which can be
found in its entirety on the SEC website at www.sec.gov , filed
under our SEC File Number 0-52218.




Our
company was incorporated as a Nevada corporation on 18 March
2005.  From inception, we were engaged in the mineral exploration
business.  In September of 2005, we entered into a Mineral Property
Option Agreement with an unrelated vendor in which we agreed to acquire an
option to purchase a group of mineral claims located in the State of Nevada
known as the Bald Mountain claims.  Early in the summer of 2008, we
gave notice to the vendor of our decision to abandon our option to acquire the
Bald Mountain claims, thereby terminating the mineral property option
agreement.  We have now transitioned from the mineral exploration
business to the oil and natural gas business and we are currently searching for
oil and gas exploration opportunities.




Change
in Control




On August
18, 2008, Shawn Perger, our former president, chief executive officer, principal
accounting officer, treasurer and director, sold 5,000,000 (10,000,000 after the
stock split) shares of our common stock to OPEX Energy Corp., a privately held
Alberta company.  At completion of this transaction, OPEX Energy Corp.
owned approximately 49.9% of our issued and outstanding common stock and our
company experienced a change of control.




Also on
August 18, 2008, Konstantin Gregovic resigned from our board of directors, and
Shawn Perger and Brian Cole resigned from all offices held by them in our
company.  Joseph Carusone, the president and a director of OPEX Energy
Corp., was appointed to our board to fill the vacancy created by Mr. Gregovic’s
resignation, and he was appointed to serve as our president, secretary and
treasurer.




On August
28, 2008, Messrs. Perger and Cole resigned from our Board of
Directors.  Mr. Carusone is now our sole officer and
director.




Business
Plan




During
the summer of 2008, our company notified the vendor of the Bald Mountain mineral
claims option of our decision to allow our option to acquire the Bald Mountain
mineral claims to expire.  Because the option vendor had relocated
from the City of Vancouver, British Columbia, to the City of Montreal, Quebec
without advising us and without providing us with a forwarding address, we were
unable to give them notice of this decision until we located the vendor in
Montreal.  We provided written notice of our intent to let the option
expire in a letter dated July 8, 2008.




Since
making this decision to let our option on the Bald Mountain claims lapse, we
decided to engage in the oil and gas business.  Accordingly, we have
begun to look for oil and gas opportunities in emerging North American shale
plays such as the Marcellus Shale, the Mowry Shale, the Utica Shale and the
Bakken Formation, among other as yet unidentified opportunities.  We
have also begun to look to hire veteran industry experts to expand our
management team and better position our company in the oil and gas
business.




We
believe that developments in technology and increasing energy prices have made
development of gas shales in North America a priority among exploration and
production companies.  Barnett shale oil and gas rights that not long
ago rarely sold for $5,000 per acre are now regularly sold for more than $20,000
per acre.  We intend to pursue ‘large footprint’ oil and gas rights in
less developed shale plays that offer a similar prospect for appreciation in
value, and are prospective for large scale development.






22




We intend
to add experts in finance, geology, engineering, and land management to better
capitalize on the specific opportunities available to the
company.  Our CEO is an engineer by training with experience in
finance and oil and gas exploration and production.  We intend to
attract and retain additional specialists to address the specific market segment
already identified and to cultivate additional value for
shareholders.  Specialists include geologists with experience
identifying regions prospective for oil and gas in place, land managers capable
of acquiring large contiguous blocks of land, and engineers who know how to
advance exploration into production.




Anticipated
Cash Requirements




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




Estimated Operating Expenses
      For the Next 12 Month PeriodExploration
      (and appraisal) Costs
            $
            500,000Employee
      and Consultant Compensation
            
            200,000Professional
      Fees
            
            50,000General
      and Administrative Expenses
            
            50,000Total
            $
            800,000






Results
of Operations




Our
unaudited financial statements and information for the period ended August
31, 2008 have been prepared by our Management on a going concern basis, which
contemplates the realization of assets and the settlement of liabilities and
commitments in the normal course of business. We have generated no revenues to
date and have incurred net losses of approximately $152,162 since inception on
March 18, 2005. We cannot provide assurance that we will ultimately achieve
profitable operations or become cash flow positive, or raise additional debt
and/or equity capital. Management believes that current capital resources should
be adequate to continue operating and maintaining its business strategy for the
remainder of 2008. However, if we are unable to raise additional capital in the
near future, due to liquidity problems, we expect that we will need to curtail
operations, liquidate assets, seek additional capital on less favorable terms
and/or pursue other remedial measures. These financial statements do not include
any adjustments related to the recoverability and classification of assets or
the amounts and classification of liabilities that might be necessary should we
be unable to continue as a going concern.




Revenues




We have
had no operating revenues since our inception on March 18, 2005.




Expenses




The major
components of our expenses for the three and six months ended August 31, 2008
are outlined in the table below:




Three
      Months Ended August 31
            Six
      Months Ended August 31Percentage
            
            
            
            
            
            
            
            
            PercentageIncrease
            
            
            
            
            
            
            
            
            IncreaseExpenses:
            
            2008
            
            
            2007
            
            
            (Decrease)
            
            
            2008
            
            
            2007
            
            
            (Decrease)Bank
      charges and interest
            $
            18
            
            $
            65
            
            
            (72.31)%
            
            $
            35
            
            $
            101
            
            
            (65.35)%Consulting
      fees
            
            -
            
            
            1,200
            
            
            (100)%
            
            
            -
            
            
            -
            
            
            -Exploration
      of mineral property
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            -Filing
      fees
            
            -
            
            
            -
            
            
            -
            
            
            1,000
            
            
            1,400
            
            
            (28.57)%Legal
      and accounting fees
            
            5,709
            
            
            8,126
            
            
            (29.74%)
            
            
            9,532
            
            
            10,665
            
            
            (10.62)%Licenses
      and permits
            
            -
            
            
            2,300
            
            
            (100%)
            
            
            125
            
            
            2,650
            
            
            (95.28)%Management
      fees (Notes 6, 7 and 10)
            
            3,000
            
            
            3,000
            
            
            -
            
            
            6,000
            
            
            6,000
            
            
            -Office
      expenses
            
            23
            
            
            -
            
            
            100%
            
            
            145
            
            
            61
            
            
            137.70%Rent
      (Notes 6, 7 and 10)
            
            600
            
            
            600
            
            
            -
            
            
            1,200
            
            
            1,200
            
            
            -Transfer
      agent fees
            
            675
            
            
            600
            
            
            13%
            
            
            1,587
            
            
            955
            
            
            66.18%Web
      site development
            
            -
            
            
            -
            
            
            -
            
            
            -
            
            
            119
            
            
            (100)%Recovery
      of mineral property acquisition costs
              (Note
      4)
            
            (5,000)
            
            
            -
            
            
            100%
            
            
            (5,000)
            
            
            -
            
            
            100%Total
      Expenses
            $
            (5,025)
            
            $
            15,891
            
            
            734.77%
            
            $
            14,624
            
            $
            23,151
            
            
            27.96%






23






We
incurred net losses of $14,624, or $0.001 per share for the six-month period
ended August 31, 2008, as compared to a net loss of $23,151, or $0.001
per share, for the six-month period ended August 31, 2007. Our total
net losses since inception on March 18, 2005 are $152,162. Our other
expenses for the period consisted of legal and accounting fees
incurred in the preparation and filing of our regulatory filings quarterly
and annually with the SEC ($5,709- 2008 compared to $8,126 - 2007); office
expenses ($23 - 2008 compared to $Nil - 2007); management fees ($3,000 - 2008
compared to $3,000 - 2007); transfer agent fees ($675 - 2008 compared to
$600 - 2007); rent ($600 - 2008 compared to $600 - 2007); and bank
service charges ($18 - 2008 compared to $65 - 2007).




Liquidity
and Capital Resources




Working
      Capital
            
            August
      31, 2008
            
            
            February
      29, 2008Current
      Assets
            $
            222
            
            $
            252Current
      Liabilities
            $
            63,754
            
            $
            56,360Working
      Deficit
            $
            (63,532
            )
            $
            (56,108
            )




At
August 31, 2008, we had total assets of $222, consisting of cash in the
bank.




Our total
liabilities at August 31, 2008 were $63,754, consisting of accounts payable and
accrued liabilities in the amount of $24,707 and $36,970 due to related parties
(two officers, directors and shareholders of the Company). This balance is
non-interest bearing, unsecured and has no fixed terms of
repayment.




There are
currently no options, warrants, rights or other securities conversion rights
issued and/or outstanding at August 31, 2008.




Plan
of Operation/Projected Milestones




We intend
to advance our oil and gas interests by hiring veteran leadership and acquiring
oil and gas assets.




In the
next twelve months, we intend to raise capital to achieve our short term
goals.  We expect that the company will incur expenses that include
general and administrative expenses (i.e. rent and travel) of approximately
$50,000 to raise approximately $1,000,000 in capital.




With the
capital in hand, we intend to attract and retain professionals to serve in
executive capacities and we expect to incur related expenses totaling $200,000
in fees and compensation over the course of the next twelve months.




Within
twelve months, we intend to identify an oil and gas asset for acquisition or
investment.  We expect to incur expenses totaling $500,000 that
include costs associated with identification of the opportunity and an initial
acquisition cost (i.e. an option or farm-in agreement).




To
support the company’s ongoing disclosure and regulatory obligations as well as
irregular ‘special events’, we expect to incur professional services (i.e.
legal, accounting, and auditing) fees totaling $50,000 in the next twelve
months.




Off-Balance
Sheet Arrangements




We have
not entered into any transactions with unconsolidated entities whereby we have
financial guarantees or other contingent arrangements that expose us to material
continuing risks, contingent liabilities or any other obligations that provide
financing, liquidity, market risk or credit risk support to us






ITEM
3. QUANTITATIVE AND QUALITATIVE DISCLOSURES OF MARKET RISK




Not
applicable.








24






ITEM
4. CONTROLS AND PROCEDURES




Disclosure
Controls and Procedures




As
required by paragraph (b) of Rules 13a-15 or 15d-15 under the Securities Exchange Act of
1934, as
amended, our principal executive and principal financial officer
evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e)
and 15d-15(e) of the Exchange Act) as of the end of the period covered by this
quarterly report on Form 10-Q.  Based on this evaluation, our
principal executive and principal financial officer concluded that as of the end
August 31, 2008, these disclosure controls and procedures were adequate to
ensure that the information required to be disclosed by our company in reports
we file or submit under the Exchange Act is recorded, processed, summarized and
reported within the time periods specified in the rules and forms of the
Securities and Exchange Commission and include controls and procedures designed
to ensure that such information is accumulated and communicated to our
management, including our principal executive and principal financial officer,
to allow timely decisions regarding required disclosure. Because of the inherent
limitations in all control systems, no evaluation of controls can provide
absolute assurance that all control issues, 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.




Management’s
Report on Internal Control over Financial Reporting




Our
company’s 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.




Based on
our evaluation under the framework in Internal Control-Integrated Framework, our
Chief Executive and Principal Financial Officer concluded that our internal
control over financial reporting were effective as of August 31,
2008.




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




This
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 quarterly
report.




Changes
in Internal Control over Financial Reporting.




There
were no changes in our company’s internal control over financial reporting
during the quarter ended August 31, 2008 that have materially affected, or are
reasonably likely to materially affect, our company’s internal control over
financial reporting.










25




PART
II - OTHER INFORMATION


ITEM
1. LEGAL PROCEEDINGS.




None.






ITEM
1A. RISK FACTORS




In
addition to other information in this quarterly report, the following risk
factors should be carefully considered in evaluating our business because such
factors may have a significant impact on our business, operating results,
liquidity and financial condition. As a result of the risk factors set forth
below, actual results could differ materially from those projected in any
forward looking statements. Additional risks and uncertainties not presently
known to us, or that we currently consider to be immaterial, may also impact our
business, operating results, liquidity and financial condition. If any such
risks occur, our business, operating results, liquidity and financial condition
could be materially affected in an adverse manner. Under such circumstances, the
trading price of our securities could decline, and you may lose all or part of
your investment.




Risks
Relating To Our Business and the Oil and Gas Industry




We
have had a history of losses and no revenue to date, which trend may continue
and may negatively impact our ability to achieve our business
objectives.




We have
experienced net losses since inception, and expect to continue to incur
substantial losses for the foreseeable future. To date, we have not generated
any revenues from our operations. We will not be able to generate significant
revenues in the immediate future and our management expects operating expenses
to increase substantially over the next 12 months because of our increased oil
and gas exploration activities. As a result, our management expects the business
to continue to experience negative cash flow for the foreseeable future and
cannot predict when, if ever, our business might become profitable. We need to
raise additional funds, and such funds may not be available on commercially
acceptable terms, if at all. If we are unable to raise funds on acceptable
terms, we may not be able to execute our business plan, take advantage of future
opportunities, or respond to competitive pressures or unanticipated
requirements. This may seriously harm our business, financial condition and
results of operations.




Because
we are in the development stage, have not yet achieved profitable operations and
are dependent on our ability to raise capital from stockholders or other sources
to meet our obligations and repay our liabilities arising from normal business
operations when they become due, in their report on our audited financial
statements for the year ended February 29, 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
disclosure describing the circumstances that lead to this disclosure by our
independent auditors.




We
are a development stage company with a limited operating history, which may
hinder our ability to successfully meet our objectives.




We are a
development stage company with only a limited operating history upon which to
base an evaluation of our current business and future prospects. We have only
begun engaging in the oil and gas exploration and development business and our
company does not have an established history of locating and developing
properties that have oil and gas reserves. As a result, the revenue and income
potential of our business is unproven. In addition, because of our limited
operating history, we have limited insight into trends that may emerge and
affect our business. Errors may be made in predicting and reacting to relevant
business trends and we will be subject to the risks, uncertainties and
difficulties frequently encountered by early-stage companies in evolving
markets. We may not be able to successfully address any or all of these risks
and uncertainties. Failure to adequately do so could cause our business, results
of operations and financial condition to suffer.




Market
conditions or operation impediments may hinder our access to oil and gas markets
or delay our potential production.




The
marketability of potential production from our properties depends in part upon
the availability, proximity and capacity of pipelines, natural gas gathering
systems and processing facilities. This dependence is heightened where this
infrastructure is less developed. Therefore, even if drilling results are
positive in certain areas of our oil and gas properties, a new gathering system
may need to be built to handle the potential volume of oil and gas produced. We
might be required to shut in wells, at least temporarily, for lack of a market
or because of the inadequacy or unavailability of transportation facilities. If
that were to occur, we would be unable to realize revenue from those wells until
arrangements were made to deliver production to market.








26






Even if
we are able to establish any oil or gas reserves on our properties, our ability
to produce and market oil and gas is affected and also may be harmed
by:




·
            inadequate
      pipeline transmission facilities or carrying
  capacity;




·
            government
      regulation of natural gas and oil
production;




·
            government
      transportation, tax and energy
policies;




·
            changes
      in supply and demand; and




·
            general
      economic conditions.




Our
future performance is dependent upon our ability to identify, acquire and
develop oil and gas properties, the failure of which could result in under use
of capital and losses.




Our
future performance depends upon our ability to identify, acquire and develop oil
and gas reserves that are economically recoverable. Our success will depend upon
our ability to acquire working and revenue interests in properties upon which
oil and gas reserves are ultimately discovered in commercial quantities, and our
ability to develop prospects that contain proven oil and gas reserves to the
point of production. Without successful acquisition and exploration activities,
we will not be able to develop oil and gas reserves or generate revenues. We
cannot provide you with any assurance that we will be able to identify and
acquire oil and gas reserves on acceptable terms, or that oil and gas deposits
will be discovered in sufficient quantities to enable us to recover our
exploration and development costs or sustain our business.




The
successful acquisition and development of oil and gas properties requires an
assessment of recoverable reserves, future oil and gas prices and operating
costs, potential environmental and other liabilities, and other factors. Such
assessments are necessarily inexact and their accuracy inherently uncertain. In
addition, no assurance can be given that our exploration and development
activities will result in the discovery of any reserves.




We
have a very small management team and the loss of any member of our team may
prevent us from implementing our business plan in a timely manner.




We
currently have one executive officer upon whom our success largely depends. We
do not maintain key person life insurance policies on our executive officers or
consultants, the loss of which could seriously harm our business, financial
condition and results of operations. In such an event, we may not be able to
recruit personnel to replace our executive officers or consultants in a timely
manner, or at all, on acceptable terms.




If
we are unable to successfully recruit qualified managerial and field personnel
having experience in oil and gas exploration, we may not be able to continue our
operations.




In order
to successfully implement and manage our business plan, we will depend upon,
among other things, successfully recruiting qualified managerial and field
personnel having experience in the oil and gas exploration business. Competition
for qualified individuals is intense. We may not be able to find, attract and
retain qualified personnel on acceptable terms. If we are unable to find,
attract and retain qualified personnel with technical expertise, our business
operations could suffer.




Future
growth could strain our personnel and infrastructure resources, and if we are
unable to implement appropriate controls and procedures to manage our growth, we
may not be able to successfully implement our business plan.




We expect
to experience rapid growth in our operations, which will place a significant
strain on our management, administrative, operational and financial
infrastructure. Our future success will depend in part upon the ability of our
executive officers to manage growth effectively. This may require us to hire and
train additional personnel to manage our expanding operations. In addition, we
must continue to improve our operational, financial and management controls and
our reporting systems and procedures. If we fail to successfully manage our
growth, we may be unable to execute upon our business plan.








27






We
will have substantial capital requirements that, if not met, may hinder our
growth and operations.




Our
future growth depends on our ability to make large capital expenditures for the
exploration and development of our natural gas and oil properties. Future cash
flows and the availability of financing will be subject to a number of
variables, such as:




·
            the
      success of any planned projects;




·
            success
      in locating and producing reserves;
and




·
            prices
      of natural gas and oil.




Financing
might not be available in the future, or we might not be able to obtain
necessary financing on acceptable terms, if at all. If sufficient capital
resources are not available, we might be forced to curtail our drilling and
other activities or be forced to sell some assets on an untimely or unfavorable
basis, which would have an adverse affect on our business, financial condition
and results of operations.




If
we obtain additional financing, our existing stockholders may suffer substantial
dilution or we may not have sufficient funds to pay the interest on our current
or future debt.




Additional
financing sources will be required in the future to fund developmental and
exploratory drilling. Issuing equity securities to satisfy our financing
requirements could cause substantial dilution to our existing
stockholders.




Additional
debt financing could lead to:




·
            a
      substantial portion of operating cash flow being dedicated to the payment
      of principal and interest;




·
            being
      more vulnerable to competitive pressures and economic downturns;
      and




·
            restrictions
      on our operations.




If we
incur indebtedness, our ability to meet our debt obligations and reduce our
level of indebtedness depends on future performance.  General economic
conditions, oil and gas prices and financial, business and other factors affect
our operations and future performance. Many of these factors are beyond our
control. We cannot assure you that we will be able to generate sufficient cash
flow to pay the interest on our current or future debt or that future working
capital, borrowings or equity financing will be available to pay or refinance
such debt. Factors that will affect our ability to raise cash through an
offering of our capital stock or a refinancing of our debt include financial
market conditions, the value of our assets and performance at the time we need
capital. We cannot assure you that we will have sufficient funds to make such
payments. If we do not have sufficient funds and are otherwise unable to
negotiate renewals of our borrowings or arrange additional financing, we might
have to sell significant assets. Any such sale could have a material adverse
effect on our business and financial results.




We
may not be able to determine reserve potential or identify liabilities
associated with future properties. We may also not be able to obtain protection
from vendors against possible liabilities, which could cause us to incur
losses.




Although
we are reviewing and evaluating potential properties in a manner consistent with
industry practices, such review and evaluation might not necessarily reveal all
existing or potential problems. This is also true for any future acquisitions
made by us. Inspections may not always be performed on every well, and
environmental problems, such as groundwater contamination, are not necessarily
observable even when an inspection is undertaken. Even when problems are
identified, a vendor may be unwilling or unable to provide effective contractual
protection against all or part of those problems, and we may assume
environmental and other risks and liabilities in connection with the acquired
properties.




If
we or our operators fail to maintain adequate insurance, our business could be
materially and adversely affected.




Our
operations are subject to risks inherent in the oil and gas industry, such as
blowouts, cratering, explosions, uncontrollable flows of oil, gas or well
fluids, fires, pollution, earthquakes and other environmental risks. These risks
could result in substantial losses due to injury and loss of life, severe damage
to and destruction of property and equipment, pollution and other environmental
damage, and suspension of operations. We could be liable for environmental
damages caused by previous property owners. As a result, substantial liabilities
to third parties or governmental entities may be incurred, the payment of which
could have a material adverse effect on our financial condition and results of
operations.




Any
prospective drilling contractor or operator which we hire will be required to
maintain insurance of various types to cover our operations with policy limits
and retention liability customary in the industry. Therefore, we do not plan to
acquire our own insurance coverage for such prospects. The occurrence of a
significant adverse event on such prospects that is not fully covered by
insurance could result in the loss of all or part of our investment in a
particular prospect which could have a material adverse effect on our financial
condition and results of operations.




28




The
oil and gas industry is highly competitive, and we may not have sufficient
resources to compete effectively.




The oil
and gas industry is highly competitive. We compete with oil and natural gas
companies and other individual producers and operators, many of which have
longer operating histories and substantially greater financial and other
resources than we do, as well as companies in other industries supplying energy,
fuel and other needs to consumers. Our larger competitors, by reason of their
size and relative financial strength, can more easily access capital markets
than we can and may enjoy a competitive advantage in the recruitment of
qualified personnel. They may be able to absorb the burden of any changes in
laws and regulation in the jurisdictions in which we do business and handle
longer periods of reduced prices for oil and gas more easily than we can. Our
competitors may be able to pay more for oil and gas leases and properties and
may be able to define, evaluate, bid for and purchase a greater number of leases
and properties than we can. Further, these companies may enjoy technological
advantages and may be able to implement new technologies more rapidly than we
can. Our ability to acquire additional properties in the future will depend upon
our ability to conduct efficient operations, evaluate and select suitable
properties, implement advanced technologies and consummate transactions in a
highly competitive environment.




Exploration
and production activities are subject to certain environmental regulations which
may prevent or delay the commencement or continuance of our
operations.




In
general, our exploration and production activities are subject to certain
federal, state, local, and foreign laws and regulations relating to
environmental quality and pollution control. Such laws and regulations increase
the costs of these activities and may prevent or delay the commencement or
continuance of a given operation. Specifically, we are subject to legislation
regarding emissions into the environment, water discharges and storage and
disposition of hazardous wastes. In addition, legislation has been enacted which
requires well and facility sites to be abandoned and reclaimed to the
satisfaction of state authorities. However, such laws and regulations are
frequently changed and any such changes may have material adverse effects on our
activities. We are unable to predict the ultimate cost of compliance with such
laws and regulations. Generally, environmental requirements do not appear to
affect us any differently or to any greater or lesser extent than other
companies in the industry. To date we have not been required to spend any
material amount on compliance with environmental regulations. However, we may be
required to do so in future and this may affect our ability to expand or
maintain our operations.




Any
change to government regulation/administrative practices may have a negative
impact on our ability to operate and our profitability.




The
business of oil and gas exploration and development is subject to substantial
regulation under federal, state, local and foreign laws relating to the
exploration for, and the development, upgrading, marketing, pricing, taxation,
and transportation of oil and gas and related products and other matters.
Amendments to current laws and regulations governing operations and activities
of oil and gas exploration and development operations could have a material
adverse impact on our business. In addition, there can be no assurance that
income tax laws, royalty regulations and government incentive programs related
to our oil and gas properties and the oil and gas industry generally, will not
be changed in a manner which may adversely affect our progress and cause delays,
inability to explore and develop or abandonment of these interests.




Permits,
leases, licenses, and approvals are required from a variety of regulatory
authorities at various stages of exploration and development. There can be no
assurance that the various government permits, leases, licenses and approvals
sought will be granted in respect of our activities or, if granted, will not be
cancelled or will be renewed upon expiry. There is no assurance that such
permits, leases, licenses, and approvals will not contain terms and provisions
which may adversely affect our exploration and development
activities.




Shortages
of rigs, equipment, supplies and personnel could delay or otherwise adversely
affect our cost of operations or our ability to operate according to our
business plans.




If
drilling activity increases in Alberta, a shortage of drilling and completion
rigs, field equipment and qualified personnel could develop. These costs have
recently increased sharply and could continue to do so. The demand for and wage
rates of qualified drilling rig crews generally rise in response to the
increasing number of active rigs in service and could increase sharply in the
event of a shortage. Shortages of drilling and completion rigs, field equipment
or qualified personnel could delay, restrict or curtail our exploration and
development operations, which could in turn harm our operating
results.




To
the extent that we establish oil and gas reserves, we will be required to
replace, maintain or expand our oil and gas reserves in order to prevent our
reserves and production from declining, which would adversely affect cash flows
and income.




In
general, production from oil and gas properties declines over time as reserves
are depleted, with the rate of decline depending on reservoir characteristics.
If we establish reserves, of which there is no assurance, and we are not
successful in our subsequent exploration and development activities or in
subsequently acquiring properties containing proved reserves, our proved
reserves will decline as reserves are produced. Our future oil and gas
production is highly dependent upon our ability to economically find, develop or
acquire reserves in commercial quantities.




To the
extent cash flow from operations is reduced, either by a decrease in prevailing
prices for oil and gas or an increase in finding and development costs, and
external sources of capital become limited or unavailable, our ability to make
the necessary capital investment to maintain or expand our asset base of oil and
gas reserves would be impaired. Even with sufficient available capital, our
future exploration and development activities may not result in additional
proved reserves, and we might not be able to drill productive wells at
acceptable costs.










29




The
oil and gas exploration and production industry is historically a cyclical
industry and market fluctuations in the prices of oil and gas could adversely
affect our business.




Prices
for oil and gas tend to fluctuate significantly in response to factors beyond
our control. These factors include:




·
            weather
      conditions in the United States, Canada or wherever our potential property
      interests are located;




·
            economic
      conditions, including demand for petroleum-based products, in the United
      States, Canada and the rest of the
world;




·
            actions
      by OPEC, the Organization of Petroleum Exporting
  Countries;




·
            political
      instability in the Middle East and other major oil and gas producing
      regions;




·
            governmental
      regulations, both domestic and
foreign;




·
            domestic
      and foreign tax policy;




·
            the
      pace adopted by foreign governments for the exploration, development, and
      production of their national
reserves;




·
            the
      price of foreign imports of oil and
gas;




·
            the
      cost of exploring for, producing and delivering oil and
    gas;




·
            the
      discovery rate of new oil and gas
reserves;




·
            the
      rate of decline of existing and new oil and gas
  reserves;




·
            available
      pipeline and other oil and gas transportation
  capacity;




·
            the
      ability of oil and gas companies to raise
  capital;




·
            the
      overall supply and demand for oil and gas;
and




·
            the
      availability of alternate fuel
sources.




Changes
in commodity prices may significantly affect our capital resources, liquidity
and expected operating results. Price changes will directly affect revenues and
can indirectly impact expected production by changing the amount of funds
available to reinvest in exploration and development activities. Reductions in
oil and gas prices not only reduce revenues and profits, but could also reduce
the quantities of reserves that are commercially recoverable. Significant
declines in prices could result in non-cash charges to earnings due to
impairment.




Changes
in commodity prices may also significantly affect our ability to estimate the
value of producing properties for acquisition and divestiture and often cause
disruption in the market for oil and gas producing properties, as buyers and
sellers have difficulty agreeing on the value of the properties. Price
volatility also makes it difficult to budget for and project the return on
acquisitions and the development and exploitation of projects. We expect that
commodity prices will continue to fluctuate significantly in the
future.




30




Exploratory
drilling involves many risks that are outside our control which may result in a
material adverse effect on our business, financial condition or results of
operations.




The
business of exploring for and producing oil and gas involves a substantial risk
of investment loss. Drilling oil and gas wells involves the risk that the wells
may be unproductive or that, although productive, the wells may not produce oil
or gas in economic quantities. Other hazards, such as unusual or unexpected
geological formations, pressures, fires, blowouts, power outages, sour gas
leakage, loss of circulation of drilling fluids or other conditions may
substantially delay or prevent completion of any well. Adverse weather
conditions can also hinder drilling operations. A productive well may become
uneconomic if water or other deleterious substances are encountered that impair
or prevent the production of oil or gas from the well. In addition, production
from any well may be unmarketable if it is impregnated with water or other
deleterious substances. There can be no assurance that oil and gas will be
produced from the properties in which we have interests.




We
are dependent upon the efforts of various third parties that we do not control
and, as a result, we may not be able to control the timing of development
efforts, associated costs, or the rate of production of reserves (if
any).




The
success of our business depends upon the efforts of various third parties that
we do not control. At least at the present, we do not plan to serve as the
operator for our projects. As a result, we may have limited ability to exercise
influence over the operations of the properties or their associated costs. Our
dependence on the operator and, where applicable, other working interest owners
for these projects and our limited ability to influence operations and
associated costs could prevent the realization of our targeted returns on
capital in drilling or acquisition activities. The success and timing of
development and exploitation activities on properties operated by others depend
upon a number of factors that will be largely outside of our control,
including:




·
            the
      timing and amount of capital
expenditures;




·
            the
      operator's expertise and financial
resources;




·
            approval
      of other participants in drilling
wells;




·
            selection
      of technology;




·
            the
      rate of production of the reserves;
and




·
            the
      availability of suitable drilling rigs, drilling equipment, production and
      transportation infrastructure, and qualified operating
      personnel.




We will
rely upon various companies to provide us with technical assistance and
services. We will also rely upon the services of geologists, geophysicists,
chemists, engineers and other scientists to explore and analyze oil and gas
prospects to determine a method in which the oil and gas prospects may be
developed in a cost-effective manner. Although our management has relationships
with a number of third-party service providers, we cannot assure you that we
will be able to continue to rely on such persons. If any of these relationships
with third-party service providers are terminated or are unavailable on
commercially acceptable terms, we may not be able to execute our business
plan.




Title
deficiencies could render our leases worthless which could have adverse effects
on our financial condition or results of operations.




The
existence of a material title deficiency can render a lease worthless and can
result in a large expense to our business. It is our practice in acquiring oil
and gas leases or undivided interests in oil and gas leases to forgo the expense
of retaining lawyers to examine the title to the oil or gas interest to be
placed under lease or already placed under lease. Instead, we rely upon the
judgment of oil and gas landmen who perform the field work in examining records
in the appropriate governmental office before attempting to place under lease a
specific oil or gas interest. We do not anticipate that we, or the person or
company acting as operator of the wells located on the properties that we lease
or may lease in the future, will obtain counsel to examine title to the lease
until the well is about to be drilled. As a result, we may be unaware of
deficiencies in the marketability of the title to the lease. Such deficiencies
may render the lease worthless.




Risks
Relating to Our Common Stock




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




A
prolonged decline in the price of our common stock could reduce liquidity of our
common stock and reduce our ability to raise capital. Because a significant
portion of our operations have been and will be financed through the sale of
equity securities, a decline in the price of our common stock could be
especially detrimental to our liquidity and our operations. Such reductions may
force us to reallocate funds from other planned uses and may have a significant
negative effect on our business plan and operations, including our ability to
continue our current operations. If our stock price declines, we can offer no
assurance that we will be able to raise additional capital or generate funds
from operations sufficient to meet our obligations. If we are unable to raise
sufficient capital in the future, we may not be able to have the resources to
continue our normal operations.






31




The
market price for our common stock may also be affected by our ability to meet or
exceed expectations of analysts or investors. Any failure to meet these
expectations, even if minor, may have a material adverse effect on the market
price of our common stock.




If
we issue additional shares in the future, it will result in the dilution of our
existing shareholders.




Our
articles of incorporation authorize the issuance of up to 150,000,000 shares of
common stock with a par value of $0.0001 per share. Our board of directors may
choose to issue some or all of such shares to acquire one or more businesses or
to provide additional financing in the future. The issuance of any such shares
will reduce the book value and market price of the outstanding shares of our
common stock. If we issue any such additional shares, such issuance will reduce
the proportionate ownership and voting power of all current shareholders.
Further, such issuance may result in a change of control of our
corporation.




Trading
of our stock may be restricted by the Securities Exchange Commission's penny
stock regulations, which may limit a stockholder's ability to buy and sell our
common stock.




The
Securities and Exchange Commission has adopted regulations which generally
define “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 Securities and
Exchange Commission, 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.




FINRA
sales practice requirements may also limit a stockholder's ability to buy and
sell our stock.




In
addition to the “penny stock” rules described above, the Financial Industry
Regulatory Authority or 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, FINRA believes that
there is a high probability that speculative low priced securities will not be
suitable for at least some customers. FINRA requirements make it more difficult
for broker-dealers to recommend that their customers buy our common stock, which
may limit your ability to buy and sell our stock and have an adverse effect on
the market for our shares.




Our
common stock is illiquid and the price of our common stock may be negatively
impacted by factors which are unrelated to our operations.




Our
common stock currently trades on a limited basis on the OTC Bulletin Board.
Trading of our stock through the OTC Bulletin Board is frequently thin and
highly volatile. There is no assurance that a sufficient market will develop in
our stock, in which case it could be difficult for shareholders to sell their
stock. The market price of our common stock could fluctuate substantially due to
a variety of factors, including market perception of our ability to achieve our
planned growth, quarterly operating results of our competitors, trading volume
in our common stock, changes in general conditions in the economy and the
financial markets or other developments affecting our competitors or us. In
addition, the stock market is subject to extreme price and volume fluctuations.
This volatility has had a significant effect on the market price of securities
issued by many companies for reasons unrelated to their operating performance
and could have the same effect on our common stock.




Because
of the early stage of development and the nature of our business, our securities
are considered highly speculative.




Our
securities must be considered highly speculative, generally because of the
nature of our business and the early stage of our development. We are engaged in
the business of identifying, acquiring, exploring and, if warranted, developing
commercial reserves of oil and gas. Our properties are in the exploration stage
only and are without known reserves of oil and gas. Accordingly, we have not
generated any revenues nor have we realized a profit from our operations to date
and there is little likelihood that we will generate any revenues or realize any
profits in the short term. Any profitability in the future from our business
will be dependent upon locating and developing economic reserves of oil and gas,
which itself is subject to numerous risk factors as set forth herein. Since we
have not generated any revenues, we will have to raise additional monies through
the sale of our equity securities or debt in order to continue our business
operations.






32




We
do not intend to pay dividends on any investment in the shares of stock of our
company.




We have
never paid any cash dividends and currently do not intend to pay any dividends
for the foreseeable future. To the extent that we require additional funding
currently not provided for in our financing plan, our funding sources may
prohibit the payment of a dividend. Because we do not intend to declare
dividends, any gain on an investment in our company will need to come through an
increase in the stock’s price. This may never happen and investors may lose all
of their investment in our company.




Risks
Related to Our Company




Our
by-laws contain provisions indemnifying our officers and directors.




Our
by-laws provide the indemnification of our directors and officers to the fullest
extent legally permissible under the Nevada corporate law against all expenses,
liability and loss reasonably incurred or suffered by him in connection with any
action, suit or proceeding. Furthermore, our by-laws provide that our board of
directors may cause our company to purchase and maintain insurance for our
directors and officers, and we have implemented director and officer insurance
coverage.




Our
by-laws do not contain anti-takeover provisions and thus our management and
directors may change if there is a take-over of our company.




We do not
currently have a shareholder rights plan or any anti-takeover provisions in our
by-laws. Without any anti-takeover provisions, there is no deterrent for a
take-over of our company. If there is a take-over of our company, our management
and directors may change.




Because
our sole director and officer is resident of other countries other than the
United States, investors may find it difficult to enforce, within the United
States, any judgments obtained against our sole director and
officer.




Our sole
director and officer is national and/or resident outside the United States, and
all or a substantial portion of such person’s assets are located outside the
United States. As a result, it may be difficult for investors to enforce within
the United States any judgments obtained against our officers or directors,
including judgments predicated upon the civil liability provisions of the
securities laws of the United States or any state thereof.






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




Since the
filing of our last quarterly report, we have completed the following
transactions:




1.
            On
      August 18, 2008, Shawn Perger, our former president, chief executive
      officer, principal accounting officer, treasurer and director, completed a
      share purchase agreement with OPEX Energy Corp., a company incorporated
      under the laws of the province of Alberta, pursuant to which OPEX Energy
      Corp. agreed to acquire from Mr. Perger all 5,000,000 (10,000,000 after
      stock split) shares of our common stock owned by Mr. Perger in exchange
      for total consideration of $28,000. OPEX Energy Corp. paid the $28,000
      purchase price for these shares using cash on
  hand.




As of the
completion of the share purchase agreement, OPEX Energy Corp. holds
approximately 49.9% of our issued and outstanding common stock, constituting a
change in control of our company.






33




At the
closing of the share purchase transaction, Konstantin Gregovic resigned from our
board of directors, Mr. Perger and Brian Cole resigned from all officer
positions held by them and Joseph Carusone, the president and
a director
of OPEX Energy Corp., was appointed to the board and as president, secretary and
treasurer of our company.




2.
            Effective
      September 12, 2008, we amended our Articles to effect a two for one
      forward split of our authorized common stock and our issued and
      outstanding shares of common stock.




As a
result, our authorized capital increased from 75,000,000 shares of common stock
with a par value of $0.0001 to 150,000,000 shares of common stock with a par
value of $0.0001. Our issued and outstanding share capital increased from
10,003,000 shares of common stock to 20,006,000 shares of common
stock.




The
Forward Stock Split became effective with NASDAQ’s Over-the-Counter Bulletin
Board at the opening for trading on September 15, 2008 under the new stock
symbol “SKRY”, Our new CUSIP number is 86332T 203.




3.
            On
      August 28, 2008 Brian Cole and Shawn Perger resigned from our board of
      directors. The resignations were not as a result of any disagreement on
      any matter relating to our company’s operations, policies or
      practices.




Joseph
Carusone is now our sole director and officer.




ITEM
6. EXHIBITS AND REPORTS ON FORM 8-K




Exhibits
required by Item 601 of Regulation S-K




Exhibit
      No.
            Description3.1
            Articles
      of Incorporation (attached as an exhibit to our registration statement on
      Form 10-SB filed on September 8, 2006)3.2
            By-laws
      (attached as an exhibit to our registration statement on Form 10-SB filed
      on September 8, 2006)3.3
            Certificate
      of Change (attached as an exhibit to our current report on Form 8-K filed
      on September 15, 2008)10.1
            Option
      Agreement (attached as an exhibit to our registration statement on Form
      10-SB filed on September 8, 2006)10.2
            Geological
      Summary Report (attached as an exhibit to our registration statement on
      Form 10-SB filed on September 8, 2006)31.1*
            Certification
      Pursuant to Section 302 of the Sarbanes-Oxley Act Of
      200232.1*
            Certification
      Pursuant to Section 906 of the Sarbanes-Oxley Act Of
      2002




*attached
herewith




SIGNATURES






Pursuant
to the requirements 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.




STRIKER
ENERGY CORP.








By: Joseph
Carusone, President,
CEO and Director


(Principal
Executive Officer, Principal Financial Officer and Principal Accounting
Officer)





Dated:
October 15, 2008








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